Steel Partners entities disclose 5.7% Green Dot (GDOT) stake in amended 13D

Rhea-AI Filing Summary

Steel Partners–affiliated entities updated their ownership disclosure in Green Dot Corp. Class A common stock. Steel Connect Sub LLC directly owns 3,138,532 shares, which is about 5.7% of Green Dot’s 55,422,413 shares outstanding as of October 31, 2025, as reported in the issuer’s Form 10‑Q.

The amendment states these shares were acquired in open-market transactions for an aggregate purchase price of approximately $27,175,517, funded with Steel Connect Sub’s cash on hand. Due to their relationships with Steel Connect Sub, several related Steel Partners entities may be deemed to beneficially own the same 3,138,532 shares.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 2)

GREEN DOT CORP

(Name of Issuer)

Class A Common Stock, $0.001 par value

(Title of Class of Securities)

39304D102

(CUSIP Number)

Warren G. Lichtenstein
Steel Partners Holdings L.P., 590 Madison Avenue, 32nd Floor
New York, NY, 10022
212-520-2300

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

01/26/2026

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

SCHEDULE 13D

CUSIP No. 39304D102

1

Name of reporting person

STEEL PARTNERS HOLDINGS L.P.

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 3,138,532.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 3,138,532.00

11

Aggregate amount beneficially owned by each reporting person

3,138,532.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

5.7 %

14

Type of Reporting Person (See Instructions)

PN

SCHEDULE 13D

CUSIP No. 39304D102

1

Name of reporting person

Steel Partners Holdings GP Inc.

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 3,138,532.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 3,138,532.00

11

Aggregate amount beneficially owned by each reporting person

3,138,532.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

5.7 %

14

Type of Reporting Person (See Instructions)

CO

SCHEDULE 13D

CUSIP No. 39304D102

1

Name of reporting person

SPH Group LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 3,138,532.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 3,138,532.00

11

Aggregate amount beneficially owned by each reporting person

3,138,532.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

5.7 %

14

Type of Reporting Person (See Instructions)

OO

SCHEDULE 13D

CUSIP No. 39304D102

1

Name of reporting person

SPH Group Holdings LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 3,138,532.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 3,138,532.00

11

Aggregate amount beneficially owned by each reporting person

3,138,532.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

5.7 %

14

Type of Reporting Person (See Instructions)

OO

SCHEDULE 13D

CUSIP No. 39304D102

1

Name of reporting person

Steel Excel Inc.

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 3,138,532.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 3,138,532.00

11

Aggregate amount beneficially owned by each reporting person

3,138,532.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

5.7 %

14

Type of Reporting Person (See Instructions)

CO

SCHEDULE 13D

CUSIP No. 39304D102

1

Name of reporting person

Steel Connect LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 3,138,532.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 3,138,532.00

11

Aggregate amount beneficially owned by each reporting person

3,138,532.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

5.7 %

14

Type of Reporting Person (See Instructions)

OO

SCHEDULE 13D

CUSIP No. 39304D102

1

Name of reporting person

STEEL CONNECT SUB LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 3,138,532.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 3,138,532.00

11

Aggregate amount beneficially owned by each reporting person

3,138,532.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

5.7 %

14

Type of Reporting Person (See Instructions)

OO

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Class A Common Stock, $0.001 par value
(b)	Name of Issuer: GREEN DOT CORP
(c)	Address of Issuer's Principal Executive Offices: 1675 N. FREEDOM BLVD (200 WEST), BUILDING 1, PROVO, UTAH , 84604.
Item 3.	Source and Amount of Funds or Other Consideration
	Item 3 is hereby amended and restated as follows: The aggregate purchase price of the 3,138,532 Shares owned directly by Steel Connect Sub is approximately $27,175,517, including brokerage commissions. Such Shares were acquired with Steel Connect Sub's cash on hand.
Item 5.	Interest in Securities of the Issuer
(a)	Item 5(a) is hereby amended and restated as follows: The aggregate percentage of Shares reported owned by each person named herein is based upon 55,422,413 Shares outstanding, which is the total number of Shares outstanding as of October 31, 2025 as reported in the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 10, 2025. As of the close of business on the date hereof, Steel Connect Sub owned directly 3,138,532 Shares, constituting approximately 5.7% of the Shares outstanding. By virtue of their relationships with Steel Connect Sub, each of Steel Holdings, SPHG, SPHG Holdings, Steel Holdings GP, Steel Excel and Steel Connect may be deemed to beneficially own the Shares owned directly by Steel Connect Sub.
(c)	Item 5(c) is hereby amended and restated as follows: The transactions in the Shares by Steel Connect Sub during the past sixty days are set forth in Exhibit 1 and are incorporated herein by reference. All of such transactions were effected in the open market.
Item 7.	Material to be Filed as Exhibits.
	Item 7 is hereby amended to add the following exhibit: 1 - Transactions in Securities

