SCHEDULE 13D/A: Starboard Value Reduces Direct Stake in Green Dot Corp While Maintaining Significant Economic Exposure

Starboard Value LP and its affiliates have filed an amended Schedule 13D, disclosing a reduction in their direct beneficial ownership of Green Dot Corp Class A Common Stock through recent sales, while still holding substantial economic exposure via cash-settled total return swaps.

Summary

• Starboard Value LP and its affiliated entities collectively reported beneficial ownership of 4,354,381 shares of Green Dot Corp Class A Common Stock, representing 8.0% of the outstanding shares.
• The reporting persons, including Starboard Value LP, Starboard Value & Opportunity Master Fund Ltd, and others, possess economic exposure to an aggregate of 6,180,000 shares, representing approximately 11.4% of Green Dot's outstanding shares, primarily through cash-settled total return swaps.
• The percentage of shares is based on 54,229,674 shares outstanding as of January 31, 2025, as reported in Green Dot's Annual Report on Form 10-K filed on March 4, 2025.
• On April 4, 2025, various Starboard entities sold a total of 259,000 shares of Common Stock at a price of $7.5680 per share.
• The sales included 130,156 shares by Starboard Value and Opportunity Master Fund Ltd, 24,038 shares by Starboard Value and Opportunity S LLC, 14,084 shares by Starboard Value and Opportunity C LP, 12,704 shares by Starboard Value and Opportunity Master Fund L LP, 29,942 shares by Starboard X Master Fund Ltd, and 39,076 shares by Starboard Value LP (through its account).
• The aggregate purchase price for the beneficially owned shares by Starboard V&O Fund was approximately $58,742,056, Starboard S LLC was approximately $11,195,951, Starboard C LP was approximately $6,515,969, Starboard L Master was approximately $6,125,468, Starboard X Master was approximately $19,720,399, and Starboard Value LP Account was approximately $23,853,600, all excluding brokerage commissions.
• Peter A. Feld directly owns 4,220 shares, which were granted to him in his former capacity as a director of Green Dot Corp.
• The cash-settled total return swaps with UBS as counterparty have a maturity date of December 1, 2025, and do not provide voting or dispositive power over the underlying shares.

Sentiment

Score: 4

Explanation: The sentiment is slightly negative due to the reported sales of shares by a significant activist investor, indicating a reduction in direct beneficial ownership. While economic exposure is maintained, direct sales can be perceived as a less confident stance.

Negatives

• Starboard Value and its affiliates sold a total of 259,000 shares of Green Dot Corp Common Stock on April 4, 2025, indicating a reduction in their direct beneficial ownership.

Future Outlook

The document does not provide forward-looking statements or guidance from Green Dot Corp. It primarily details the current ownership structure and recent transactions of Starboard Value LP and its affiliates.

Industry Context

This filing reflects an activist investor's ongoing position and recent trading activity in a publicly traded company. While it doesn't provide broad industry trends, it highlights the continued interest of Starboard Value in Green Dot Corp, a financial technology company, suggesting potential for continued engagement or strategic influence.

Stakeholder Impact

• Shareholders: The reduction in direct beneficial ownership by a prominent activist investor like Starboard Value could be interpreted by other shareholders as a signal regarding the company's near-term prospects or Starboard's strategic shift, potentially influencing stock price.
• Investors: Provides updated transparency on the holdings and trading activities of a significant institutional investor, which is crucial for investment decisions.

Key Dates

Recommendation

Keywords

Green Dot Corp, Starboard Value LP, Schedule 13D/A, Beneficial Ownership, Common Stock, SEC Filing, Activist Investor, Share Sales, Total Return Swaps, GDOT