0000921895-22-003097.txt : 20221118
0000921895-22-003097.hdr.sgml : 20221118
20221118163313
ACCESSION NUMBER: 0000921895-22-003097
CONFORMED SUBMISSION TYPE: 3
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20221109
FILED AS OF DATE: 20221118
DATE AS OF CHANGE: 20221118
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: STARBOARD VALUE & OPPORTUNITY MASTER FUND LTD
CENTRAL INDEX KEY: 0001373638
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34819
FILM NUMBER: 221402384
BUSINESS ADDRESS:
STREET 1: 777 THIRD AVENUE, 18TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10017
BUSINESS PHONE: 212-845-7906
MAIL ADDRESS:
STREET 1: 777 THIRD AVENUE, 18TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10017
FORMER NAME:
FORMER CONFORMED NAME: STARBOARD VALUE & OPPORTUNITY FUND LTD
DATE OF NAME CHANGE: 20110404
FORMER NAME:
FORMER CONFORMED NAME: RAMIUS VALUE & OPPORTUNITY MASTER FUND LTD
DATE OF NAME CHANGE: 20090730
FORMER NAME:
FORMER CONFORMED NAME: Starboard Value & Opportunity Master Fund Ltd
DATE OF NAME CHANGE: 20060823
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Starboard Value & Opportunity C LP
CENTRAL INDEX KEY: 0001571704
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34819
FILM NUMBER: 221402382
BUSINESS ADDRESS:
STREET 1: 777 THIRD AVENUE, 18TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10017
BUSINESS PHONE: (212) 845-7977
MAIL ADDRESS:
STREET 1: 777 THIRD AVENUE, 18TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10017
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Starboard Value LP
CENTRAL INDEX KEY: 0001517137
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34819
FILM NUMBER: 221402385
BUSINESS ADDRESS:
STREET 1: 777 THIRD AVENUE, 18TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10017
BUSINESS PHONE: (212) 845-7977
MAIL ADDRESS:
STREET 1: 777 THIRD AVENUE, 18TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10017
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Starboard Value GP LLC
CENTRAL INDEX KEY: 0001517138
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34819
FILM NUMBER: 221402377
BUSINESS ADDRESS:
STREET 1: 777 THIRD AVENUE, 18TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10017
BUSINESS PHONE: (212) 845-7977
MAIL ADDRESS:
STREET 1: 777 THIRD AVENUE, 18TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10017
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: STARBOARD VALUE & OPPORTUNITY S LLC
CENTRAL INDEX KEY: 0001519812
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34819
FILM NUMBER: 221402383
BUSINESS ADDRESS:
STREET 1: 777 THIRD AVENUE, 18TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10017
BUSINESS PHONE: 212-845-7977
MAIL ADDRESS:
STREET 1: 777 THIRD AVENUE, 18TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10017
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Starboard X Master Fund Ltd
CENTRAL INDEX KEY: 0001833016
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34819
FILM NUMBER: 221402380
BUSINESS ADDRESS:
STREET 1: 777 THIRD AVENUE, 18TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10017
BUSINESS PHONE: (212) 845-7977
MAIL ADDRESS:
STREET 1: 777 THIRD AVENUE, 18TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10017
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Starboard Value R LP
CENTRAL INDEX KEY: 0001575972
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34819
FILM NUMBER: 221402379
BUSINESS ADDRESS:
STREET 1: 777 THIRD AVENUE, 18TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10017
BUSINESS PHONE: (212)845-7977
MAIL ADDRESS:
STREET 1: 777 THIRD AVENUE, 18TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10017
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Starboard Value R GP LLC
CENTRAL INDEX KEY: 0001575979
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34819
