| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | GDOT | Class A Common Stock, $0.001 par value | Sale | -$424K | -52.1K | -1.86% | $8.15 | 2.74M | Mar 6, 2024 | By Starboard Value and Opportunity Master Fund Ltd | F1, F2, F3 |
| transaction | GDOT | Class A Common Stock, $0.001 par value | Sale | -$214K | -26K | -0.95% | $8.22 | 2.72M | Mar 6, 2024 | By Starboard Value and Opportunity Master Fund Ltd | F1, F2, F3 |
| transaction | GDOT | Class A Common Stock, $0.001 par value | Sale | -$78.4K | -9.62K | -1.84% | $8.15 | 512K | Mar 6, 2024 | By Starboard Value and Opportunity S LLC | F1, F2, F4 |
| transaction | GDOT | Class A Common Stock, $0.001 par value | Sale | -$39.5K | -4.81K | -0.94% | $8.22 | 507K | Mar 6, 2024 | By Starboard Value and Opportunity S LLC | F1, F2, F4 |
| transaction | GDOT | Class A Common Stock, $0.001 par value | Sale | -$127K | -15.6K | -1.77% | $8.15 | 869K | Mar 6, 2024 | By Managed Account of Starboard Value LP | F1, F2, F5 |
| transaction | GDOT | Class A Common Stock, $0.001 par value | Sale | -$64.2K | -7.82K | -0.9% | $8.22 | 861K | Mar 6, 2024 | By Managed Account of Starboard Value LP | F1, F2, F5 |
| transaction | GDOT | Class A Common Stock, $0.001 par value | Sale | -$45.9K | -5.63K | -1.86% | $8.15 | 298K | Mar 6, 2024 | By Starboard Value and Opportunity C LP | F1, F2, F6 |
| transaction | GDOT | Class A Common Stock, $0.001 par value | Sale | -$23.2K | -2.82K | -0.95% | $8.22 | 295K | Mar 6, 2024 | By Starboard Value and Opportunity C LP | F1, F2, F6 |
| transaction | GDOT | Class A Common Stock, $0.001 par value | Sale | -$41.4K | -5.08K | -1.79% | $8.15 | 279K | Mar 6, 2024 | By Starboard Value and Opportunity Master Fund L LP | F1, F2, F7 |
| transaction | GDOT | Class A Common Stock, $0.001 par value | Sale | -$20.9K | -2.54K | -0.91% | $8.22 | 277K | Mar 6, 2024 | By Starboard Value and Opportunity Master Fund L LP | F1, F2, F7 |
| transaction | GDOT | Class A Common Stock, $0.001 par value | Sale | -$97.6K | -12K | -2.37% | $8.15 | 494K | Mar 6, 2024 | By Starboard X Master Fund Ltd | F1, F2, F8 |
| transaction | GDOT | Class A Common Stock, $0.001 par value | Sale | -$49.2K | -5.99K | -1.21% | $8.22 | 488K | Mar 6, 2024 | By Starboard X Master Fund Ltd | F1, F2, F8 |
| transaction | GDOT | Class A Common Stock, $0.001 par value | Sale | -$220K | -26K | -0.96% | $8.44 | 2.69M | Mar 7, 2024 | By Starboard Value and Opportunity Master Fund Ltd | F1, F2, F3 |
| transaction | GDOT | Class A Common Stock, $0.001 par value | Sale | -$40.6K | -4.81K | -0.95% | $8.44 | 502K | Mar 7, 2024 | By Starboard Value and Opportunity S LLC | F1, F2, F4 |
| transaction | GDOT | Class A Common Stock, $0.001 par value | Sale | -$66K | -7.82K | -0.91% | $8.44 | 853K | Mar 7, 2024 | By Managed Account of Starboard Value LP | F1, F2, F5 |
| transaction | GDOT | Class A Common Stock, $0.001 par value | Sale | -$23.8K | -2.82K | -0.95% | $8.44 | 292K | Mar 7, 2024 | By Starboard Value and Opportunity C LP | F1, F2, F6 |
| transaction | GDOT | Class A Common Stock, $0.001 par value | Sale | -$21.4K | -2.54K | -0.92% | $8.44 | 274K | Mar 7, 2024 | By Starboard Value and Opportunity Master Fund L LP | F1, F2, F7 |
| transaction | GDOT | Class A Common Stock, $0.001 par value | Sale | -$50.5K | -5.99K | -1.23% | $8.44 | 482K | Mar 7, 2024 | By Starboard X Master Fund Ltd | F1, F2, F8 |
| transaction | GDOT | Class A Common Stock, $0.001 par value | Sale | -$338K | -39.4K | -1.47% | $8.58 | 2.65M | Mar 8, 2024 | By Starboard Value and Opportunity Master Fund Ltd | F1, F2, F3 |
| transaction | GDOT | Class A Common Stock, $0.001 par value | Sale | -$62.5K | -7.28K | -1.45% | $8.58 | 495K | Mar 8, 2024 | By Starboard Value and Opportunity S LLC | F1, F2, F4 |
| transaction | GDOT | Class A Common Stock, $0.001 par value | Sale | -$102K | -11.8K | -1.39% | $8.58 | 841K | Mar 8, 2024 | By Managed Account of Starboard Value LP | F1, F2, F5 |
| transaction | GDOT | Class A Common Stock, $0.001 par value | Sale | -$36.6K | -4.27K | -1.46% | $8.58 | 288K | Mar 8, 2024 | By Starboard Value and Opportunity C LP | F1, F2, F6 |
| transaction | GDOT | Class A Common Stock, $0.001 par value | Sale | -$33K | -3.85K | -1.4% | $8.58 | 270K | Mar 8, 2024 | By Starboard Value and Opportunity Master Fund L LP | F1, F2, F7 |
