SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Schedule 13G
(Rule 13d-102)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1 (b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2 (b)
(Amendment No. )
GREEN DOT CORPORATION
(Name of Issuer)
CLASS A COMMON STOCK
(Title of Class of Securities)
39304D102
(CUSIP Number)
12/31/10
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
o
Rule 13d-1(b)
o
Rule 13d-1(c)
x
Rule 13d-1(d)
(Continued on following pages)
Page 1 of 17 Pages
CUSIP NO. 39304D102 13 G Page 2 of 17 Pages |
1 | NAME OF REPORTING PERSON | ||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) o (b) x | ||
3 | SEC USE ONLY | ||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER | |
6 | SHARED VOTING POWER | ||
7 | SOLE DISPOSITIVE POWER | ||
8 | SHARED DISPOSITIVE POWER | ||
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH | ||
10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) o | ||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 | ||
12 | TYPE OF REPORTING PERSON | ||
1
Represents shares of the Issuer’s Class B common stock. Each share of the Issuer’s Class B common stock is entitled to ten votes per share and is convertible at any time into one share of the Issuer’s Class A common stock.
2
The percentage is based upon 14,761,743 shares of the Issuer’s Class A common stock outstanding as of December 31, 2010.
CUSIP NO. 39304D102 13 G Page 3 of 17 Pages |
1 | NAME OF REPORTING PERSON | ||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) o (b) x | ||
3 | SEC USE ONLY | ||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER | |
6 | SHARED VOTING POWER | ||
7 | SOLE DISPOSITIVE POWER | ||
8 | SHARED DISPOSITIVE POWER | ||
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH | ||
10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) o | ||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 | ||
12 | TYPE OF REPORTING PERSON | ||
1
Represents shares of the Issuer’s Class B common stock. Each share of the Issuer’s Class B common stock is entitled to ten votes per share and is convertible at any time into one share of the Issuer’s Class A common stock.
2
The percentage is based upon 14,761,743 shares of the Issuer’s Class A common stock outstanding as of December 31, 2010.
CUSIP NO. 39304D102 13 G Page 4 of 17 Pages |
1 | NAME OF REPORTING PERSON | ||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) o (b) x | ||
3 | SEC USE ONLY | ||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER | |
6 | SHARED VOTING POWER | ||
7 | SOLE DISPOSITIVE POWER | ||
8 | SHARED DISPOSITIVE POWER | ||
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH | ||
10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) o | ||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 | ||
12 | TYPE OF REPORTING PERSON | ||
1
Represents shares of the Issuer’s Class B common stock. Each share of the Issuer’s Class B common stock is entitled to ten votes per share and is convertible at any time into one share of the Issuer’s Class A common stock.
2
The percentage is based upon 14,761,743 shares of the Issuer’s Class A common stock outstanding as of December 31, 2010.
CUSIP NO. 39304D102 13 G Page 5 of 17 Pages |
1 | NAME OF REPORTING PERSON | ||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) o (b) x | ||
3 | SEC USE ONLY | ||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER | |
6 | SHARED VOTING POWER | ||
7 | SOLE DISPOSITIVE POWER | ||
8 | SHARED DISPOSITIVE POWER | ||
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH | ||
10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) o | ||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 | ||
12 | TYPE OF REPORTING PERSON | ||
1
Represents shares of the Issuer’s Class B common stock. Each share of the Issuer’s Class B common stock is entitled to ten votes per share and is convertible at any time into one share of the Issuer’s Class A common stock.
2
The percentage is based upon 14,761,743 shares of the Issuer’s Class A common stock outstanding as of December 31, 2010.
CUSIP NO. 39304D102 13 G Page 6 of 17 Pages |
1 | NAME OF REPORTING PERSON | ||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) o (b) x | ||
3 | SEC USE ONLY | ||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER | |
6 | SHARED VOTING POWER | ||
7 | SOLE DISPOSITIVE POWER | ||
8 | SHARED DISPOSITIVE POWER | ||
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH | ||
10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) o | ||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 | ||
12 | TYPE OF REPORTING PERSON | ||
1
Represents shares of the Issuer’s Class B common stock. Each share of the Issuer’s Class B common stock is entitled to ten votes per share and is convertible at any time into one share of the Issuer’s Class A common stock.
2
The percentage is based upon 14,761,743 shares of the Issuer’s Class A common stock outstanding as of December 31, 2010.
