GREEN DOT CORP — Director's Dealing 2011

Apr 19, 2011

SEC Form 4/A — Form 4/A

Issuer: GREEN DOT CORP (GDOT)
CIK: 0001386278
Period of Report: 2011-04-01

Reporting Person: Keatley John L (Chief Financial Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-03-14	Class A Common Stock	C	6600	$0.00	Acquired	6600	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-04-01	Stock Option (right to buy Class B Common Stock)	$45.31	A	15000	Acquired	2021-04-01	Class B Common Stock (15000)	Direct
2011-03-14	Class B Common Stock	$0.00	C	6600	Disposed		Class A Common Stock (6600)	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Class A Common Stock	0	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Class B Common Stock	$0.00		Class A Common Stock (86038)	86038	Direct

Footnotes

F1: Options vest as to 1/4 of the shares on April 1, 2012 and then 1/48th monthly thereafter, subject to the reporting person's provision of services to the issuer on each vesting date.

F2: 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.

F3: 15,000 shares of Class B common stock were exercised by the reporting person on February 25, 2011, which transaction was inadvertently not reported and therefore the exercised shares were not included in the aggregate number of Class B shares held on this Form 4 when originally filed.

F4: 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.