Streit Steven W Form 4 GREEN DOT / Steven W Streit ownership change

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Streit Steven W

(Last) (First) (Middle)

3465 EAST FOOTHILL BOULEVARD

(Street)

PASADENA CA 91107

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
GREEN DOT CORP [ GDOT ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
President and CEO

3. Date of Earliest Transaction (Month/Day/Year)
01/16/2018

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	01/16/2018		M		2,665	A	$4.64	176,621	D
Class A Common Stock	01/16/2018		M		4,165	A	$20.01	180,786	D
Class A Common Stock	01/16/2018		S(1)		1,298	D	$60.4551(2)	179,488	D
Class A Common Stock	01/16/2018		S(1)		4,603	D	$61.4057(3)	174,885	D
Class A Common Stock	01/16/2018		S(1)		929	D	$62.0225(4)	173,956	D
Class A Common Stock	01/17/2018		M		2,665	A	$4.64	176,621	D
Class A Common Stock	01/17/2018		M		4,165	A	$20.01	180,786	D
Class A Common Stock	01/17/2018		S(1)		3,858	D	$60.2529(5)	176,928	D
Class A Common Stock	01/17/2018		S(1)		2,972	D	$60.7856(6)	173,956	D
Class A Common Stock	01/18/2018		M		2,665	A	$4.64	176,621	D
Class A Common Stock	01/18/2018		M		4,165	A	$20.01	180,786	D
Class A Common Stock	01/18/2018		S(1)		6,830	D	$61.0716(7)	173,956	D
Class A Common Stock								3,498,355	I	By Steven W. Streit Family Trust(8)
Class A Common Stock								25,757	I	By minor children

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Option (right to buy Class A Common Stock)	$4.64	01/16/2018		M			2,665	08/31/2011	02/15/2018	Class A Common Stock	2,665	$0.00	29,440	D
Stock Option (right to buy Class A Common Stock)	$20.01	01/16/2018		M			4,165	11/12/2013	11/12/2019	Class A Common Stock	4,165	$0.00	320,865	D
Stock Option (right to buy Class A Common Stock)	$4.64	01/17/2018		M			2,665	08/31/2011	02/15/2018	Class A Common Stock	2,665	$0.00	26,775	D
Stock Option (right to buy Class A Common Stock)	$20.01	01/17/2018		M			4,165	11/12/2013	11/12/2019	Class A Common Stock	4,165	$0.00	316,700	D
Stock Option (right to buy Class A Common Stock)	$4.64	01/18/2018		M			2,665	08/31/2011	02/15/2018	Class A Common Stock	2,665	$0.00	24,110	D
Stock Option (right to buy Class A Common Stock)	$20.01	01/18/2018		M			4,165	11/12/2013	11/12/2019	Class A Common Stock	4,165	$0.00	312,535	D

Explanation of Responses:

1. The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on May 31, 2017.

2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $59.91 to $60.82 per share, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the SEC staff, upon request, full information regarding the number of shares sold at each separate price within the range.

3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $60.93 to $61.84 per share, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the SEC staff, upon request, full information regarding the number of shares sold at each separate price within the range.

4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $61.94 to $62.22 per share, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the SEC staff, upon request, full information regarding the number of shares sold at each separate price within the range.

5. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $59.64 to $60.63 per share, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the SEC staff, upon request, full information regarding the number of shares sold at each separate price within the range.

6. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $60.64 to $61.00 per share, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the SEC staff, upon request, full information regarding the number of shares sold at each separate price within the range.

7. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $60.67 to $61.36 per share, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the SEC staff, upon request, full information regarding the number of shares sold at each separate price within the range.

8. The reporting person is the trustee of the trust.

Remarks:

	/s/ Lina Davidian as attorney-in-fact for Steven W. Streit	01/18/2018
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
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