Statement of Changes in Beneficial Ownership (4)
October 13 2020 - 4:25PM
Edgar (US Regulatory)
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
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3235-0287
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
Ospraie Ag Science LLC |
2. Issuer Name and Ticker or Trading Symbol
MARRONE BIO INNOVATIONS INC
[
MBII
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director __X__ 10% Owner _____ Officer (give title below) __X__ Other (specify below) See Remarks |
(Last)
(First)
(Middle)
C/O DWIGHT ANDERSON, 437 MADISON AVENUE, 28TH FLOOR |
3. Date of Earliest Transaction
(MM/DD/YYYY)
9/15/2020 |
(Street)
NEW YORK, NY 10022
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
___ Form filed by One Reporting Person
_
X
_ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock, $0.00001 par value | 9/15/2020 | | M(1)(2)(3) | | 1974213 | A | $0.75 | 53542155 | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 7. Title and Amount of Securities Underlying Derivative Security (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 |
Warrant | $0.75 | 9/15/2020 | | M (1)(2)(3) | | | 1974213 | 4/29/2020 | 9/15/2020 | Common Stock | 1974213 | (1)(2)(3) | 0 | D | |
Explanation of Responses: |
(1) | On September 15, 2020, Ospraie Ag Science LLC ("Ospraie LLC") exercised warrants to purchase Common Stock of Marrone Bio Innovations, Inc. (the "Issuer") and purchased the 1,974,213 shares of Issuer Common Stock underlying such warrants. |
(2) | Ospraie Management, LLC ("Ospraie Management") is the investment manager of Ospraie LLC and has been delegated voting and investment power and thus beneficial ownership of the shares of Common Stock of the Issuer and warrants to purchase shares of Common Stock of the Issuer held by Ospraie LLC. Ospraie Holding I, LP ("Ospraie Holding") may be deemed to beneficially own the shares of Common Stock of the Issuer and warrants to purchase shares of Common Stock of the Issuer held by Ospraie LLC as the managing member of Ospraie Management. Ospraie Management, Inc. ("Ospraie Inc.") may be deemed to beneficially own the shares of Common Stock of the Issuer and warrants to purchase Common Stock of the Issuer held by Ospraie LLC as the general partner of Ospraie Holding. |
(3) | (Continued from footnote 2) Dwight Anderson may be deemed to beneficially own the shares of Common Stock of the Issuer and warrants to purchase Common Stock of the Issuer held by Ospraie LLC as the Managing Principal of Ospraie Management, the sole owner of Ospraie Inc. and the sole managing member of Ospraie LLC. Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein, if any. |
Remarks: Each of Ospraie Ag Science LLC, Ospraie Management, LLC, Ospraie Holding I, LP, Ospraie Management, Inc. and Dwight Anderson (collectively, the "Reporting Persons") may be deemed a director by deputization of Marrone Bio Innovations, Inc. (the "Issuer") by virtue of the fact that Messrs. Robert A. Woods, Yogesh Mago, Keith McGovern and Stuart Woolf, representatives of the Reporting Persons, currently serve on the board of directors of the Issuer. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Ospraie Ag Science LLC C/O DWIGHT ANDERSON 437 MADISON AVENUE, 28TH FLOOR NEW YORK, NY 10022 | X | X |
| See Remarks |
Ospraie Management, LLC 437 MADISON AVENUE, 28TH FLOOR NEW YORK, NY 10022 | X | X |
| See Remarks |
Ospraie Holding I, L.P. 437 MADISON AVENUE, 28TH FLOOR NEW YORK, NY 10022 | X | X |
| See Remarks |
Ospraie Management, Inc. 437 MADISON AVENUE, 28TH FLOOR NEW YORK, NY 10022 | X | X |
| See Remarks |
Anderson Dwight 437 MADISON AVENUE, 28TH FLOOR NEW YORK, NY 10022 | X | X |
| See Remarks |
Signatures
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OSPRAIE AG SCIENCE LLC, Name: /s/ Dwight Anderson, Title: Managing Member | | 10/13/2020 |
**Signature of Reporting Person | Date |
OSPRAIE MANAGEMENT, LLC, By: Ospraie Holding I, L.P., its managing member, By: Ospraie Management, Inc., its general partner, Name: /s/ Dwight Anderson, Title: Sole Owner | | 10/13/2020 |
**Signature of Reporting Person | Date |
OSPRAIE HOLDING I, LP, By: Ospraie Management, Inc., its general partner, Name: /s/ Dwight Anderson, Title: Sole Owner | | 10/13/2020 |
**Signature of Reporting Person | Date |
OSPRAIE MANAGEMENT, INC., Name: /s/ Dwight Anderson, Title: Sole Owner | | 10/13/2020 |
**Signature of Reporting Person | Date |
DWIGHT ANDERSON, Name: /s/ Dwight Anderson | | 10/13/2020 |
**Signature of Reporting Person | Date |
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