CUSIP NO. 39304D102 13 G Page 7 of 17 Pages |
1 | NAME OF REPORTING PERSON | ||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) o (b) x | ||
3 | SEC USE ONLY | ||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER | |
6 | SHARED VOTING POWER | ||
7 | SOLE DISPOSITIVE POWER | ||
8 | SHARED DISPOSITIVE POWER | ||
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH | ||
10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) o | ||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 | ||
12 | TYPE OF REPORTING PERSON | ||
1
Represents shares of the Issuer’s Class B common stock. Each share of the Issuer’s Class B common stock is entitled to ten votes per share and is convertible at any time into one share of the Issuer’s Class A common stock.
2
The percentage is based upon 14,761,743 shares of the Issuer’s Class A common stock outstanding as of December 31, 2010.
CUSIP NO. 39304D102 13 G Page 8 of 17 Pages |
1 | NAME OF REPORTING PERSON | ||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) o (b) x | ||
3 | SEC USE ONLY | ||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER | |
6 | SHARED VOTING POWER | ||
7 | SOLE DISPOSITIVE POWER | ||
8 | SHARED DISPOSITIVE POWER | ||
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH | ||
10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) o | ||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 | ||
12 | TYPE OF REPORTING PERSON | ||
1
Represents shares of the Issuer’s Class B common stock. Each share of the Issuer’s Class B common stock is entitled to ten votes per share and is convertible at any time into one share of the Issuer’s Class A common stock.
2
The percentage is based upon 14,761,743 shares of the Issuer’s Class A common stock outstanding as of December 31, 2010.
CUSIP NO. 39304D102 13 G Page 9 of 17 Pages |
1 | NAME OF REPORTING PERSON | ||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) o (b) x | ||
3 | SEC USE ONLY | ||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER | |
6 | SHARED VOTING POWER | ||
7 | SOLE DISPOSITIVE POWER | ||
8 | SHARED DISPOSITIVE POWER | ||
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH | ||
10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) o | ||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 | ||
12 | TYPE OF REPORTING PERSON | ||
1
Represents shares of the Issuer’s Class B common stock. Each share of the Issuer’s Class B common stock is entitled to ten votes per share and is convertible at any time into one share of the Issuer’s Class A common stock.
2
The percentage is based upon 14,761,743 shares of the Issuer’s Class A common stock outstanding as of December 31, 2010.
CUSIP NO. 39304D102 13 G Page 10 of 17 Pages |
1
Represents shares of the Issuer’s Class B common stock. Each share of the Issuer’s Class B common stock is entitled to ten votes per share and is convertible at any time into one share of the Issuer’s Class A common stock.
2
The percentage is based upon 14,761,743 shares of the Issuer’s Class A common stock outstanding as of December 31, 2010.
CUSIP NO. 39304D102 13 G Page 11 of 17 Pages |
1 | NAME OF REPORTING PERSON | ||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) o (b) x | ||
3 | SEC USE ONLY | ||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER | |
6 | SHARED VOTING POWER | ||
7 | SOLE DISPOSITIVE POWER | ||
8 | SHARED DISPOSITIVE POWER | ||
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH | ||
10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) o | ||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 | ||
12 | TYPE OF REPORTING PERSON | ||
1
Represents shares of the Issuer’s Class B common stock. Each share of the Issuer’s Class B common stock is entitled to ten votes per share and is convertible at any time into one share of the Issuer’s Class A common stock.
2
The percentage is based upon 14,761,743 shares of the Issuer’s Class A common stock outstanding as of December 31, 2010.
CUSIP NO. 39304D102 13 G Page 12 of 17 Pages |
ITEM 1.
(a)
Name of Issuer:
Green Dot Corporation
(b)
Address of Issuer’s Principal Executive Offices:
605 E. Huntington Drive, Suite 205
Monrovia, CA 91016
ITEM 2.
(a)
Name of Persons Filing:
Sequoia Capital IX
Sequoia Capital Entrepreneurs Annex Fund
SC IX.I Management, LLC
Sequoia Capital Franchise Fund, L.P.
Sequoia Capital Franchise Partners, L.P.
SCFF Management, LLC
Sequoia Capital U.S. Growth Fund IV, L.P.
Sequoia Capital USGF Principals Fund IV, L.P.
SCGF IV Management, L.P.
SCGF GenPar, Ltd.
SC IX.I LLC is the General Partner of SC IX and ANNEX. SCFF LLC is the General Partner of SCFF and SCFP. SCGF IV MGMT is the General Partner of SCGF IV and SCGF IV PF. SCGF GP is the General Partner of SCGF IV MGMT.
