Filing Details

Accession Number:
0001193805-24-000350
Form Type:
4
Zero Holdings:
No
Publication Time:
2024-03-08 21:05:05
Reporting Period:
2024-03-06
Accepted Time:
2024-03-08 21:05:05
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1386278 Green Dot Corp GDOT () 4
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1362697 C Jeffrey Smith 201 E Las Olas Boulevard, Suite 1000
Fort Lauderdale FL 33301
No No No Yes
1517139 Starboard Principal Co Lp 777 Third Avenue, 18Th Floor
New York NY 10017
No No No Yes
1517140 Starboard Principal Co Gp Llc 777 Third Avenue, 18Th Floor
New York NY 10017
No No No Yes
Reported Non-Derivative Transactions
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
Class A Common Stock, $0.001 Par Value Disposition 2024-03-06 52,063 $8.15 2,742,202 No 4 S Indirect By Starboard Value and Opportunity Master Fund Ltd
Class A Common Stock, $0.001 Par Value Disposition 2024-03-06 26,031 $8.22 2,716,171 No 4 S Indirect By Starboard Value and Opportunity Master Fund Ltd
Class A Common Stock, $0.001 Par Value Disposition 2024-03-06 9,615 $8.15 511,689 No 4 S Indirect By Starboard Value and Opportunity S LLC
Class A Common Stock, $0.001 Par Value Disposition 2024-03-06 4,808 $8.22 506,881 No 4 S Indirect By Starboard Value and Opportunity S LLC
Class A Common Stock, $0.001 Par Value Disposition 2024-03-06 15,631 $8.15 868,759 No 4 S Indirect By Managed Account of Starboard Value LP
Class A Common Stock, $0.001 Par Value Disposition 2024-03-06 7,815 $8.22 860,944 No 4 S Indirect By Managed Account of Starboard Value LP
Class A Common Stock, $0.001 Par Value Disposition 2024-03-06 5,633 $8.15 298,003 No 4 S Indirect By Starboard Value and Opportunity C LP
Class A Common Stock, $0.001 Par Value Disposition 2024-03-06 2,817 $8.22 295,186 No 4 S Indirect By Starboard Value and Opportunity C LP
Class A Common Stock, $0.001 Par Value Disposition 2024-03-06 5,081 $8.15 279,136 No 4 S Indirect By Starboard Value and Opportunity Master Fund L LP
Class A Common Stock, $0.001 Par Value Disposition 2024-03-06 2,541 $8.22 276,595 No 4 S Indirect By Starboard Value and Opportunity Master Fund L LP
Class A Common Stock, $0.001 Par Value Disposition 2024-03-06 11,977 $8.15 494,321 No 4 S Indirect By Starboard X Master Fund Ltd
Class A Common Stock, $0.001 Par Value Disposition 2024-03-06 5,988 $8.22 488,333 No 4 S Indirect By Starboard X Master Fund Ltd
Class A Common Stock, $0.001 Par Value Disposition 2024-03-07 26,031 $8.44 2,690,140 No 4 S Indirect By Starboard Value and Opportunity Master Fund Ltd
Class A Common Stock, $0.001 Par Value Disposition 2024-03-07 4,808 $8.44 502,073 No 4 S Indirect By Starboard Value and Opportunity S LLC
Class A Common Stock, $0.001 Par Value Disposition 2024-03-07 7,815 $8.44 853,129 No 4 S Indirect By Managed Account of Starboard Value LP
Class A Common Stock, $0.001 Par Value Disposition 2024-03-07 2,817 $8.44 292,369 No 4 S Indirect By Starboard Value and Opportunity C LP
Class A Common Stock, $0.001 Par Value Disposition 2024-03-07 2,540 $8.44 274,055 No 4 S Indirect By Starboard Value and Opportunity Master Fund L LP
Class A Common Stock, $0.001 Par Value Disposition 2024-03-07 5,989 $8.44 482,344 No 4 S Indirect By Starboard X Master Fund Ltd
Class A Common Stock, $0.001 Par Value Disposition 2024-03-08 39,427 $8.58 2,650,713 No 4 S Indirect By Starboard Value and Opportunity Master Fund Ltd
Class A Common Stock, $0.001 Par Value Disposition 2024-03-08 7,281 $8.58 494,792 No 4 S Indirect By Starboard Value and Opportunity S LLC
Class A Common Stock, $0.001 Par Value Disposition 2024-03-08 11,837 $8.58 841,292 No 4 S Indirect By Managed Account of Starboard Value LP
Class A Common Stock, $0.001 Par Value Disposition 2024-03-08 4,266 $8.58 288,103 No 4 S Indirect By Starboard Value and Opportunity C LP
Class A Common Stock, $0.001 Par Value Disposition 2024-03-08 3,848 $8.58 270,207 No 4 S Indirect By Starboard Value and Opportunity Master Fund L LP
Class A Common Stock, $0.001 Par Value Disposition 2024-03-08 9,070 $8.58 473,274 No 4 S Indirect By Starboard X Master Fund Ltd
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 S Indirect By Starboard Value and Opportunity Master Fund Ltd
No 4 S Indirect By Starboard Value and Opportunity Master Fund Ltd
No 4 S Indirect By Starboard Value and Opportunity S LLC
No 4 S Indirect By Starboard Value and Opportunity S LLC
