Green Dot Insider RSU Tax Withholding Reduces Holdings to 106,569 Shares

Rhea-AI Filing Summary

Amy Myers Pugh, General Counsel and Secretary of Green Dot Corporation (GDOT), reported a non-sale withholding of 1,222 Class A common shares on 09/12/2025 to satisfy tax withholding related to net settlement of restricted stock units at a price of $13.55 per share (the closing price that day). The filing states this action "does not represent a sale by the reporting person." After the withholding, Ms. Pugh beneficially owns 106,569 shares of Class A common stock directly. The Form 4 was signed by an attorney-in-fact, Lina Davidian, on behalf of Ms. Pugh.

Positive

• Transaction was a tax withholding (Code F), not a sale, indicating no insider cashing out on the open market
• Clear disclosure of number withheld (1,222), withholding price ($13.55), and resulting beneficial ownership (106,569 shares)

Negative

• Beneficial ownership reduced by 1,222 shares due to withholding for RSU tax obligations

Insights

Financial Analyst

TL;DR: Executive withheld 1,222 shares to cover taxes from RSU settlement; ownership remains material but reduced slightly.

The transaction code F indicates shares were withheld for tax remittance rather than sold, so no cash proceeds or market-disrupting sale is reported. Withholding at the closing price of $13.55 reduced Ms. Pugh's direct holdings to 106,569 shares. This is a routine administrative event following RSU vesting and does not signal a change in insider conviction.

Corporate Governance Expert

TL;DR: Net settlement of RSUs via withholding is a standard practice and was properly disclosed on Form 4.

The filing clearly states the withholding was to satisfy income tax obligations and explicitly notes it "does not represent a sale." The Form 4 identifies the reporting persons role as General Counsel and Secretary and shows the submission was executed by an attorney-in-fact, which is a routine procedural detail. No governance red flags are evident from this single disclosure.

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).

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^*

Pugh Amy Myers

(Last) (First) (Middle)

1675 N. FREEDOM BLVD (200 WEST)

BUILDING 1

(Street)

PROVO UT 84604

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	General Counsel and Secretary

3. Date of Earliest Transaction (Month/Day/Year)
09/12/2025

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	09/12/2025		F		1,222(1)	D	$13.55	106,569	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 that have been withheld by the issuer to satisfy its income tax withholding and remittance obligations in connection with the net settlement of the RSUs, based on a price of $13.55 per share, which represented the closing price of the issuer's Class A Common Stock on September 12, 2025, and does not represent a sale by the reporting person.

Remarks:

	/s/ Lina Davidian as attorney-in-fact for Amy Pugh	09/12/2025
	** 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.

FAQ

What did Amy Myers Pugh report on Form 4 for GDOT?

She reported that 1,222 Class A shares were withheld on 09/12/2025 to satisfy tax withholding from net-settled RSUs; this was not a sale.

How many GDOT shares does Amy Pugh beneficially own after the transaction?

After the withholding, she beneficially owns 106,569 shares of Class A common stock (direct ownership).

What does Transaction Code F mean on this Form 4?

Code F indicates shares were withheld to satisfy tax withholding and remittance obligations in connection with net settlement of RSUs.

At what price were the withheld GDOT shares calculated?

The withholding was based on the issuers closing price of $13.55 per share on 09/12/2025.

Who signed the Form 4 filing for Amy Pugh?

The Form 4 was signed by Lina Davidian as attorney-in-fact for Amy Pugh on 09/12/2025.