13D Filing: Ardsley Partners and Marrone Bio Innovations Inc (MBII)

CUSIP No. 57165B106

13D

Page 9 of 14 Pages

ITEM
1. Security and Issuer

(a)

The name of the issuer is Marrone Bio Innovations, Inc.(MBII) (the “Issuer”).

(b)

The address of the Issuer’s principal executive offices is 1540 Drew Avenue, Davis, California 95618.

This
Schedule 13D (the “Schedule”) relates to the common stock (“Common Stock”), of the Issuer.

ITEM
2. Identity and Background

(a)

This Schedule is being filed with respect to the Common Stock of the Issuer which are beneficially owned by the following reporting persons:

 

(i)

Ardsley Advisory Partners (the “Advisor”)

(ii)

Ardsley Partners I (the “General Partner”)

(iii)

Phillip J. Hempleman

(iv)

Ardsley Partners Fund II, L.P. (the “Fund II”),

(v)

Ardsley Partners Advanced Healthcare Fund, L.P. (the “Healthcare Fund”),

(vi)

Ardsley Partners Renewable Energy Fund L.P. (the “Renewable Energy Fund”) and

(vii)

Ardsley Duckdive Fund L.P. (the “Duckdive Fund and together with the Advisor, General Partner, Phillip J. Hempleman, the Fund II, the Healthcare Fund, the Renewable Energy Fund and the Duckdive Fund, the “Reporting Persons”).

 

Any
disclosures herein with respect to persons other than the Reporting Persons are made on information and belief after making inquiry
to the appropriate party.

 

(b)

The address of the principal office of each of the Reporting Persons is 262 Harbor Drive, Stamford, Connecticut 06902.

 

(c)

The principal business of the Advisor is serving as investment manager to certain private investment funds, including Fund II, Healthcare Fund, Renewable Energy Fund and Duckdive Fund, and to make investment decisions on behalf of these private investment funds. The principal business of Ardsley Partners is serving as the general partner of certain limited partnerships, including Fund II, Healthcare Fund and Renewable Energy Fund. Mr. Philip Hempleman serves as managing partner of the Advisor and the General Partner. The principal business of Fund II, Healthcare Fund, Renewable Energy Fund and Duckdive Fund is serving as private investment limited partnerships.

 

(d)

No Reporting Person, has, during the last five years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).

 

(e)

No Reporting Person, has, during the last five years, been party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.

 

(f)

Mr. Philip Hempleman is a citizen of the United States of America.