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

STEEL PARTNERS HOLDINGS L.P.

Signature:	/s/ Maria Reda
Name/Title:	Maria Reda, Secretary of Steel Partners Holdings GP Inc., its General Partner
Date:	01/28/2026

Steel Partners Holdings GP Inc.

Signature:	/s/ Maria Reda
Name/Title:	Maria Reda, Secretary
Date:	01/28/2026

SPH Group LLC

Signature:	/s/ Maria Reda
Name/Title:	Maria Reda, Secretary of Steel Partners Holdings GP Inc., its Managing Member
Date:	01/28/2026

SPH Group Holdings LLC

Signature:	/s/ Maria Reda
Name/Title:	Maria Reda, Secretary of Steel Partners Holdings GP Inc., its Manager
Date:	01/28/2026

Steel Excel Inc.

Signature:	/s/ Maria Reda
Name/Title:	Maria Reda, Secretary
Date:	01/28/2026

Steel Connect LLC

Signature:	/s/ Maria Reda
Name/Title:	Maria Reda, Secretary
Date:	01/28/2026

STEEL CONNECT SUB LLC

Signature:	/s/ Maria Reda
Name/Title:	Maria Reda, Secretary
Date:	01/28/2026

FAQ

What ownership stake in Green Dot Corp (GDOT) is reported in this Schedule 13D/A?

The filing reports that Steel Connect Sub LLC directly owns 3,138,532 Green Dot Class A shares, representing approximately 5.7% of shares outstanding as of October 31, 2025, based on the issuer’s Form 10‑Q share count.

Which entities are listed as reporting persons in the Green Dot (GDOT) Schedule 13D/A?

Reporting persons include Steel Partners Holdings L.P., Steel Partners Holdings GP Inc., SPH Group LLC, SPH Group Holdings LLC, Steel Excel Inc., Steel Connect LLC, and Steel Connect Sub LLC, which is the entity that directly holds the 3,138,532 Green Dot shares.

How much did Steel Connect Sub pay for its Green Dot (GDOT) shares?

The filing states that the aggregate purchase price for the 3,138,532 Green Dot shares owned directly by Steel Connect Sub is approximately $27,175,517, including brokerage commissions, and that these shares were bought using Steel Connect Sub’s cash on hand.

How was the 5.7% ownership percentage in Green Dot (GDOT) calculated?

The 5.7% figure is based on 55,422,413 Green Dot shares outstanding as of October 31, 2025, as reported in the company’s Form 10‑Q filed on November 10, 2025. The 3,138,532 shares held by Steel Connect Sub are compared to this total.

How did Steel Connect Sub acquire its Green Dot (GDOT) position?

The filing explains that Steel Connect Sub acquired the 3,138,532 Green Dot shares in open-market transactions. Item 5(c) notes that all transactions during the past sixty days were effected in the open market and are detailed in an exhibit referenced in the document.

Why might multiple Steel Partners entities be deemed to own the same Green Dot (GDOT) shares?

The document states that, by virtue of their relationships with Steel Connect Sub, entities including Steel Holdings, SPHG, SPHG Holdings, Steel Holdings GP, Steel Excel, and Steel Connect may be deemed to beneficially own the 3,138,532 Green Dot shares held directly by Steel Connect Sub.