FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person * Keatley John L   2. Issuer Name and Ticker or Trading Symbol GREEN DOT CORP [GDOT] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Chief Financial Officer (Last) (First) (Middle) 3465 EAST FOOTHILL BOULEVARD 3. Date of Earliest Transaction (Month/Day/Year) 07/03/2013 (Street) PASADENA, CA 91107 4. If Amendment, Date Original Filed(Month/Day/Year) 6. Individual or Joint/Group Filing(Check Applicable Line) _X_ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person (City) (State) (Zip) Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Class A Common Stock 07/03/2013   C   8,750 A $ 0 72,143 D   Class A Common Stock 07/03/2013   S(1)   8,750 D $ 18.83 (2) 63,393 D   Class A Common Stock 07/05/2013   C   8,750 A $ 0 72,143 D   Class A Common Stock 07/05/2013   S(1)   8,750 D $ 19.23 (3) 63,393 D   Class A Common Stock               6,600 I By minor children

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Underlying Securities (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Option (right to buy Class B Common Stock) (4)	$ 10.75	07/03/2013		M			8,750	12/11/2012	12/11/2018	Class B Common Stock (4)	8,750	$ 0	154,576	D
Class B Common Stock (4)	(4)	07/03/2013		M		8,750		(4)	(4)	Class A Common Stock	8,750	$ 0	43,288	D
Class B Common Stock (4)	(4)	07/03/2013		C			8,750	(4)	(4)	Class A Common Stock (5)	8,750	$ 0	34,538	D
Stock Option (right to buy Class B Common Stock) (4)	$ 10.75	07/05/2013		M			8,750	12/11/2012	12/11/2018	Class B Common Stock	8,750	$ 0	145,826	D
Class B Common Stock (4)	(4)	07/05/2013		M		8,750		(4)	(4)	Class A Common Stock	8,750	$ 0	43,288	D
Class B Common Stock (4)	(4)	07/05/2013		C			8,750	(4)	(4)	Class A Common Stock (5)	8,750	$ 0	34,538	D

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Keatley John L 3465 EAST FOOTHILL BOULEVARD PASADENA, CA 91107			Chief Financial Officer

Signatures

/s/ Lina Davidian as attorney-in-fact for John L. Keatley		07/08/2013
**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on May 31, 2013.
(2)	The price in column 4 is a weighted average price. The actual sale prices for these transactions ranged from $18.57 to $19.12. The reporting person will provide to the issuer, any security holder of the issuer, or the SEC staff, upon request, complete information regarding the number of shares sold at each separate price within the range.
(3)	The price in column 4 is a weighted average price. The actual sale prices for these transactions ranged from $18.91 to $19.41. The reporting person will provide to the issuer, any security holder of the issuer, or the SEC staff, upon request, complete information regarding the number of shares sold at each separate price within the range.
(4)	The Class B Common Stock is convertible at the holder's option into the issuer's Class A Common Stock on a 1-for-1 basis and has no expiration date.
(5)	The holder elected to convert the shares of Class B Common Stock into Class A Common Stock, which Class A Common Stock has no exercisable date or expiration date.

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