Green Dot (NYSE: GDOT) director receives 17,496-share RSU grant tied to merger vesting

Rhea-AI Filing Summary

SHAHEEN GEORGE T reported acquisition or exercise transactions in this Form 4 filing.

GREEN DOT CORP director George T. Shaheen received an equity grant of 17,496 shares of Class A Common Stock in the form of restricted stock units. These RSUs are scheduled to vest in full on the first anniversary of the grant date, but vesting will accelerate or be prorated if the merger transactions under the Agreement and Plan of Merger with CommerceOne Financial Corporation close earlier. After this grant, Shaheen directly holds 129,462 shares.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider SHAHEEN GEORGE T

Role null

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

Holdings After Transaction: Class A Common Stock — 129,462 shares (Direct, null)

Footnotes (1)

1. [object Object]

Key Figures

RSU grant size: 17,496 shares Shares held after grant: 129,462 shares Grant price: $0.00 per share +1 more

4 metrics

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

Shares held after grant 129,462 shares Director George T. Shaheen direct holdings following RSU award

Grant price $0.00 per share Reported transaction price for RSU award, indicating compensation grant

Vesting period 1 year (365 days) RSUs vest on first anniversary of grant or prorated to merger closing

Key Terms

restricted stock unit ("RSU"), Agreement and Plan of Merger, CommerceOne Financial Corporation, prorated basis, +1 more

5 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

"upon the occurrence of the closing of the transactions contemplated by the Agreement and Plan of Merger by and among the issuer..."

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.

CommerceOne Financial Corporation financial

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

prorated basis financial

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

Class A Common Stock financial

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

Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.

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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^*

SHAHEEN GEORGE T

(Last) (First) (Middle)

86 FLOOD CIRCLE

(Street)

ATHERTON CALIFORNIA 94027

(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	129,462	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 George T. Shaheen	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 did Green Dot (GDOT) director George T. Shaheen report on this Form 4?

George T. Shaheen reported receiving 17,496 shares of Class A Common Stock as a restricted stock unit award. The grant is recorded at a price of $0.00 per share as it is compensation, not a market purchase, and increases his direct holdings.

How many Green Dot (GDOT) shares does George T. Shaheen hold after this RSU grant?

After the reported RSU grant, George T. Shaheen directly holds 129,462 shares of Green Dot Class A Common Stock. This figure includes the 17,496 shares underlying the newly granted restricted stock unit award disclosed in the Form 4 filing.

When do the newly granted Green Dot (GDOT) RSUs to George T. Shaheen vest?

The RSUs underlying 17,496 Green Dot shares vest in full on the first anniversary of the grant date. However, vesting can accelerate or be prorated if the merger transactions under the Agreement and Plan of Merger close before that anniversary date.

How is vesting affected if the Green Dot and CommerceOne merger closes early?

If the merger transactions close before the first anniversary of grant, Shaheen’s RSUs vest on a prorated basis. The vested amount equals total RSUs multiplied by days from grant through the closing date divided by 365, according to the footnote terms.

Is George T. Shaheen’s Green Dot (GDOT) RSU award a market purchase or a compensation grant?

The Form 4 characterizes the 17,496-share RSU award as a compensation-related grant or award acquisition. The transaction code “A” and a reported price of $0.00 per share indicate it is not an open-market purchase but part of his director compensation.