Green Dot director granted 17,496 RSUs

Razon Michelleta reported acquisition or exercise transactions in this Form 4 filing.

Rhea-AI Filing Summary

Razon Michelleta reported acquisition or exercise transactions in this Form 4 filing.

GREEN DOT CORP director Michelleta Razon received an equity award of 17,496 shares of Class A Common Stock through a restricted stock unit grant. The award was granted at no cash cost per share and increases the director’s direct holdings to 54,108 shares after the transaction.

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 other parties occurs before that anniversary.

Insider Trade Summary

Grant/Award: 17,496 shares

Grant/Award 1 txn

Insider Razon Michelleta

Role Director

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

Holdings After Transaction: Class A Common Stock — 54,108 shares (Direct)

Footnotes (1)

1. F1. 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.

Key Figures

RSU shares granted: 17,496 shares Price per share: $0.00 per share Shares held after grant: 54,108 shares +1 more

4 metrics

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

Price per share $0.00 per share Grant/award acquisition price

Shares held after grant 54,108 shares Total Class A Common Stock directly owned post-transaction

Vesting period 1 year (365 days) RSUs vest on first anniversary of grant date

Key Terms

restricted stock unit ("RSU"), Agreement and Plan of Merger, vesting, 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..."

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 financial

"award that will vest as to all underlying shares on the first anniversary of the date of grant..."

Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.

prorated basis financial

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

FAQ

What did Green Dot (GDOT) director Michelleta Razon report in this Form 4?

Michelleta Razon reported receiving 17,496 shares of Class A Common Stock through a restricted stock unit grant. This equity award is compensation-based, carries no cash exercise price, and increases her directly held position to a total of 54,108 shares after the transaction.

How many Green Dot (GDOT) shares were granted to Michelleta Razon and at what price?

Razon was granted 17,496 shares of Class A Common Stock via restricted stock units at a price of $0.00 per share. This reflects a compensatory equity award rather than an open-market purchase, consistent with a typical director or executive stock-based compensation structure.

When do Michelleta Razon’s Green Dot (GDOT) RSUs vest?

The RSU award vests as to all 17,496 underlying shares on the first anniversary of the grant date. However, vesting can accelerate on a prorated basis if the merger transactions under the Agreement and Plan of Merger close before that one-year anniversary date.

How is the prorated vesting of Green Dot (GDOT) RSUs calculated if the merger closes early?

If the merger closes before the first anniversary, vested RSUs equal the total RSUs multiplied by a fraction. The numerator is days from grant date through the closing date, and the denominator is 365, yielding a prorated number of vested restricted stock units.

What is Michelleta Razon’s total Green Dot (GDOT) share ownership after this RSU grant?

Following the RSU grant, Razon directly holds 54,108 shares of Class A Common Stock. This total includes the newly awarded 17,496 RSU-based shares as reported, reflecting her updated beneficial ownership position after the equity compensation transaction.

How is the Green Dot (GDOT) RSU award linked to the CommerceOne merger agreement?

The RSU award references the Agreement and Plan of Merger among Green Dot, CommerceOne Financial Corporation and other parties. If the merger transactions close before the RSUs’ first anniversary, vesting accelerates on a prorated basis tied to days elapsed between grant and closing.

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Accepted by SEC EDGAR 05/22/2026 - 07:08 PM Learn about SEC filing dates

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^*

Razon Michelleta

(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	54,108	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 Michelleta Razon	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)