Sec Form 4 Filing - Ospraie Ag Science LLC @ MARRONE BIO INNOVATIONS INC - 2019-08-06

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 Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 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] 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/YY) 08/06/2019 (Street) NEW YORK, NY10022 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) _____ Form filed by One Reporting Person __ X __ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction 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 (MM/DD/YY) 7. Title and Amount of Underlying Securities (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 $ 1 08/06/2019 D( 1 )( 2 )( 3 ) 30,666,667 02/05/2018 12/31/2020 Common Stock 30,666,667 ( 2 ) ( 3 ) 0 D Warrant $ 1 08/06/2019 A( 1 )( 2 )( 3 ) 30,666,667 ( 2 )( 3 ) 12/31/2021 Common Stock 30,666,667 ( 2 ) ( 3 ) 30,666,667 D

Reporting Owners 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, NY10022 X X (See Remarks) Anderson Dwight 437 MADISON AVENUE, 28TH FLOOR NEW YORK, NY10022 X X (See Remarks) Signatures OSPRAIE AG SCIENCE LLC, Name: /s/ Dwight Anderson, Title: Managing Member 08/08/2019 Signature of Reporting Person Date /s/ Dwight Anderson 08/08/2019 Signature of Reporting Person Date

Explanation of Responses:

( 1 )These securities of Marrone Bio Innovations, Inc. (the "Issuer") are or were held by Ospraie Ag Science LLC ("Ospraie LLC"). Mr. Dwight Anderson ("Mr. Anderson") is the Managing Member of Ospraie LLC and, in such capacity, may be deemed to have voting and dispositive power over the securities held for the account 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. ( 2 )On August 6, 2019, the Issuer, Ospraie LLC, Ardsley Partners Renewable Energy Fund, L.P. and Ivan Saval entered into a Warrant Amendment and Plan of Reorganization Agreement (the "Agreement") pursuant to which the expiration date of the warrants to purchase common stock of the Issuer held by Ospraie LLC was extended to December 31, 2021. In addition, pursuant to the Agreement, the Issuer will have a right, so long as the closing price for the Issuer's common stock on its principal market immediately prior to the exercise of such right is in excess of the exercise price for the warrants, to require Ospraie LLC to exercise up to all of its warrants in exchange for the shares of common stock underlying such warrants and new warrants ("New Warrants") to purchase shares of common stock of the Issuer in an amount equal to the amount of warrants being required to be exercised. ( 3 )(Continued from footnote 2) Such New Warrants will be first exercisable 180 days after issuance, will have a term expiring on January 1, 2023 and will have an exercise price of $1.75 per share. The transactions reported herein were approved in advance by the Issuer's Board of Directors.

Remarks: Each of Ospraie Ag Science LLC and Mr. Anderson 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.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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