GREEN DOT CORP current report, 15 December 2014

Business Context and Reporting Period

This Form 8-K Current Report was filed by Green Dot Corporation on December 15, 2014. The filing reports a corporate governance event: the appointment of a new member to the Board of Directors.

Key Financial Metrics

The filing text does not provide a clear value for revenue, profit, cash flow, margins, debt, or liquidity. This report focuses exclusively on personnel and compensation arrangements.

Material Changes

The material change reported is the appointment of Glinda Bridgforth-Hodges as a Class II member of the Board of Directors. She was also appointed to the Nominating and Corporate Governance Committee. Ms. Bridgforth-Hodges has previously served on the board of Green Dot Bank since January 2010.

Guidance, Outlook, and Compensation Details

Effective January 1, 2015, Ms. Bridgforth-Hodges will receive the following standard non-employee director compensation in addition to her existing compensation for Green Dot Bank service:

  • Annual Retainer: $70,000 for Board service.
  • Committee Fee: $5,000 for service as a non-chair member of the Nominating and Corporate Governance Committee.
  • Equity Awards: Eligibility for annual awards under the 2010 Equity Incentive Plan, including stock options and restricted stock units with a fair market value of $75,000 and $30,000, respectively, to be granted at the next annual meeting of stockholders.

Ms. Bridgforth-Hodges also entered into Green Dot's standard indemnification agreement, requiring the company to indemnify her against liabilities arising from her service and to advance expenses for legal defense.

Investor Verification Checklist

  • Verify the effective date of the new director's compensation package (January 1, 2015).
  • Confirm the total equity award value ($105,000 combined for options and RSUs) relative to the company's 2010 Equity Incentive Plan limits.
  • Review the standard indemnification agreement filed as Exhibit 10.01 to the Form S-1 (No. 333-165081) for specific liability terms.
  • Check subsequent filings for the actual grant date and terms of the equity awards at the next annual meeting.