GREEN DOT CORP — Director's Dealing 2013

Mar 7, 2013

SEC Form 5/A — Form 5/A

Issuer: GREEN DOT CORP (GDOT)
CIK: 0001386278
Period of Report: 2012-12-31

Reporting Person: Streit Steven W (Director, Chairman, President and CEO, 10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-02-28	Class A Common Stock	C	210247	$0.00	Acquired	210247	Direct
2011-02-28	Class A Common Stock	G	210247	$0.00	Disposed	0	Direct
2011-03-08	Class A Common Stock	C	42627	$0.00	Acquired	42627	Direct
2011-03-08	Class A Common Stock	G	42627	$0.00	Disposed	0	Direct
2011-03-08	Class A Common Stock	G	42627	$0.00	Acquired	252874	Indirect
2011-03-08	Class A Common Stock	C	2132	$0.00	Acquired	2132	Direct
2011-03-08	Class A Common Stock	G	2132	$0.00	Disposed	0	Direct
2011-03-08	Class A Common Stock	G	2132	$0.00	Acquired	255006	Indirect
2012-02-09	Class A Common Stock	C	95560	$0.00	Acquired	95560	Direct
2012-02-09	Class A Common Stock	G	95560	$0.00	Disposed	0	Direct
2012-02-09	Class A Common Stock	G	95560	$0.00	Acquired	350566	Indirect
2012-02-29	Class A Common Stock	G	95560	$0.00	Disposed	255006	Indirect
2012-02-29	Class A Common Stock	G	95560	$0.00	Acquired	95560	Indirect
2012-02-09	Class A Common Stock	C	4779	$0.00	Acquired	4779	Direct
2012-02-09	Class A Common Stock	G	4779	$0.00	Disposed	0	Direct
2012-02-09	Class A Common Stock	G	4779	$0.00	Acquired	259785	Indirect
2012-02-29	Class A Common Stock	G	4779	$0.00	Disposed	344006	Indirect
2012-02-29	Class A Common Stock	G	4779	$0.00	Acquired	4779	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-02-28	Class B Common Stock	$	C	210247	Disposed		Class A Common Stock (210247)	Direct
2011-03-08	Class B Common Stock	$	C	42627	Disposed		Class A Common Stock (42627)	Indirect
2011-03-08	Class B Common Stock	$	C	2132	Disposed		Class A Common Stock (2132)	Direct
2012-02-09	Class B Common Stock	$	C	95560	Disposed		Class A Common Stock (95560)	Indirect
2012-02-09	Class B Common Stock	$	C	4779	Disposed		Class A Common Stock (4779)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Class A Common Stock	388	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Class B Common Stock	$		Class A Common Stock (2638294)	2638294	Indirect
Class B Common Stock	$		Class A Common Stock (28020)	11000	Indirect

Footnotes

F1: Represents the number of shares that were acquired upon conversion of Class B Common Stock to Class A Common Stock in connection with the applicable transaction.

F2: These shares were gifted to the Steven W. Streit Family Trust on February 28, 2011 by the reporting person.

F3: These shares that were previously reported as indirectly beneficially owned by the Streit 2009 GRAT A, and subsequently were distributed to and became directly owned by the reporting person on March 8, 2011 pursuant to the terms of the Streit 2009 GRAT A, which provides for annual annuity distributions from the trust to its grantor.

F4: These shares were gifted to the Steven W. Streit Family Trust on March 8, 2011 by the reporting person.

F5: The reporting person is the trustee of the trust.

F6: These shares were previously reported as indirectly beneficially owned by the Streit 2009 GRAT A but were distributed to and became directly owned by the reporting person on February 9, 2012 pursuant to the terms of the Streit 2009 GRAT A, which provides for annual annuity distributions from the trust to its grantor.

F7: These shares were gifted to the Steven W. Streit Family Trust on February 9, 2012 by the reporting person. Thereafter, these shares were contributed to the Streit 2012 GRAT A dated 2/7/2012 on February 29, 2012.

F8: These shares were gifted to the Steven W. Streit Family Trust on February 9, 2012 by the reporting person. Thereafter, these shares were contributed to the Streit 2012 GRAT B dated 2/7/2012 on February 29, 2012.

F9: As of December 31, 2012, the Steven W. Streit Family Trust holds 344,006 shares of Class A Common Stock, which amount reflects the previously reported acquisition of a total of 89,000 shares of Class A Common Stock on November 6 and November 7, 2012.

F10: The reporting person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.

F11: 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.

F12: These shares that were previously reported as indirectly beneficially owned by the Streit 2009 GRAT B, and subsequently were distributed to and became directly owned by the reporting person on March 8, 2011 pursuant to the terms of the Streit 2009 GRAT B, which provides for annual annuity distributions from the trust to its grantor.

F13: These shares were previously reported as indirectly beneficially owned by the Streit 2009 GRAT B but were distributed to and became directly owned by the reporting person on February 9, 2012 pursuant to the terms of the Streit 2009 GRAT B, which provides for annual annuity distributions from the trust to its grantor.

F14: As of December 31, 2012, the Steven W. Streit Family Trust holds 2,638,294 shares of Class B Common Stock, which amount reflects the previously reported disposition of 4,000 shares of Class B Common Stock on May 9, 2012 in connection with a gift to an unaffiliated entity of a like number of shares of Class A Common Stock issued upon conversion thereof in connection with the gift.

F15: The reporting person no longer has a reportable beneficial ownership interest in 22,020 shares of the issuer's Class B Common Stock owned by one of his children and included in the reporting person's prior ownership reports.