GREEN DOT CORP — Director's Dealing 2011

Dec 2, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: GREEN DOT CORP (GDOT)
CIK: 0001386278
Period of Report: 2011-11-29

Reporting Person: Greenleaf Timothy R (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-11-29	Class A Common Stock	S	25000	$31.968	Disposed	25000	Indirect
2011-11-30	Class A Common Stock	S	24637	$32.9338	Disposed	363	Indirect
2011-11-30	Class A Common Stock	S	363	$33.51	Disposed	0	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-11-29	Class B Common Stock	$0.00	C	50000	Disposed		Class A Common Stock (50000)	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Class A Common Stock	837	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Class B Common Stock	$0.00		Class A Common Stock (5320)	5320	Direct

Footnotes

F1: The price in column 4 is the weighted average price. The shares were sold in mutliple transactions at prices ranging from $31.8100 to $32.1900. The reporting person will provide to the issuer, any security holder of the issuer, or the SEC staff, upon request, complete information regarding the number of shares sold at each separate price within the range.

F2: The price in column 4 is the weighted average price. The shares were sold in mutliple transactions at prices ranging from $32.4750 to $33.4700. The reporting person will provide to the issuer, any security holder of the issuer, or the SEC staff, upon request, complete information regarding the number of shares sold at each separate price within the range.

F3: The price in column 4 is the weighted average price. The shares were sold in mutliple transactions at prices ranging from $33.4900 to $33.5300. The reporting person will provide to the issuer, any security holder of the issuer, or the SEC staff, upon request, complete information regarding the number of shares sold at each separate price within the range.

F4: Represents shares of Class A common stock underlying a restricted stock unit award that vests as to all such shares at the 2012 annual stockholders meeting.

F5: 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.

F6: 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.

F7: The reporting person is the trustee of the trust and disclaims beneficial ownership of these securities except to the extent of the reporting person's pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purposes.