FILM NUMBER: 221402376
BUSINESS ADDRESS:
STREET 1: 777 THIRD AVENUE, 18TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10017
BUSINESS PHONE: (212) 845-7977
MAIL ADDRESS:
STREET 1: 777 THIRD AVENUE, 18TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10017
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Starboard Value & Opportunity Master Fund L LP
CENTRAL INDEX KEY: 0001767736
STATE OF INCORPORATION: E9
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34819
FILM NUMBER: 221402381
BUSINESS ADDRESS:
STREET 1: 777 THIRD AVENUE, 18TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10017
BUSINESS PHONE: (212) 845-7977
MAIL ADDRESS:
STREET 1: 777 THIRD AVENUE, 18TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10017
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Starboard Value L LP
CENTRAL INDEX KEY: 0001767773
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34819
FILM NUMBER: 221402378
BUSINESS ADDRESS:
STREET 1: 777 THIRD AVENUE, 18TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10017
BUSINESS PHONE: (212) 845-7977
MAIL ADDRESS:
STREET 1: 777 THIRD AVENUE, 18TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10017
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: GREEN DOT CORP
CENTRAL INDEX KEY: 0001386278
STANDARD INDUSTRIAL CLASSIFICATION: FINANCE SERVICES [6199]
IRS NUMBER: 000000000
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 114 W 7TH STREET SUITE 240
CITY: AUSTIN
STATE: TX
ZIP: 78701
BUSINESS PHONE: 6267652000
MAIL ADDRESS:
STREET 1: 3465 E. FOOTHILL BLVD
CITY: PASADENA
STATE: CA
ZIP: 91107
3
1
form306297285a_11182022.xml
OWNERSHIP DOCUMENT
X0206
3
2022-11-09
0
0001386278
GREEN DOT CORP
GDOT
0001517137
Starboard Value LP
777 THIRD AVENUE, 18TH FLOOR
NEW YORK
NY
10017
0
0
1
1
See Footnote 2
0001373638
STARBOARD VALUE & OPPORTUNITY MASTER FUND LTD
777 THIRD AVENUE, 18TH FLOOR
NEW YORK
NY
10017
0
0
0
1
See Footnote 2
0001519812
STARBOARD VALUE & OPPORTUNITY S LLC
777 THIRD AVENUE, 18TH FLOOR
NEW YORK
NY
10017
0
0
0
1
See Footnote 2
0001571704
Starboard Value & Opportunity C LP
777 THIRD AVENUE, 18TH FLOOR
NEW YORK
NY
10017
0
0
0
1
See Footnote 2
0001767736
Starboard Value & Opportunity Master Fund L LP
777 THIRD AVENUE, 18TH FLOOR
NEW YORK
NY
10017
0
0
0
1
See Footnote 2
0001833016
Starboard X Master Fund Ltd
777 THIRD AVENUE, 18TH FLOOR
NEW YORK
NY
10017
0
0
0
1
See Footnote 2
0001575972
Starboard Value R LP
777 THIRD AVENUE, 18TH FLOOR
NEW YORK
NY
10017
0
0
0
1
See Footnote 2
0001767773
Starboard Value L LP
777 THIRD AVENUE, 18TH FLOOR
NEW YORK
NY
10017
0
0
0
1
See Footnote 2
0001517138
Starboard Value GP LLC
777 THIRD AVENUE, 18TH FLOOR
NEW YORK
NY
10017
0
0
1
1
See Footnote 2
0001575979
Starboard Value R GP LLC
777 THIRD AVENUE, 18TH FLOOR
NEW YORK
NY
10017
0
0
0
1
See Footnote 2
Class A Common Stock, $0.001 par value
2794265
I
By Starboard Value and Opportunity Master Fund Ltd
Class A Common Stock, $0.001 par value
521304
I
By Starboard Value and Opportunity S LLC
Class A Common Stock, $0.001 par value
884390
I
By Managed Account of Starboard Value LP
Class A Common Stock, $0.001 par value
303636
I
By Starboard Value and Opportunity C LP
Class A Common Stock, $0.001 par value
284217
I
By Starboard Value and Opportunity Master Fund L LP
Class A Common Stock, $0.001 par value
506298
I
By Starboard X Master Fund Ltd
Cash-Settled Total Return Swap
2024-06-03
Class A Common Stock, $0.001 par value
912457
I
By Starboard Value and Opportunity Master Fund Ltd
Cash-Settled Total Return Swap
2024-06-03
Class A Common Stock, $0.001 par value
163262
I
By Starboard Value and Opportunity S LLC
Cash-Settled Total Return Swap
2024-06-03
Class A Common Stock, $0.001 par value
228473
I
By Managed Account of Starboard Value LP
Cash-Settled Total Return Swap
2024-06-03
