Green Dot (GDOT) director granted 17,496 RSUs tied to merger-closing vesting

Rhea-AI Filing Summary

Brewster J Chris reported acquisition or exercise transactions in this Form 4 filing.

GREEN DOT CORP director J. Chris Brewster received an equity award rather than buying shares on the market. He was granted 17,496 shares of Class A Common Stock in the form of a restricted stock unit award at no cash cost.

The RSUs are scheduled to vest in full on the first anniversary of the grant date. Vesting will accelerate, on a prorated basis, if the closing of the transactions under the Agreement and Plan of Merger among Green Dot, CommerceOne Financial Corporation and others occurs earlier. Following this grant, Brewster directly holds 150,711 shares of Class A Common Stock.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Brewster J Chris

Role null

Type	Security	Shares	Price	Value
Grant/Award	Class A Common Stock	17,496	$0.00	--

Holdings After Transaction: Class A Common Stock — 150,711 shares (Direct, null)

Footnotes (1)

1. [object Object]

Key Figures

RSU grant size: 17,496 shares Post-grant holdings: 150,711 shares Vesting schedule: 1-year cliff +1 more

4 metrics

RSU grant size 17,496 shares Class A Common Stock restricted stock unit award

Post-grant holdings 150,711 shares Shares of Class A Common Stock held directly after transaction

Vesting schedule 1-year cliff RSUs vest in full on first anniversary of grant date

Prorated vesting formula Days elapsed / 365 Used if CommerceOne merger closing occurs before first anniversary

Key Terms

restricted stock unit ("RSU"), Agreement and Plan of Merger, vesting to accelerate, prorated basis

4 terms

restricted stock unit ("RSU") financial

"Represents shares of Class A Common Stock underlying a restricted stock unit ("RSU") award that will vest..."

Agreement and Plan of Merger regulatory

"the Agreement and Plan of Merger by and among the issuer, CommerceOne Financial Corporation and certain other parties..."

An Agreement and Plan of Merger is a formal document where two companies agree to combine into one, outlining how the process will happen. It’s like a step-by-step plan for merging, and it matters because it shows both sides have agreed on the details before the official transition takes place.

vesting to accelerate financial

"with vesting to accelerate upon the occurrence of the closing of the transactions..."

prorated basis financial

"the RSU award shall vest on a prorated basis such that the number of vested RSUs is equal..."

Form 4 Insider Transactions: What Each Field Means →

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Brewster J Chris

(Last) (First) (Middle)

1675 N. FREEDOM BLVD (200 WEST)

BUILDING 1

(Street)

PROVO UTAH 84604

(City) (State) (Zip)

UNITED STATES

(Country)

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
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/21/2026

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

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

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

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	05/21/2026		A		17,496(1)	A	$0.00	150,711	D

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

Explanation of Responses:

1. Represents shares of Class A Common Stock underlying a restricted stock unit ("RSU") award that will vest as to all underlying shares on the first anniversary of the date of grant, with vesting to accelerate upon the occurrence of the closing of the transactions contemplated by the Agreement and Plan of Merger by and among the issuer, CommerceOne Financial Corporation and certain other parties thereto, dated as of November 23, 2025 (the "Closing") prior to such date; provided, however, that in the event the Closing occurs prior to the first anniversary of the date of grant, the RSU award shall vest on a prorated basis such that the number of vested RSUs is equal to the product of the total number of RSUs subject to such award multiplied by a fraction, the numerator of which is the number of days elapsed from the date of grant through and including the date of the Closing, and the denominator of which is 365.

Remarks:

	/s/ Lina Davidian as attorney-in-fact for J. Chris Brewster	05/22/2026
	** 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).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did GREEN DOT CORP (GDOT) director J. Chris Brewster report?

Director J. Chris Brewster reported receiving 17,496 shares of Class A Common Stock as a restricted stock unit award. This is a compensation-related grant at no cash cost, not an open-market share purchase or sale.

How many GREEN DOT CORP (GDOT) shares does J. Chris Brewster hold after this Form 4?

After the restricted stock unit grant, J. Chris Brewster directly holds 150,711 shares of GREEN DOT CORP Class A Common Stock. This total includes the newly granted 17,496 RSU-based shares reported in the transaction.

When do J. Chris Brewster’s GREEN DOT CORP RSUs reported on Form 4 vest?

The 17,496 restricted stock units vest on the first anniversary of the grant date. Vesting may accelerate, on a prorated basis, if the merger transactions with CommerceOne Financial Corporation close before that anniversary date.

Is the J. Chris Brewster Form 4 for GREEN DOT CORP a market purchase or sale?

No. The Form 4 shows a grant classified as a "Grant, award, or other acquisition" under code A. These 17,496 shares are restricted stock units awarded as compensation, not shares bought or sold on the open market.

How is the merger with CommerceOne Financial Corporation linked to Brewster’s GREEN DOT CORP RSUs?

The footnote explains vesting accelerates if the closing of the transactions under the Agreement and Plan of Merger with CommerceOne Financial Corporation occurs before the first anniversary. In that case, RSUs vest on a prorated basis based on days elapsed.