As a software framework, Hierarchical Temporal Memory (HTM) has been developed to perform the brain’s neocortical functions, such as spatial and temporal pooling. However, it should be realized with hardware not software not only to mimic the neocortical function but also to exploit its architectural benefit. To do so, we propose a new memristor-CMOS (Complementary Metal-Oxide-Semiconductor) hybrid circuit of temporal-pooling here, which is composed of the input-layer and output-layer neurons mimicking the neocortex. In the hybrid circuit, the input-layer neurons have the proximal and basal/distal dendrites to combine sensory information with the temporal/location information from the brain’s hippocampus. Using the same crossbar architecture, the output-layer neurons can perform a prediction by integrating the temporal information on the basal/distal dendrites. For training the proposed circuit, we used only simple Hebbian learning, not the complicated backpropagation algorithm. Due to the simple hardware of Hebbian learning, the proposed hybrid circuit can be very suitable to online learning. The proposed memristor-CMOS hybrid circuit has been verified by the circuit simulation using the real memristor model. The proposed circuit has been verified to predict both the ordinal and out-of-order sequences. In addition, the proposed circuit has been tested with the external noise and memristance variation.