Green Dot to Separate Chairman, CEO Jobs Amid Proxy Fight

  • Prepaid-card firm to appoint Harvest Capital nominee to board
  • Board says it’s ‘taking decisive steps’ to improve governance

Green Dot Corp., the prepaid debit-card company, agreed to split the roles of chairman and chief executive officer amid a proxy fight with its largest shareholder.

Green Dot will name an independent chairman after its May 23 annual meeting to satisfy the recommendation of proxy-advisory firm Glass Lewis & Co., the Pasadena, California-based company said Monday in a statement. Founder Steven Streit currently fills both roles. Green Dot also plans to appoint George Gresham, a nominee of investor Harvest Capital Strategies LLC, to its board, according to the statement.

“We are taking decisive steps to further improve our corporate governance, demonstrating our accountability to stockholders and our willingness to take action,” the board said in the statement.

Harvest Capital, which owns a 9.3 percent stake in Green Dot, nominated Gresham along with two other candidates in March, when the investment firm initiated a proxy fight over Green Dot’s performance under Streit. Gresham is the former chief financial officer of NetSpend Holdings Inc., a Green Dot competitor that was acquired by Total System Services Inc. in 2013.

Director Vote

While Glass Lewis supports Gresham’s appointment and some of the governance changes Harvest Capital proposed, it doesn’t agree with the investor’s desire to remove Streit as CEO, the proxy-adviser said Friday in a report. Glass Lewis offered no recommendation on the three-member slate of candidates proposed by Green Dot and suggested investors withhold support from Harvest Capital’s other two nominees.

“Importantly, Glass Lewis acknowledged its support for ‘the bulk’ of our plan, which we continue to believe must start with addressing the toxic ‘tone at the top,’" Harvest Capital Managing Director Jeff Osher said in a separate statement Monday.

Green Dot rose 2.4 percent to close at $23.38 in New York. The shares have gained 42 percent this year.

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