CommerceOne Financial Corporation entered into agreement to acquire Green Dot Corporation (NYSE:GDOT) for approximately $1.1 billion on November 23, 2025. Upon completion of the acquisition, each share of Green Dot will be exchanged for $8.11 in cash and $11.07 stock in shares, which is approximately 0.2215 shares of the new publicly traded bank holding company. The implied value to shareholders of Green Dot is estimated to be approximately $14.23 ? $19.18 per share based on an assumed tangible book value multiple of approximately 1.00x-1.80x applied to the combined bank tangible book value at closing. The implied aggregate value is estimated to be $825 million ? $1.1 billion (including $470 million in cash). In a related transaction, Smith Ventures will acquire and privatize Green Dot?s non-bank financial technology business assets and operations, which will continue running as an independent and growth-focused fintech and embedded finance company.

Former Green Dot shareholders will own approximately 72% of the new publicly traded bank holding company, and former CommerceOne shareholders will own approximately 28% of the company. C1 management and board to lead combined BankCo.

The transaction is subject to the receipt of required shareholder, regulatory approvals, effectiveness of registration statement (S-4) and other customary closing conditions and is expected to close in the second quarter of 2026. Committed debt and equity financing of $515 million and $200 million.

Citigroup Inc. (NYSE:C) is serving as financial advisor and Wachtell, Lipton, Rosen & Katz is serving as legal advisor to to Green Dot Corporation.

Performance Trust Capital Partners LLC is serving as financial advisors and Sullivan & Cromwell LLP is serving as legal counsel to CommerceOne. EY Parthenon and Cornerstone Advisors provided consulting services to CommerceOne.