Sec Form 4 Filing - Ospraie Ag Science LLC @ MARRONE BIO INNOVATIONS INC - 2022-07-12

Insider filing report for Changes in Beneficial Ownership
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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, 411 THEODORE FREMD AVENUE, SUITE 240
3. Date of Earliest Transaction (MM/DD/YY)
07/12/2022
(Street)
RYE, NY10580
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
Common Stock, $0.00001 par value 07/12/2022 U 70,836,258 D 0 D( 2 )
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
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Ospraie Ag Science LLC
C/O DWIGHT ANDERSON
411 THEODORE FREMD AVENUE, SUITE 240
RYE, NY10580
X X (See Remarks)
Ospraie Management, LLC
411 THEODORE FREMD AVENUE, SUITE 240
RYE, NY10580
X X (See Remarks)
Anderson Dwight
411 THEODORE FREMD AVENUE, SUITE 240
RYE, NY10580
X X (See Remarks)
Ospraie Holding I, L.P.
411 THEODORE FREMD AVENUE, SUITE 240
RYE, NY10580
X X (See Remarks)
Ospraie Management, Inc.
411 THEODORE FREMD AVENUE, SUITE 240
RYE, NY10580
X X (See Remarks)
Signatures
OSPRAIE AG SCIENCE LLC By: OAS MM, LLC, its managing member Name: /s/ Dwight Anderson Title: Managing Member 07/15/2022
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 07/15/2022
Signature of Reporting Person Date
OSPRAIE HOLDING I, LP By: Ospraie Management, Inc. its general partner Name: /s/ Dwight Anderson Title: Sole Owner 07/15/2022
Signature of Reporting Person Date
OSPRAIE MANAGEMENT, INC. Name: /s/ Dwight Anderson Title: Sole Owner 07/15/2022
Signature of Reporting Person Date
DWIGHT ANDERSON Name: /s/ Dwight Anderson 07/15/2022
Signature of Reporting Person Date
OAS MM, LLC Name: /s/ Dwight Anderson Title: Managing Member 07/15/2022
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Disposed of pursuant to the Agreement and Plan of Merger dated March 16, 2022 by and among the Issuer, Bioceres Crop Solutions Corp. and BCS Merger Sub, Inc. (the "Merger Agreement") in exchange for 6,233,590 ordinary shares of Bioceres Crop Solutions Corp. having a market value of $9.44 per share at closing on the effective date of the merger.
( 2 )Ospraie Management, LLC ("Ospraie Management") is the investment manager of Ospraie Ag Science LLC ("Ospraie LLC") and has been delegated voting and investment power and thus beneficial ownership of the 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 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 held by Ospraie LLC as the general partner of Ospraie Holding. OAS MM, LLC may be deemed to beneficially own the shares of Common Stock of the Issuer held by Ospraie LLC as the managing member of Ospraie LLC. Dwight Anderson may be deemed to beneficially own the shares of Common Stock of the Issuer held by Ospraie LLC as the Managing Principal of Ospraie Management, the sole owner of Ospraie Inc. and sole managing member of OAS MM, 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., OAS MM, LLC 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, served on the board of directors of the Issuer prior to the closing of the merger contemplated by the Merger Agreement.

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