GREEN DOT CORP — Director's Dealing 2013

Aug 30, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: GREEN DOT CORP (GDOT)
CIK: 0001386278
Period of Report: 2013-08-28

Reporting Person: Goodwin Lewis (CEO, Green Dot Bank)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-08-28	Stock Option (right to buy Class B Common Stock)	$25.00	C	21875	Disposed	2020-02-04	Class B Common Stock (21875)	Direct
2013-08-28	Stock Option (right to buy Class A Common Stock)	$25.00	C	21875	Acquired	2020-02-04	Class A Common Stock (21875)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Class A Common Stock	12290	Direct

Footnotes

F1: Includes 768 shares acquired under the issuer's employee stock purchase plan on May 14, 2013.

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: Shares underlying the option converted from Class B Common Stock into Class A Common Stock on a one-for-one basis in accordance with terms for the automatic conversion of all outstanding shares of Class B Common Stock into shares of Class A Common Stock under Article V of the issuer's Certificate of Incorporation.

F4: Options vest as to 1/4 of the shares on February 4, 2011 and then 1/48th monthly thereafter, subject to the reporting person's provision of services to the issuer on each vesting date.