Attached files
| file | filename |
|---|---|
| EX-99.1 - EX-99.1 - Hilltop Securities Holdings LLC | d669187dex991.htm |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report: (Date of earliest event reported) February 3, 2014
SWS GROUP, INC.
(Exact name of registrant as specified in its charter)
| Delaware | 000-19483 | 75-2040825 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
1201 Elm Street, Suite 3500
Dallas, Texas 75270
(Address of principal executive offices and zip code)
(214) 859-1800
(Registrant’s telephone number, including area code)
N/A
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the Registrant under any of the following provisions (see General Instruction A.2. below):
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425). |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12). |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)). |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)). |
Item 8.01 Other Events.
On February 3, 2014, SWS Group, Inc. (“SWS”) issued a press release announcing that its Board of Directors has formed a Special Committee, comprised of independent directors not affiliated with Hilltop Holdings Inc. (“Hilltop”) or Oak Hill Capital Partners, to review Hilltop’s unsolicited acquisition proposal. The members of the Special Committee are Robert A. Buchholz, Tyree B. Miller and Joel T. Williams III.
There can be no assurance that a transaction with Hilltop or any other party will be approved or consummated. SWS does not intend to disclose developments regarding these matters unless and until a determination is made that disclosure is necessary or appropriate.
A copy of the press release is filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference herein.
Item 9.01(d). Exhibits.
| Exhibit 99.1 | Press Release issued by SWS on February 3, 2014. |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| SWS GROUP, INC. | ||||
| Date: February 4, 2014 | By: | /s/ J. Michael Edge | ||
| J. Michael Edge | ||||
| Chief Financial Officer | ||||
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EXHIBIT INDEX
| Exhibit No. | Description | |
| Exhibit 99.1 | Press Release issued by SWS on February 3, 2014. | |
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