| transaction | GDOT | Class A Common Stock, $0.001 par value | Sale | -$77.8K | -9.07K | -1.88% | $8.58 | 473K | Mar 8, 2024 | By Starboard X Master Fund Ltd | F1, F2, F8 |
| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| holding | GDOT | Cash-Settled Total Return Swap | 912K | Mar 6, 2024 | Class A Common Stock, $0.001 par value | 912K | By Starboard Value and Opportunity Master Fund Ltd | F3, F9, F10 | ||||||
| holding | GDOT | Cash-Settled Total Return Swap | 163K | Mar 6, 2024 | Class A Common Stock, $0.001 par value | 163K | By Starboard Value and Opportunity S LLC | F4, F9, F10 | ||||||
| holding | GDOT | Cash-Settled Total Return Swap | 228K | Mar 6, 2024 | Class A Common Stock, $0.001 par value | 228K | By Managed Account of Starboard Value LP | F5, F9, F10 | ||||||
| holding | GDOT | Cash-Settled Total Return Swap | 97.4K | Mar 6, 2024 | Class A Common Stock, $0.001 par value | 97.4K | By Starboard Value and Opportunity C LP | F6, F9, F10 | ||||||
| holding | GDOT | Cash-Settled Total Return Swap | 77.6K | Mar 6, 2024 | Class A Common Stock, $0.001 par value | 77.6K | By Starboard Value and Opportunity Master Fund L LP | F7, F9, F10 | ||||||
| holding | GDOT | Cash-Settled Total Return Swap | 346K | Mar 6, 2024 | Class A Common Stock, $0.001 par value | 346K | By Starboard X Master Fund Ltd | F8, F9, F10 |
Starboard Principal Co LP is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.
| Id | Content |
|---|---|
| F1 | This Form 4 is filed jointly by Starboard Value and Opportunity Master Fund Ltd ("Starboard V&O Fund"), Starboard Value and Opportunity S LLC ("Starboard S LLC"), Starboard Value and Opportunity C LP ("Starboard C LP"), Starboard Value and Opportunity Master Fund L LP ("Starboard L Master"), Starboard X Master Fund Ltd ("Starboard X Master"), Starboard Value R LP ("Starboard R LP"), Starboard Value L LP ("Starboard L LP"), Starboard Value LP ("Starboard Value LP"), Starboard Value GP LLC ("Starboard Value GP"), Starboard Value R GP LLC ("Starboard R GP"), Starboard Principal Co LP ("Principal Co"), Starboard Principal Co GP LLC ("Principal GP"), Peter A. Feld and Jeffrey C. Smith (collectively, the "Reporting Persons"). |
| F2 | To enable all of the Reporting Persons to gain access to the Securities and Exchange Commission's electronic filing system (which only accepts a maximum of 10 joint filers per report), this report is the second of two identical reports relating to the same transactions being filed with the Securities and Exchange Commission. Each Reporting Person may be deemed to be a member of a Section 13(d) group that previously owned more than 10% of the Issuer's outstanding shares of Class A Common Stock. As of March 6, 2024, the Reporting Persons ceased to own in the aggregate more than 10% of the Issuer's Class A Common Stock. Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein, and this report shall not be deemed to be an admission that any Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose. |
| F3 | Securities beneficially owned by Starboard V&O Fund. Starboard Value LP, as the investment manager of Starboard V&O Fund, may be deemed to be the beneficial owner of the securities beneficially owned by Starboard V&O Fund. Each of Starboard Value GP, as the general partner of Starboard Value LP, Principal Co, as a member of Starboard Value GP, Principal GP, as the general partner of Principal Co, and Messrs. Smith and Feld, as members of Principal GP and as members of each of the Management Committee of Starboard Value GP and the Management Committee of Principal GP, may be deemed to be the beneficial owner of the securities beneficially owned by Starboard V&O Fund. |
| F4 | Securities beneficially owned by Starboard S LLC. Starboard Value LP, as the manager of Starboard S LLC, may be deemed to be the beneficial owner of the securities beneficially owned by Starboard S LLC. Each of Starboard Value GP, as the general partner of Starboard Value LP, Principal Co, as a member of Starboard Value GP, Principal GP, as the general partner of Principal Co, and Messrs. Smith and Feld, as members of Principal GP and as members of each of the Management Committee of Starboard Value GP and the Management Committee of Principal GP, may be deemed to be the beneficial owner of the securities beneficially owned by Starboard S LLC. |