(b)
Address of Principal Business Office or, if none, Residence:
3000 Sand Hill Road, 4-250
Menlo Park, CA 94025
Citizenship:
SC IX.I LLC, SC IX, ANNEX, SCFF LLC, SCFF, SCFP: Delaware
SCGF IV MGMT, SCGF IV, SCGF IV PF, SCGF GP: Cayman Islands
(c)
Title of Class of Securities:
Class A common stock
(d)
CUSIP Number:
39304D102
ITEM 3. If this statement is filed pursuant to Rules 13d-1(b) or 13d-2(b) or (c), check whether the person filing is a:
NOT APPLICABLE
ITEM 4. Ownership
SEE ROWS 5 THROUGH 11 OF COVER PAGES
CUSIP NO. 39304D102 13 G Page 13 of 17 Pages |
ITEM 5.
OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following. o
ITEM 6.
OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON
NOT APPLICABLE
ITEM 7.
IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY OR CONTROL PERSON
NOT APPLICABLE
ITEM 8.
IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP
NOT APPLICABLE
ITEM 9.
NOTICE OF DISSOLUTION OF GROUP
NOT APPLICABLE
ITEM 10.
CERTIFICATION
NOT APPLICABLE
CUSIP NO. 39304D102 13 G Page 14 of 17 Pages |
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.
Dated: February 9, 2011
Sequoia Capital IX
Sequoia Capital Entrepreneurs Annex Fund
By: SC IX.I Management, LLC
a Delaware Limited Liability Company
General Partner of Each
By: /s/ Douglas Leone
Douglas Leone, Managing Member
SC IX.I Management, LLC, a Delaware Limited Liability Company
By: /s/ Douglas Leone
Douglas Leone, Managing Member
Sequoia Capital Franchise Fund
Sequoia Capital Franchise Partners
By: SCFF Management, LLC
a Delaware Limited Liability Company
General Partner of Each
By: /s/ Douglas Leone
Douglas Leone, Managing Member
SCFF Management, LLC, a Delaware Limited Liability Company
By: /s/ Douglas Leone
Douglas Leone, Managing Member
CUSIP NO. 39304D102 13 G Page 15 of 17 Pages |
Sequoia Capital U.S. Growth Fund IV, L.P.
Sequoia Capital USGF Principals Fund IV, L.P.
By: SCGF IV Management, L.P.
A Cayman Islands exempted limited partnership
General Partner of Each
By: SCGF GenPar, Ltd
A Cayman Islands limited liability company
Its General Partner
By: /s/ Douglas Leone
Douglas Leone, Managing Director
SCGF IV Management, L.P.
A Cayman Islands exempted limited partnership
By: SCGF GenPar, Ltd
A Cayman Islands limited liability company
Its General Partner
By: /s/ Douglas Leone
Douglas Leone, Managing Director
SCGF GenPar, Ltd
A Cayman Islands limited liability company
By: /s/ Douglas Leone
Douglas Leone, Managing Director
CUSIP NO. 39304D102 13 G Page 16 of 17 Pages |
EXHIBIT 1
AGREEMENT AS TO JOINT FILING OF SCHEDULE 13G
The undersigned hereby agree that the Schedule 13G relating to the Class A common stock of Green Dot Corporation, and any further amendments thereto, to which this Agreement as to Joint Filing of Schedule 13G is attached as an exhibit is filed on behalf of each of them pursuant to and in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended.
Date: February 9, 2011
Sequoia Capital IX
Sequoia Capital Entrepreneurs Annex Fund
By: SC IX.I Management, LLC
a Delaware Limited Liability Company
General Partner of Each
By: /s/ Douglas Leone
Douglas Leone, Managing Member
SC IX.I Management, LLC, a Delaware Limited Liability Company
By: /s/ Douglas Leone
Douglas Leone, Managing Member
Sequoia Capital Franchise Fund
Sequoia Capital Franchise Partners
By: SCFF Management, LLC
a Delaware Limited Liability Company
General Partner of Each
By: /s/ Douglas Leone
Douglas Leone, Managing Member
SCFF Management, LLC, a Delaware Limited Liability Company
By: /s/ Douglas Leone
Douglas Leone, Managing Member
CUSIP NO. 39304D102 13 G Page 17 of 17 Pages |
Sequoia Capital U.S. Growth Fund IV, L.P.
Sequoia Capital USGF Principals Fund IV, L.P.
By: SCGF IV Management, L.P.
A Cayman Islands exempted limited partnership
General Partner of Each
By: SCGF GenPar, Ltd
A Cayman Islands limited liability company
Its General Partner
By: /s/ Douglas Leone
Douglas Leone, Managing Director
SCGF IV Management, L.P.
A Cayman Islands exempted limited partnership
By: SCGF GenPar, Ltd
A Cayman Islands limited liability company
Its General Partner
By: /s/ Douglas Leone
Douglas Leone, Managing Director
SCGF GenPar, Ltd
A Cayman Islands limited liability company
By: /s/ Douglas Leone
Douglas Leone, Managing Director