UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported): May 19, 2022
(Exact Name of the Registrant as Specified in Its Charter)
(State or Other Jurisdiction of Incorporation)
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Not Applicable
(Former Name or Former Address, If Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.07. Submissions of Matters to a Vote of Security Holders.
On May 19, 2022, Green Dot Corporation (the "Company") held its 2022 Annual Meeting of Stockholders (the "Annual Meeting"). At the Annual Meeting, the stockholders voted on the following three proposals and cast their votes as follows:
1.To elect eleven directors, each to serve for a one-year term expiring at the 2023 Annual Meeting of Stockholders and until such director's successor is duly elected and qualified or until such director's earlier resignation or removal:
| Nominee | For | Against | Abstain | Broker Non-Votes | ||||||||||
| J. Chris Brewster | 41,628,014 | 1,819,528 | 28,896 | 4,946,309 | ||||||||||
| Glinda Bridgforth Hodges | 40,980,355 | 2,462,691 | 33,392 | 4,946,309 | ||||||||||
| Rajeev V. Date | 41,612,080 | 1,830,523 | 33,835 | 4,946,309 | ||||||||||
| Saturnino Fanlo | 41,252,080 | 2,197,478 | 26,880 | 4,946,309 | ||||||||||
| Peter Feld | 42,931,257 | 505,762 | 39,419 | 4,946,309 | ||||||||||
| George Gresham | 40,210,436 | 3,236,852 | 29,150 | 4,946,309 | ||||||||||
| Dan R. Henry | 42,755,654 | 694,276 | 26,508 | 4,946,309 | ||||||||||
| William I Jacobs | 41,024,555 | 2,388,323 | 63,560 | 4,946,309 | ||||||||||
| Jeffrey B. Osher | 41,077,017 | 2,373,800 | 25,621 | 4,946,309 | ||||||||||
| Ellen Richey | 39,011,706 | 4,051,505 | 413,227 | 4,946,309 | ||||||||||
| George T. Shaheen | 40,656,559 | 2,408,576 | 411,303 | 4,946,309 | ||||||||||
2.To ratify the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the year ending December 31, 2022:
| For | Against | Abstain | Broker Non-Votes | ||||||||
| 47,765,795 | 627,464 | 29,488 | — | ||||||||
3.To vote on a non-binding advisory resolution to approve executive compensation:
| For | Against | Abstain | Broker Non-Votes | ||||||||
| 41,448,745 | 1,964,896 | 62,797 | 4,946,309 | ||||||||
Each of the directors named under Proposal No. 1 was elected, based on the recommendation of the Company's Board of Directors in the 2022 Proxy Statement.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
| GREEN DOT CORPORATION | |||||||||||
| By: | /s/ Kristina Lockwood | ||||||||||
| Kristina Lockwood | |||||||||||
| General Counsel and Secretary | |||||||||||
Date: May 20, 2022