Class A Common Stock, $0.001 par value
97444
I
By Starboard Value and Opportunity C LP
Cash-Settled Total Return Swap
2024-06-03
Class A Common Stock, $0.001 par value
77553
I
By Starboard Value and Opportunity Master Fund L LP
Cash-Settled Total Return Swap
2024-06-03
Class A Common Stock, $0.001 par value
346430
I
By Starboard X Master Fund Ltd
This Form 3 is filed jointly by Starboard Value and Opportunity Master Fund Ltd ("Starboard V&O Fund"), Starboard Value and Opportunity S LLC ("Starboard S LLC"), Starboard Value and Opportunity C LP ("Starboard C LP"), Starboard Value and Opportunity Master Fund L LP ("Starboard L Master"), Starboard X Master Fund Ltd ("Starboard X Master"), Starboard Value R LP ("Starboard R LP"), Starboard Value L LP ("Starboard L LP"), Starboard Value LP ("Starboard Value LP"), Starboard Value GP LLC ("Starboard Value GP"), Starboard Value R GP LLC ("Starboard R GP"), Starboard Principal Co LP ("Principal Co"), Starboard Principal Co GP LLC ("Principal GP") and Jeffrey C. Smith (collectively, the "Reporting Persons").
This Form 3 is being filed solely due to a decrease in the number of the Issuer's outstanding shares of Class A Common Stock and not as a result of any acquisition by the Reporting Persons.
To enable all of the Reporting Persons to gain access to the Securities and Exchange Commission's electronic filing system (which only accepts a maximum of 10 joint filers per report), this report is the first of two identical reports relating to the same transactions being filed with the Securities and Exchange Commission. Each Reporting Person may be deemed to be a member of a Section 13(d) group that owns more than 10% of the Issuer's outstanding shares of Class A Common Stock. Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein, and this report shall not be deemed to be an admission that any Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
Securities beneficially owned by Starboard V&O Fund. Starboard Value LP, as the investment manager of Starboard V&O Fund, may be deemed to be the beneficial owner of the securities beneficially owned by Starboard V&O Fund. Each of Starboard Value GP, as the general partner of Starboard Value LP, Principal Co, as a member of Starboard Value GP, Principal GP, as the general partner of Principal Co, and Mr. Smith, as a member of Principal GP and as a member of each of the Management Committee of Starboard Value GP and the Management Committee of Principal GP, may be deemed to be the beneficial owner of the securities beneficially owned by Starboard V&O Fund.
Securities beneficially owned by Starboard S LLC. Starboard Value LP, as the manager of Starboard S LLC, may be deemed to be the beneficial owner of the securities beneficially owned by Starboard S LLC. Each of Starboard Value GP, as the general partner of Starboard Value LP, Principal Co, as a member of Starboard Value GP, Principal GP, as the general partner of Principal Co, and Mr. Smith, as a member of Principal GP and as a member of each of the Management Committee of Starboard Value GP and the Management Committee of Principal GP, may be deemed to be the beneficial owner of the securities beneficially owned by Starboard S LLC.
Securities held in a certain account managed by Starboard Value LP (the "Starboard Value LP Account"). Each of Starboard Value GP, as the general partner of Starboard Value LP, Principal Co, as a member of Starboard Value GP, Principal GP, as the general partner of Principal Co, and Mr. Smith, as a member of Principal GP and as a member of each of the Management Committee of Starboard Value GP and the Management Committee of Principal GP, may be deemed to be the beneficial owner of the securities beneficially owned by Starboard Value LP and held by the Starboard Value LP Account.
