GREEN DOT CORP — Director's Dealing 2020

Feb 25, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: GREEN DOT CORP (GDOT)
CIK: 0001386278
Period of Report: 2020-02-20

Reporting Person: Ricci John C (General Counsel and Secretary)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-02-20	Class A Common Stock	A	10052	$0.00	Acquired	110651	Direct
2020-02-20	Class A Common Stock	F	983	$37.09	Disposed	109668	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Class A Common Stock	4460	Indirect

Footnotes

F1: Represents shares of Class A Common Stock underlying a performance-based restricted stock unit award granted on April 5, 2019. 25% of the award vested on February 20, 2020 and the remaining 75% will vest ratably over the next three years on each December 15, subject to the reporting person's provision of service to the issuer on each vesting date.

F2: Represents shares of Class A Common Stock that have been withheld by the issuer to satisfy its income tax withholding and remittance obligations in connection with the net settlement of the PRSUs, based on a price of $37.09 per share, which represented the closing price of the issuer's Class A Common Stock on February 20, 2020, and does not represent a sale by the reporting person.

F3: 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.