Current Report Filing (8-k)
August 11 2020 - 04:06PM
Edgar (US Regulatory)
0001441693
false
0001441693
2020-08-10
2020-08-10
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xbrli:shares
iso4217:USD
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UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
DC 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the
Securities
Exchange Act of 1934
Date
of report (Date of earliest event reported): August 10, 2020
MARRONE
BIO INNOVATIONS, INC.
(Exact
Name of Registrant as Specified in Charter)
Delaware
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001-36030
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20-5137161
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(State
or Other Jurisdiction
of
Incorporation)
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(Commission
File
Number)
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(I.R.S.
Employer
Identification
No.)
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1540
Drew Avenue, Davis, CA 95618
(Address
of Principal Executive Offices, and Zip Code)
(530)
750-2800
Registrant’s
Telephone Number, Including Area Code
(Former
Name or Former Address, if Changed Since Last Report)
Check
the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant
under any of the following provisions (see General Instruction A.2. below):
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☐
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Written
communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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☐
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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☐
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities
registered pursuant to Section 12(b) of the Act:
Title
of each class
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Trading
Symbol(s)
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Name
of each exchange on which registered
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Common
Stock, $0.00001 par value
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MBII
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Nasdaq
Capital Market
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Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR
§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2 of this chapter).
Emerging
growth company ☐
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for
complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item
5.08 Shareholder Director Nominations.
(a)
To the extent applicable, the information in Item 8.01 of this Form 8-K is incorporated by reference into this Item 5.08.
Item
8.01 Other Events.
On
August 10, 2020, the Board of Directors of Marrone Bio Innovations, Inc. (the “Company”) determined to schedule the
Company’s 2020 Annual Meeting of Stockholders (the “Annual Meeting”) for Thursday, October 29, 2020. The time
and location of the Annual Meeting will be as set forth in the Company’s proxy statement for the Annual Meeting to be filed
with the Securities and Exchange Commission.
Pursuant
to the Company’s Fifth Amended and Restated Bylaws (the “Bylaws”), if a stockholder of the Company intends a
proposal to be considered for inclusion in the Company’s proxy statement for the Annual Meeting, stockholder proposals must
be delivered to the principal executive offices of the Company, at 1540 Drew Ave., Davis, California 95618, Attention: Corporate
Secretary, not later than August 21, 2020. Additionally, notice of any stockholder proposal (including a proposal to nominate
a candidate for director) that is not submitted for inclusion in the proxy statement for the Annual Meeting must be delivered
to or mailed and received at the principal executive offices of the Company not later than September 14, 2020. Any stockholder
proposal or director nomination must also comply with the requirements of Delaware law, the rules and regulations promulgated
by the SEC and the Company’s Bylaws, as applicable. Any notice received after these deadlines will be considered untimely
and not properly brought before the Annual Meeting.
Signature
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
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MARRONE
BIO INNOVATIONS, INC.
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Date:
August 11, 2020
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By:
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/s/
Linda V. Moore
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Name:
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Linda
V. Moore
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Title:
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Executive
Vice President, General Counsel and Secretary
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