0001193805-23-000804.txt : 20230530 0001193805-23-000804.hdr.sgml : 20230530 20230530211921 ACCESSION NUMBER: 0001193805-23-000804 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20230525 FILED AS OF DATE: 20230530 DATE AS OF CHANGE: 20230530 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Feld Peter A CENTRAL INDEX KEY: 0001410600 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-34819 FILM NUMBER: 23978717 MAIL ADDRESS: STREET 1: 201 E LAS OLAS BOULEVARD, SUITE 1000 CITY: FORT LAUDERDALE STATE: FL ZIP: 33301 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: GREEN DOT CORP CENTRAL INDEX KEY: 0001386278 STANDARD INDUSTRIAL CLASSIFICATION: FINANCE SERVICES [6199] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 114 W 7TH STREET SUITE 240 CITY: AUSTIN STATE: TX ZIP: 78701 BUSINESS PHONE: 6267652000 MAIL ADDRESS: STREET 1: 4675 CORNELL ROAD, SUITE 280 CITY: CINCINNATI STATE: OH ZIP: 45241 4 1 e618677_4-gdot.xml X0407 4 2023-05-25 0 0001386278 GREEN DOT CORP GDOT 0001410600 Feld Peter A C/O STARBOARD VALUE LP 201 E LAS OLAS BOULEVARD, SUITE 1000 FORT LAUDERDALE FL 33301 1 0 0 0 0 Class A Common Stock, $0.001 par value 2023-05-25 4 A 0 7126 0 A 11346 D Class A Common Stock, $0.001 par value 5294110 I By Starboard Value LP Cash-Settled Total Return Swap 2024-06-03 Class A Common Stock, $0.001 par value 1825619 1825619 I By Starboard Value LP Represents shares of Class A Common Stock underlying a restricted stock unit award that will vest as to all underlying shares on the earlier of (i) the first anniversary of the date of grant or (ii) the date of the 2024 annual stockholders meeting. Starboard Value LP ("Starboard") serves as the investment manager or manager of certain managed accounts and private investment funds (collectively, the "Starboard Accounts"), which hold the securities reported herein and as such may be deemed to beneficially own such securities. The Reporting Person, as a Managing Member of Starboard, may be deemed to beneficially own the securities directly held by the Starboard Accounts for purposes of Section 16 of the Securities Exchange Act of 1934, as amended. The Reporting Person expressly disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein. The Starboard Accounts have entered into cash-settled total return swap agreements (the "Swaps") with an unaffiliated third party financial institution, which provide the Starboard Accounts with economic exposure to an aggregate of 1,825,619 notional shares. The Swaps provide the Starboard Accounts with economic results that are comparable to the economic results of ownership but do not provide the Starboard Accounts with the power to vote or direct the voting or dispose of or direct the disposition of the shares of Class A Common Stock that are the subject of the Swaps (the "Subject Shares"). The Starboard Accounts do not have the right to convert the Swaps into shares of Class A Common Stock at any time. The Reporting Person expressly disclaims beneficial ownership of the Subject Shares except to the extent of his pecuniary interest therein. The Swaps referenced herein provide for various execution prices ranging from $33.9596 to $48.3933. The Reporting Person undertakes to provide to the staff of the Securities and Exchange Commission or any security holder of the issuer, upon request, full information regarding the execution prices of the Swaps at each separate price within the range. /s/ Peter A. Feld 2023-05-30