No 4 S Indirect By Managed Account of Starboard Value LP
No 4 S Indirect By Managed Account of Starboard Value LP
No 4 S Indirect By Starboard Value and Opportunity C LP
No 4 S Indirect By Starboard Value and Opportunity C LP
No 4 S Indirect By Starboard Value and Opportunity Master Fund L LP
No 4 S Indirect By Starboard Value and Opportunity Master Fund L LP
No 4 S Indirect By Starboard X Master Fund Ltd
No 4 S Indirect By Starboard X Master Fund Ltd
No 4 S Indirect By Starboard Value and Opportunity Master Fund Ltd
No 4 S Indirect By Starboard Value and Opportunity S LLC
No 4 S Indirect By Managed Account of Starboard Value LP
No 4 S Indirect By Starboard Value and Opportunity C LP
No 4 S Indirect By Starboard Value and Opportunity Master Fund L LP
No 4 S Indirect By Starboard X Master Fund Ltd
No 4 S Indirect By Starboard Value and Opportunity Master Fund Ltd
No 4 S Indirect By Starboard Value and Opportunity S LLC
No 4 S Indirect By Managed Account of Starboard Value LP
No 4 S Indirect By Starboard Value and Opportunity C LP
No 4 S Indirect By Starboard Value and Opportunity Master Fund L LP
No 4 S Indirect By Starboard X Master Fund Ltd
Reported Derivative Holdings
Sec. Name Sec. Type Price Date Expiration Date Amount Remaning Holdings Nature of Ownership
Class A Common Stock, $0.001 Par Value Cash-Settled Total Return Swap $0.00 2024-06-03 912,457 912,457 Indirect
Class A Common Stock, $0.001 Par Value Cash-Settled Total Return Swap $0.00 2024-06-03 163,262 163,262 Indirect
Class A Common Stock, $0.001 Par Value Cash-Settled Total Return Swap $0.00 2024-06-03 228,473 228,473 Indirect
Class A Common Stock, $0.001 Par Value Cash-Settled Total Return Swap $0.00 2024-06-03 97,444 97,444 Indirect
Class A Common Stock, $0.001 Par Value Cash-Settled Total Return Swap $0.00 2024-06-03 77,553 77,553 Indirect
Class A Common Stock, $0.001 Par Value Cash-Settled Total Return Swap $0.00 2024-06-03 346,430 346,430 Indirect
Expiration Date Amount Remaning Holdings Nature of Ownership
2024-06-03 912,457 912,457 Indirect
2024-06-03 163,262 163,262 Indirect
2024-06-03 228,473 228,473 Indirect
2024-06-03 97,444 97,444 Indirect
2024-06-03 77,553 77,553 Indirect
2024-06-03 346,430 346,430 Indirect
Footnotes
  1. This Form 4 is filed jointly by Starboard Value and Opportunity Master Fund Ltd ("Starboard V&O Fund"), Starboard Value and Opportunity S LLC ("Starboard S LLC"), Starboard Value and Opportunity C LP ("Starboard C LP"), Starboard Value and Opportunity Master Fund L LP ("Starboard L Master"), Starboard X Master Fund Ltd ("Starboard X Master"), Starboard Value R LP ("Starboard R LP"), Starboard Value L LP ("Starboard L LP"), Starboard Value LP ("Starboard Value LP"), Starboard Value GP LLC ("Starboard Value GP"), Starboard Value R GP LLC ("Starboard R GP"), Starboard Principal Co LP ("Principal Co"), Starboard Principal Co GP LLC ("Principal GP"), Peter A. Feld and Jeffrey C. Smith (collectively, the "Reporting Persons").
  2. To enable all of the Reporting Persons to gain access to the Securities and Exchange Commission's electronic filing system (which only accepts a maximum of 10 joint filers per report), this report is the second of two identical reports relating to the same transactions being filed with the Securities and Exchange Commission. Each Reporting Person may be deemed to be a member of a Section 13(d) group that previously owned more than 10% of the Issuer's outstanding shares of Class A Common Stock. As of March 6, 2024, the Reporting Persons ceased to own in the aggregate more than 10% of the Issuer's Class A Common Stock. Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein, and this report shall not be deemed to be an admission that any Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
  3. Securities beneficially owned by Starboard V&O Fund. Starboard Value LP, as the investment manager of Starboard V&O Fund, may be deemed to be the beneficial owner of the securities beneficially owned by Starboard V&O Fund. Each of Starboard Value GP, as the general partner of Starboard Value LP, Principal Co, as a member of Starboard Value GP, Principal GP, as the general partner of Principal Co, and Messrs. Smith and Feld, as members of Principal GP and as members of each of the Management Committee of Starboard Value GP and the Management Committee of Principal GP, may be deemed to be the beneficial owner of the securities beneficially owned by Starboard V&O Fund.
