The Securities and Exchange Commission has not necessarily reviewed the information in this filing and has not determined if it is accurate and complete.
The reader should not assume that the information is accurate and complete.

  Washington, D.C. 20549
OMB Number:   3235-0006
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Report for the Calendar Year or Quarter Ended:
Check here if Amendment:      Amendment Number:
This Amendment (Check only one.):      is a restatement.
       adds new holdings entries.

Institutional Investment Manager Filing this Report:

Name: Hilltop Holdings Inc. 
Address: 6565 HILLCREST AVE. 
  Dallas  TX  75205 
Form 13F File Number:   028-15359 

The institutional investment manager filing this report and the person by whom it is signed hereby represent that the person signing the report is authorized to submit it, that all information contained herein is true, correct and complete, and that it is understood that all required items, statements, schedules, lists, and tables, are considered integral parts of this form.

Person Signing this Report on Behalf of Reporting Manager:

Name: Corey G. Prestidge 
Title: Executive Vice President, General Counsel and Secretary 
Phone: 214-855-2177 

Signature, Place, and Date of Signing:

/s/ Corey G. Prestidge  Dallas,  TEXAS 11-14-2022 
[Signature] [City, State] [Date]

Do you wish to provide information pursuant to Special Instruction 5?        Yes      X  No

Report Type (Check only one.):

X  13F HOLDINGS REPORT. (Check here if all holdings of this reporting manager are reported in this report.)

     13F NOTICE. (Check here if no holdings reported are in this report, and all holdings are reported by other reporting manager(s).)

     13F COMBINATION REPORT. (Check here if a portion of the holdings for this reporting manager are reported in this report and a portion are reported by other reporting manager(s).)

Form 13F Summary Page

Report Summary:

Number of Other Included Managers:
Form 13F Information table Entry Total: 801 
Form 13F Information table Value Total: 738,924 

List of Other Included Managers:

Provide a numbered list of the name(s) and Form 13F number(s) of all institutional investement managers with respect to which this report is filed, other than the manager filing this report.

   No. Form 13F File Number Name CIK
028-15365  PlainsCapital Corp  0001569620 
028-15369  PlainsCapital Bank  0001534401 
028-18782  Hilltop Securities Holdings LLC  0000878520 
028-18780  HILLTOP SECURITIES INC.  0000891055 
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