SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): July 27, 2004 WESTWOOD HOLDINGS GROUP, INC. (Exact name of registrant as specified in charter) Delaware 001-31234 75-2969997 (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 200 Crescent Court, Suite 1200 Dallas, Texas 75201 (Address of principal executive offices) (214) 756-6900 (Registrant's telephone number, including area code) ITEM 7. EXHIBITS (c) Exhibits: The following exhibit is furnished with this report: Exhibit Number Description 99.1 Press Release dated July 27, 2004, entitled "Westwood Holdings Group, Inc. Announces 100% Increase in Quarterly Dividend, a Special Cash Dividend of $0.75 per Share and Second Quarter 2004 Results" ITEM 9. REGULATION FD DISCLOSURE / RESULTS OF OPERATIONS AND FINANCIAL CONDITION In accordance with Securities and Exchange Commission Release No. 34-47583, the following information, which is being furnished pursuant to the requirements of Item 12, "Results of Operations and Financial Condition," is being reported under Item 9, "Regulation FD Disclosure." On July 27, 2004, Westwood Holdings Group, Inc. issued a press release entitled "Westwood Holdings Group, Inc. Announces 100% Increase in Quarterly Dividend, a Special Cash Dividend of $0.75 per Share and Second Quarter 2004 Results," a copy of which is furnished with this Current Report on Form 8-K as Exhibit 99.1. The information in this Current Report on Form 8-K shall not be deemed to be "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section, nor shall it be deemed incorporated by reference in any filing of the Company under the Securities Act of 1933, as amended. 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. Date: July 27, 2004 WESTWOOD HOLDINGS GROUP, INC. By: /s/ Brian O. Casey ------------------------------------- Brian O. Casey, President and Chief Operating Officer EXHIBIT INDEX Exhibit Number Description -------------- ----------- 99.1 Press release dated July 27, 2004, entitled "Westwood Holdings Group, Inc. Announces 100% Increase in Quarterly Dividend, a Special Cash Dividend of $0.75 per Share and Second Quarter 2004 Results"