  4. Securities beneficially owned by Starboard S LLC. Starboard Value LP, as the manager of Starboard S LLC, may be deemed to be the beneficial owner of the securities beneficially owned by Starboard S LLC. Each of Starboard Value GP, as the general partner of Starboard Value LP, Principal Co, as a member of Starboard Value GP, Principal GP, as the general partner of Principal Co, and Messrs. Smith and Feld, as members of Principal GP and as members of each of the Management Committee of Starboard Value GP and the Management Committee of Principal GP, may be deemed to be the beneficial owner of the securities beneficially owned by Starboard S LLC.
  5. Securities held in a certain account managed by Starboard Value LP (the "Starboard Value LP Account"). Each of Starboard Value GP, as the general partner of Starboard Value LP, Principal Co, as a member of Starboard Value GP, Principal GP, as the general partner of Principal Co, and Messrs. Smith and Feld, as members of Principal GP and as members of each of the Management Committee of Starboard Value GP and the Management Committee of Principal GP, may be deemed to be the beneficial owner of the securities beneficially owned by Starboard Value LP and held by the Starboard Value LP Account.
  6. Securities beneficially owned by Starboard C LP. Each of Starboard R LP, as the general partner of Starboard C LP, and Starboard R GP, as the general partner of Starboard R LP, may be deemed to be the beneficial owner of the securities beneficially owned by Starboard C LP. Starboard Value LP, as the investment manager of Starboard C LP, may be deemed to be the beneficial owner of the securities beneficially owned by Starboard C LP. Each of Starboard Value GP, as the general partner of Starboard Value LP, Principal Co, as a member of Starboard Value GP, Principal GP, as the general partner of Principal Co, and Messrs. Smith and Feld, as members of Principal GP and as members of each of the Management Committee of Starboard Value GP and the Management Committee of Principal GP, may be deemed to be the beneficial owner of the securities beneficially owned by Starboard C LP.
  7. Securities beneficially owned by Starboard L Master. Each of Starboard L LP, as the general partner of Starboard L Master, Starboard R LP, as the general partner of Starboard L LP, and Starboard R GP, as the general partner of Starboard R LP, may be deemed to be the beneficial owner of the securities beneficially owned by Starboard L LP. Starboard Value LP, as the investment manager of Starboard L Master, may be deemed to be the beneficial owner of the securities beneficially owned by Starboard L Master. Each of Starboard Value GP, as the general partner of Starboard Value LP, Principal Co, as a member of Starboard Value GP, Principal GP, as the general partner of Principal Co, and Messrs. Smith and Feld, as members of Principal GP and as members of each of the Management Committee of Starboard Value GP and the Management Committee of Principal GP, may be deemed to be the beneficial owner of the securities beneficially owned by Starboard L Master.
  8. Securities beneficially owned by Starboard X Master. Starboard Value LP, as the investment manager of Starboard X Master, may be deemed to be the beneficial owner of the securities beneficially owned by Starboard X Master. Each of Starboard Value GP, as the general partner of Starboard Value LP, Principal Co, as a member of Starboard Value GP, Principal GP, as the general partner of Principal Co, and Messrs. Smith and Feld, as members of Principal GP and as members of each of the Management Committee of Starboard Value GP and the Management Committee of Principal GP, may be deemed to be the beneficial owner of the securities beneficially owned by Starboard X Master.
  9. Certain of the Reporting Persons have entered into cash-settled total return swap agreements (the "Swaps") with an unaffiliated third party financial institution, which provide these Reporting Persons with economic exposure to an aggregate of 1,825,619 notional shares. The Swaps provide these Reporting Persons with economic results that are comparable to the economic results of ownership but do not provide these Reporting Persons the power to vote or direct the voting or dispose of or direct the disposition of the shares of Class A Common Stock that are the subject of the Swaps (the "Subject Shares"). The Reporting Persons do not have the right to convert the Swaps into shares of Class A Common Stock at any time. The Reporting Persons expressly disclaim beneficial ownership of the Subject Shares except to the extent of his or its pecuniary interest therein.
  10. The Swaps referenced herein provide for various execution prices ranging from $33.9596 to $47.3933. The Reporting Persons undertake to provide to the staff of the Securities and Exchange Commission or any security holder of the Issuer, upon request, full information regarding the execution prices of the Swaps at each separate price within the range.