Securities beneficially owned by Starboard C LP. Each of Starboard R LP, as the general partner of Starboard C LP, and Starboard R GP, as the general partner of Starboard R LP, may be deemed to be the beneficial owner of the securities beneficially owned by Starboard C LP. Starboard Value LP, as the investment manager of Starboard C LP, may be deemed to be the beneficial owner of the securities beneficially owned by Starboard C LP. Each of Starboard Value GP, as the general partner of Starboard Value LP, Principal Co, as a member of Starboard Value GP, Principal GP, as the general partner of Principal Co, and Mr. Smith, as a member of Principal GP and as a member of each of the Management Committee of Starboard Value GP and the Management Committee of Principal GP, may be deemed to be the beneficial owner of the securities beneficially owned by Starboard C LP.
Securities beneficially owned by Starboard L Master. Each of Starboard L LP, as the general partner of Starboard L Master, Starboard R LP, as the general partner of Starboard L LP, and Starboard R GP, as the general partner of Starboard R LP, may be deemed to be the beneficial owner of the securities beneficially owned by Starboard L LP. Starboard Value LP, as the investment manager of Starboard L Master, may be deemed to be the beneficial owner of the securities beneficially owned by Starboard L Master. Each of Starboard Value GP, as the general partner of Starboard Value LP, Principal Co, as a member of Starboard Value GP, Principal GP, as the general partner of Principal Co, and Mr. Smith, as a member of Principal GP and as a member of each of the Management Committee of Starboard Value GP and the Management Committee of Principal GP, may be deemed to be the beneficial owner of the securities beneficially owned by Starboard L Master.
Securities beneficially owned by Starboard X Master. Starboard Value LP, as the investment manager of Starboard X Master, may be deemed to be the beneficial owner of the securities beneficially owned by Starboard X Master. Each of Starboard Value GP, as the general partner of Starboard Value LP, Principal Co, as a member of Starboard Value GP, Principal GP, as the general partner of Principal Co, and Mr. Smith, as a member of Principal GP and as a member of each of the Management Committee of Starboard Value GP and the Management Committee of Principal GP, may be deemed to be the beneficial owner of the securities beneficially owned by Starboard X Master.
Certain of the Reporting Persons have entered into cash-settled total return swap agreements (the "Swaps") with an unaffiliated third party financial institution, which provide these Reporting Persons with economic exposure to an aggregate of 1,825,619 notional shares. The Swaps provide these Reporting Persons with economic results that are comparable to the economic results of ownership but do not provide these Reporting Persons the power to vote or direct the voting or dispose of or direct the disposition of the shares of Class A Common Stock that are the subject of the Swaps (the "Subject Shares"). The Reporting Persons do not have the right to convert the Swaps into shares of Class A Common Stock at any time. The Reporting Persons expressly disclaim beneficial ownership of the Subject Shares except to the extent of his or its pecuniary interest therein.
The Swaps referenced herein provide for various execution prices ranging from $33.9596 to $47.3933. The Reporting Persons undertake to provide to the staff of the Securities and Exchange Commission or any security holder of the Issuer, upon request, full information regarding the execution prices of the Swaps at each separate price within the range.
Starboard Value LP, By: /s/ Jeffrey C. Smith, Authorized Signatory
2022-11-18
Starboard Value & Opportunity Master Fund Ltd, By: /s/ Jeffrey C. Smith, Authorized Signatory
2022-11-18
Starboard Value & Opportunity S LLC, By: /s/ Jeffrey C. Smith, Authorized Signatory
2022-11-18
Starboard Value and Opportunity C LP, By: /s/ Jeffrey C. Smith, Authorized Signatory
2022-11-18
Starboard Value and Opportunity Master Fund L LP, By: /s/ Jeffrey C. Smith, Authorized Signatory
2022-11-18
Starboard X Master Fund Ltd, By: /s/ Jeffrey C. Smith, Authorized Signatory
2022-11-18
Starboard Value R LP, By: /s/ Jeffrey C. Smith, Authorized Signatory
2022-11-18
Starboard Value L LP, By: /s/ Jeffrey C. Smith, Authorized Signatory
2022-11-18
Starboard Value GP LLC, By: /s/ Jeffrey C. Smith, Authorized Signatory
2022-11-18
Starboard Value R GP LLC, By: /s/ Jeffrey C. Smith, Authorized Signatory
2022-11-18