SEC Form 3
FORM 3	UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL	

OMB Number:	
3235-0104	

Estimated average burden	

hours per response:	
0.5	

	

	
1. Name and Address of Reporting Person *
Root Randall L.	

(Last)	
(First)	
(Middle)	

200 CRESCENT COURT	

SUITE 1200	

(Street)
DALLAS	
X1	
75201	

(City)	
(State)	
(Zip)	

	2. Date of Event Requiring Statement (Month/Day/Year)
02/06/2014	3. Issuer Name and Ticker or Trading Symbol
WESTWOOD HOLDINGS GROUP INC [ WHG ]	 	
 	 	4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
 	
Director	
 	
10% Owner	

X	
Officer (give title below)	
 	
Other (specify below)	

President, Westwood Trust	

	5. If Amendment, Date of Original Filed (Month/Day/Year)
	 	 	 	
 	 	 	6. Individual or Joint/Group Filing (Check Applicable Line)
X	
Form filed by One Reporting Person	

 	
Form filed by More than One Reporting Person	

	 	 	 	
Table I - Non-Derivative Securities Beneficially Owned	
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)	
common stock	41,631	D	 	
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)	 	
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)	3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)	 	
 	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	 	 	 	 	
Explanation of Responses:	
 	Julie K. Gerron as attorney-in-fact	03/05/2014	
 	** Signature of Reporting Person	Date	
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.	
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).	
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).	
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.	
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.	

POWER OF ATTORNEY 

The undersigned hereby constitutes and appoints each of Brian O. Casey,
Peter Pastorelle, Julie K. Gerron,  or Mark A. Wallace, acting separately
or together, the undersigned's true and lawful attorney-in-fact to:

(1)     Execute for and on behalf of the undersigned, in the undersigned's
capacity as an officer and/or director of Westwood Holdings Group, Inc., 
a Delaware corporation (the "Company"), Forms 3, 4 and 5 (and any successor 
or superseding forms) in accordance with Section 16(a) of the Securities 
Exchange Act of 1934 and the rules thereunder;

(2)     Do and perform any and all acts for and on behalf of the 
undersigned that may be necessary or desirable to complete and to execute 
any such Form 3, 4 or 5 (and any successor or superseding forms) and timely 
file such form with the United States Securities and Exchange Commission and 
any stock exchange or similar authority; and

(3)     Take any other action of any type whatsoever in connection with 
the foregoing paragraphs 1 & 2 which, in the opinion of such attorney-in-fact, 
may be of benefit to, in the best interest of, or legally required by, the 
undersigned, it being understood that the documents executed by such attorney-
in-fact on behalf of the undersigned pursuant to this Power of Attorney shall 
be in such form and shall contain such terms and conditions as such attorney-
in-fact may approve in such attorney-in-fact's discretion.

The undersigned hereby grants to each such attorney-in-fact full 
power and authority to do and perform any and every act and thing whatsoever 
requisite, necessary or proper to be done in the exercise of the rights and 
powers herein granted specifically with regard to the acts necessary or 
desirable as referenced in the above paragraphs 1, 2 & 3, as fully to all 
intents and purposes as the undersigned might or could do if personally 
present,with full power of substitution or revocation, hereby ratifying 
and confirming all that such attorney-in-fact, or such attorney-in-fact's 
substitute or substitutes, shall lawfully do or cause to be done by virtue 
of this power of attorney and the rights and powers herein granted.  The 
undersigned acknowledges that the foregoing attorneys-in-fact, in serving 
in such capacity at the request of the undersigned, are not assuming, nor 
is the Company assuming, any of the undersigned's responsibilities to 
comply with Section 16 of the Securities Exchange Act of 1934 and the 
rules thereunder.

This Power of Attorney shall remain in full force and effect until 
the undersigned is no longer required to file Forms 3, 4 and 5 or successor 
or superseding forms with respect to the undersigned's holdings of and 
transactions in securities issued by the Company, unless earlier revoked by 
the undersigned in a signed writing delivered to the foregoing attorneys-
in-fact.

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of this 5th day of March, 2014.

By:/s/ Randall L. Root
------------------------------

Name:  Randall L. Root
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