Edgar Filing: MARRONE BIO INNOVATIONS INC

Ownership Submission

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

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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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

Glidewell Donald J

2. Issuer Name and Ticker or Trading Symbol
MARRONE BIO INNOVATIONS INC [MBII]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

_____ Director	_____ 10% Owner
__X__ Officer (give title below)	_____ Other (specify below)
CFO and Secretary

(Last)

(First)

(Middle)

C/O MARRONE BIO INNOVATIONS, INC., 2121 SECOND STREET, STE. A-107

3. Date of Earliest Transaction (Month/Day/Year)
02/03/2014

(Street)

DAVIS, CA 95618

4. If Amendment, Date Original Filed(Month/Day/Year)

6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ 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 (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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)
1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	02/03/2014		M		1,992	A	$ 1.19	1,992	D
Common Stock	02/03/2014		S⁽⁵⁾		1,992	D	$ 15.4 ⁽⁶⁾	0	D
Common Stock	02/03/2014		M		266	A	$ 1.41	266	D
Common Stock	02/03/2014		S⁽⁵⁾		266	D	$ 15.4 ⁽⁶⁾	0	D
Common Stock	02/03/2014		M		5,852	A	$ 3.11	5,852	D
Common Stock	02/03/2014		S⁽⁵⁾		5,852	D	$ 15.4 ⁽⁶⁾	0	D
Common Stock	02/03/2014		M		21,910	A	$ 6.28	21,910	D
Common Stock	02/03/2014		S⁽⁵⁾		21,910	D	$ 15.4 ⁽⁶⁾	0	D

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
	Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.		SEC 1474 (9-02)

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 (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

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
(Month/Day/Year)

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

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Stock Option (Right to Buy)

$ 1.19

02/03/2014

1,992

⁽¹⁾

04/27/2021

Common Stock

1,992

$ 0

29,858

Stock Option (Right to Buy)

$ 1.41

02/03/2014

266

⁽²⁾

12/15/2021

Common Stock

266

$ 0

8,762

Stock Option (Right to Buy)

$ 3.11

02/03/2014

5,852

⁽³⁾

02/20/2022

Common Stock

5,852

$ 0

Stock Option (Right to Buy)

$ 6.28

02/03/2014

21,910

⁽⁴⁾

05/11/2022

Common Stock

21,910

$ 0

9,953

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Glidewell Donald J C/O MARRONE BIO INNOVATIONS, INC. 2121 SECOND STREET, STE. A-107 DAVIS, CA 95618			CFO and Secretary

Signatures

/s/ Donald J. Glidewell		02/05/2014
^**Signature of Reporting Person		Date

Explanation of Responses:

*	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).
(1)	The option vests with respect to 1/4th of the total shares subject to the option on the first anniversary of the vesting commencement date of May 1, 2011, and with respect to 1/48th of the total shares subject to the option monthly thereafter for 36 months.
(2)	The options vest with respect to 1/60th of the total shares subject to the option one month after the vesting commencement date of November 1, 2011, and with respect to 1/60th of the total shares subject to the option monthly thereafter for 36 months.
(3)	The options vested with respect to 100% of the total shares subject to the option on the vesting commencement date of February 20, 2012.
(4)	The option vests with respect to 1/4th of the total shares subject to the option on May 1, 2013, and with respect to 1/48th of the total shares subject to the option monthly thereafter for 36 months.
(5)	The sale reported in this Form 4 was effected pursuant to a Rule 10b5-1 Sales Plan adopted by the Reporting Person on December 13, 2013.
(6)	The transaction was executed in multiple trades and the price reported above reflects the weighted average purchase price. The Reporting Person hereby undertakes to provide upon request to the SEC Staff, the Issuer or the Security Holder of the Issuer, full information regarding the number of shares and prices at which each trade was effected.

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