GREEN DOT CORP
For the period ended Dec 31, 2025. Filed Mar 16, 2026.
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FY2025 · Filed Mar 16, 2026
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Item 15. Exhibits, Financial Statement Schedules
(a) The following documents are filed as exhibits to this report:
- Financial Statements
The Index to Consolidated Financial Statements in Item 8 of this report is incorporated herein by reference as the list of financial statements required as part of this report.
- Financial Statement Schedules
All financial statement schedules have been omitted, since the required information is not applicable or is not present in amounts sufficient to require submission of the schedule, or because the information required is included in the consolidated financial statements and notes thereto.
- Exhibits
The following exhibits are filed as part of or furnished with this annual report on Form 10-K as applicable:
| Incorporated by Reference | |||||
|---|---|---|---|---|---|
| Exhibit Number | Exhibit Title | Form | Date Filed | Number | Filed Herewith |
| 2.1++ | Agreement and Plan of Merger, dated as of November 23, 2025, by and among Green Dot Corporation, CommerceOne Financial Corporation, Compass Sub North, Inc., Compass Sub East, Inc. and Compass Sub West, Inc. | 8-K | November 26, 2025 | 2.1 | |
| 3.1 | Tenth Amended and Restated Certificate of Incorporation of the Registrant. | S-1(A2) | April 26, 2010 | 3.02 | |
| 3.2 | Certificate of Amendment to Tenth Amended and Restated Certificate of Incorporation of Green Dot Corporation. | 8-K | May 31, 2017 | 3.1 | |
| 3.3 | Amended and Restated Bylaws of the Registrant. | 8-K | December 19, 2016 | 3.1 | |
| 3.4 | Amendment to Amended and Restated Bylaws of Green Dot Corporation (dated March 4, 2020). | 8-K | March 6, 2020 | 3.1 | |
| 3.5 | Certificate of Designations of Series A Convertible Junior Participating Non-Cumulative Perpetual Preferred Stock of Green Dot Corporation dated as of December 8, 2011. | 8-K | December 14, 2011 | 3.01 | |
| 4.1 | Description of Securities. | X | |||
| 4.2++ | Form of 8.75% Fixed Rate Senior Note due 2029 (included as Exhibit A to the Senior Note Purchase Agreement filed as Exhibit 10.8). | 10-Q | November 8, 2024 | 4.1 | |
| 10.1* | Form of Indemnity Agreement. | S-1(A4) | June 29, 2010 | 10.01 | |
| 10.2* | Green Dot Corporation 2010 Equity Incentive Plan, as amended and restated. | DEF 14A | April 11, 2025 | ^ | |
| 10.3 | 2010 Employee Stock Purchase Plan, as amended and restated | DEF 14A | April 11, 2025 | ^^ | |
| 10.4+ | 2020 Amended and Restated Walmart MoneyCard Program Agreement dated as of May 1, 2015 by and among the Registrant, Green Dot Bank, Wal-Mart Stores, Inc., Walmart Stores Texas L.P., Wal-Mart Louisiana, LLC, Wal-Mart Stores Arkansas, LLC, Wal-Mart Stores East, L.P. and Wal-Mart Puerto Rico, Inc. and Walmart Apollo, LLC. | 10-K | March 2, 2020 | 10.6 | |
| 10.5* | Form of Executive Severance Agreement. | S-1(A-2) | April 26, 2010 | 10.12 | |
| 10.6* | Green Dot Corporation Executive Incentive Plan | 10-Q | November 6, 2020 | 10.1 | |
| 10.7* | Amended and Restated Employment Agreement, dated October 16, 2022, between Green Dot Corporation and George Gresham | 8-K | October 17, 2022 | 10.1 | |
| Incorporated by Reference | |||||
|---|---|---|---|---|---|
| Exhibit Number | Exhibit Title | Form | Date Filed | Number | Filed Herewith |
| 10.8++ | Senior Note Purchase Agreement by and between the Company and the several purchasers. | 10-Q | November 8, 2024 | 10.1 | |
| 10.9* | Form of Retention Bonus Award Agreement | 10-Q | May 12, 2025 | 10.1 | |
| 10.10+ | Amendments to 2020 Amended And Restated Walmart MoneyCard Program Agreement, dated as of January 1, 2020, among the parties thereto. | 10-Q | August 11, 2025 | 10.1 | |
| 10.11++ | Separation Agreement, dated as of November 23, 2025, by and among Green Dot Corporation, Green Dot OpCo, LLC and Compass Sub North, Inc.. | 8-K | November 26, 2025 | 10.1 | |
| 10.12 | Support Agreement, dated as of November 23, 2025, by and among CommerceOne Financial Corporation, Compass Sub North, Inc., Green Dot Corporation, and the persons set forth on Schedule I thereto. | 8-K | November 26, 2025 | 10.2 | |
| 19.1 | Insider Trading Policy of Green Dot Corporation. | 10-K | March 4, 2025 | 19.1 | |
| 21.1 | Subsidiaries of Green Dot Corporation. | X | |||
| 23.1 | Consent of Ernst & Young LLP, independent registered public accounting firm. | X | |||
| 31.1 | Certification of William I Jacobs, Chief Executive Officer, pursuant to Rule 13a-14(a)/15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | X | |||
| 31.2 | Certification of Jess Unruh, Chief Financial Officer, pursuant to Rule 13a-14(a)/15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | X | |||
| 32.1** | Certification of William I Jacobs, Chief Executive Officer, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. | X | |||
| 32.2** | Certification of Jess Unruh, Chief Financial Officer, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. | X | |||
| 97* | Compensation Recovery Policy | 10-K | February 29, 2024 | 97 | |
| 101 | The following financial statements from the Company's Annual Report on Form 10-K for the year ended December 31, 2025, formatted in Inline XBRL: (i) Consolidated Balance Sheets as of December 31, 2025 and 2024, (ii) Consolidated Statements of Operations for the Years Ended December 31, 2025, 2024 and 2023, (iii) Consolidated Statements of Comprehensive Income for the Years Ended December 31, 2025, 2024 and 2023, (iv) Consolidated Statements of Changes in Stockholders' Equity for the Years Ended December 31, 2025, 2024 and 2023, (v) Consolidated Statements of Cash Flows for the Years Ended December 31, 2025, 2024 and 2023 and (vi) Notes to Consolidated Financial Statements, tagged as blocks of text and including detailed tags. | X | |||
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) | X | |||
*Indicates management contract or compensatory plan or arrangement.
** Furnished, not filed.
^ Incorporated by reference to Appendix A to the Registrant’s definitive proxy statement, dated April 11, 2025, for the 2025 Annual Meeting of Stockholders.
^^ Incorporated by reference to Appendix B to the Registrant’s definitive proxy statement, dated April 11, 2025, for the 2025 Annual Meeting of Stockholders.
- Certain portions of this document that constitute confidential information have been redacted in accordance with Regulation S-K, Item 601(b)(10).
++ Certain of the exhibits and schedules to this Exhibit have been omitted in accordance with Regulation S-K Item 601(a)(5). The registrant agrees to furnish a copy of all omitted exhibits and schedules to the SEC upon its request.
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