GREEN DOT CORP — Director's Dealing 2010

Jul 29, 2010

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: GREEN DOT CORP (GDOT)
CIK: 0001386278
Period of Report: 2010-07-27

Reporting Person: Troughton Mark T (President, Cards and Network, 10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2010-07-27	Class A Common Stock	C	110000	$0.00	Acquired	110000	Direct
2010-07-27	Class A Common Stock	S	110000	$33.48	Disposed	0	Direct
2010-07-27	Class A Common Stock	P	1250	$36.00	Acquired	1250	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2010-07-27	Stock Option (right to buy Class B Common Stock)	$1.41	M	110000	Disposed	2016-01-19	Class B Common Stock (110000)	Direct
2010-07-27	Class B Common Stock	$0.00	M	110000	Acquired		Class A Common Stock (110000)	Direct
2010-07-27	Class B Common Stock	$0.00	C	110000	Disposed		Class A Common Stock (110000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Class A Common Stock	0	Indirect
Class A Common Stock	0	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Class B Common Stock	$0.00		Class A Common Stock (125000)	125000	Indirect
Class B Common Stock	$0.00		Class A Common Stock (125000)	125000	Indirect

Footnotes

F1: The Class B Common Stock is convertible at the holder's option into the issuer's Class A Common Stock on a 1-for-1 basis and has no expiration date.

F2: The holder elected to convert the shares of Class B Common Stock into Class A Common Stock, which Class A Common Stock has no exercisable date or expiration date.

F3: The reporting person is the trustee of the Mark Troughton GRAT.

F4: The reporting person's spouse is the trustee of the Tara McWhirter GRAT.