| F5 | Securities held in a certain account managed by Starboard Value LP (the "Starboard Value LP Account"). Each of Starboard Value GP, as the general partner of Starboard Value LP, Principal Co, as a member of Starboard Value GP, Principal GP, as the general partner of Principal Co, and Messrs. Smith and Feld, as members of Principal GP and as members of each of the Management Committee of Starboard Value GP and the Management Committee of Principal GP, may be deemed to be the beneficial owner of the securities beneficially owned by Starboard Value LP and held by the Starboard Value LP Account. |
| F6 | Securities beneficially owned by Starboard C LP. Each of Starboard R LP, as the general partner of Starboard C LP, and Starboard R GP, as the general partner of Starboard R LP, may be deemed to be the beneficial owner of the securities beneficially owned by Starboard C LP. Starboard Value LP, as the investment manager of Starboard C LP, may be deemed to be the beneficial owner of the securities beneficially owned by Starboard C LP. Each of Starboard Value GP, as the general partner of Starboard Value LP, Principal Co, as a member of Starboard Value GP, Principal GP, as the general partner of Principal Co, and Messrs. Smith and Feld, as members of Principal GP and as members of each of the Management Committee of Starboard Value GP and the Management Committee of Principal GP, may be deemed to be the beneficial owner of the securities beneficially owned by Starboard C LP. |
| F7 | Securities beneficially owned by Starboard L Master. Each of Starboard L LP, as the general partner of Starboard L Master, Starboard R LP, as the general partner of Starboard L LP, and Starboard R GP, as the general partner of Starboard R LP, may be deemed to be the beneficial owner of the securities beneficially owned by Starboard L LP. Starboard Value LP, as the investment manager of Starboard L Master, may be deemed to be the beneficial owner of the securities beneficially owned by Starboard L Master. Each of Starboard Value GP, as the general partner of Starboard Value LP, Principal Co, as a member of Starboard Value GP, Principal GP, as the general partner of Principal Co, and Messrs. Smith and Feld, as members of Principal GP and as members of each of the Management Committee of Starboard Value GP and the Management Committee of Principal GP, may be deemed to be the beneficial owner of the securities beneficially owned by Starboard L Master. |
| F8 | Securities beneficially owned by Starboard X Master. Starboard Value LP, as the investment manager of Starboard X Master, may be deemed to be the beneficial owner of the securities beneficially owned by Starboard X Master. Each of Starboard Value GP, as the general partner of Starboard Value LP, Principal Co, as a member of Starboard Value GP, Principal GP, as the general partner of Principal Co, and Messrs. Smith and Feld, as members of Principal GP and as members of each of the Management Committee of Starboard Value GP and the Management Committee of Principal GP, may be deemed to be the beneficial owner of the securities beneficially owned by Starboard X Master. |
| F9 | Certain of the Reporting Persons have entered into cash-settled total return swap agreements (the "Swaps") with an unaffiliated third party financial institution, which provide these Reporting Persons with economic exposure to an aggregate of 1,825,619 notional shares. The Swaps provide these Reporting Persons with economic results that are comparable to the economic results of ownership but do not provide these Reporting Persons the power to vote or direct the voting or dispose of or direct the disposition of the shares of Class A Common Stock that are the subject of the Swaps (the "Subject Shares"). The Reporting Persons do not have the right to convert the Swaps into shares of Class A Common Stock at any time. The Reporting Persons expressly disclaim beneficial ownership of the Subject Shares except to the extent of his or its pecuniary interest therein. |
| F10 | The Swaps referenced herein provide for various execution prices ranging from $33.9596 to $47.3933. The Reporting Persons undertake to provide to the staff of the Securities and Exchange Commission or any security holder of the Issuer, upon request, full information regarding the execution prices of the Swaps at each separate price within the range. |