MARRONE BIO INNOVATIONS, INC. (NASDAQ:MBII) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

0

MARRONE BIO INNOVATIONS, INC. (NASDAQ:MBII) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

Item5.02 Departure of Directors or Certain Officers; Election of
Directors; Appointment of Certain Officers; Compensatory
Arrangements of Certain Officers.

On May3, 2017, the board of directors (the Board) of Marrone Bio
Innovations, Inc. (the Company) approved cash and equity bonus
awards for each of the Companys named executive officers for
performance during the fiscal year ended December31, 2016 based
on the recommendation it received from the Compensation Committee
of the Board (the Committee) to approve such bonus awards. The
bonus awards granted to each of Pamela G. Marrone, Ph.D.,
President and Chief Executive Officer, James B. Boyd, Senior Vice
President and Chief Financial Officer, and Linda V. Moore, Senior
Vice President, General Counsel and Secretary, have an aggregate
value of $43,667, $34,739 and $33,286, respectively, each payable
in cash with respect to 25% of the applicable award, and with 75%
of the applicable award being made in an equity grant, the form
of which has not yet been determined.

The awards were recommended by the Committee under a bonus plan
that provided for a target bonus award of approximately 30% of
each named executive officers base salary, with 70% of the target
award based upon the achievement of Company-wide goals and 30% of
the target award based upon the achievement of individual goals.
The progress of the goals was tracked by the Committee, and the
determination of goal achievement (full or partial) was made by
the Committee and approved by the Board. Based upon such
determinations, Dr. Marrone, Mr. Boyd and Ms. Moore were entitled
to approximately 32%, 35% and 40%, respectively, of his or her
target bonus.

All other compensation for the named executive officers for the
fiscal year ended December31, 2016 was previously reported by the
Company in the Summary Compensation Table beginning on page 7 of
the Companys Amendment No.1 to its Annual Report on Form
10-K filed on
April24, 2017 (the 10-K Amendment). As of the filing of the 10-K
Amendment, bonus awards for the named executive officers had not
been determined and, therefore, were omitted from the Summary
Compensation Table included in the 10-K Amendment. to Item
5.02(f) of Form 8-K, the cash bonus awards for the named
executive officers for the fiscal year ended December31, 2016 are
set forth below together with the other compensation previously
reported, and the new total compensation amounts for the fiscal
year ended December31, 2016.

NAME AND PRINCIPAL POSITION

YEAR SALARY ($) BONUS ($) OPTION RSU AWARDS ($)(1) NON-EQUITY INCENTIVE PLAN COMPENSATION ($)(2) ALL OTHER COMPENSATION ($)(3) TOTAL ($)

Pamela G. Marrone, Ph.D.

President and Chief Executive Officer

300,000 88,825 (4) 10,917 10,989 410,731
300,000 24,754 (5) 12,306 337,060
300,000 11,973 311,973

James B. Boyd

Senior Vice President and Chief Financial Officer

250,000 319,350 (4) 8,685 10,972 589,007
248,958 20,542 10,033 279,533
202,769 10,000 (7) 1,704,699 (6) 1,855 1,919,323

Linda V. Moore

Senior Vice President, General Counsel and
Secretary

240,000 54,460 (4) 8,322 10,679 313,461
237,500 19,674 10,587 267,761
178,125 935,460 (6) 19,372 15,781 (8) 1,148,738
(1) This column reflects the aggregate grant date fair value of
option awards granted to the named executive officers
estimated to FASB ASC 718, CompensationShare based
compensation (ASC 718). Valuation assumptions are described
in Note 10 of the Notes to Consolidated Financial Statements
included in Part II-Item 8-Financial Statements and
Supplementary Data in the Companys Annual Report on Form 10-K
for the fiscal year ended December31, 2016.
(2) This column includes cash amounts paid under the Companys
non-equity incentive award program.
(3) This column includes the Companys 401(k) retirement savings
plan matching, payment of life insurance premiums, long-term
disability and other insurance-related reimbursements unless
separately noted.
(4) The amount for Dr.Marrone represents separate option awards
of 166,687 shares and 83,313 shares, each with an exercise
price of $0.80, none of which have been exercised. The amount
for Mr.Boyd represents separate option awards of 137,463
shares and 12,537 shares, each with an exercise price of
$1.23, and 121,114 shares and 78,886 shares, each with an
exercise price of $2.34, none of which have been exercised.
In addition, Mr.Boyd received 31,250 restricted stock units
that were fully vested. These RSUs were immediately converted
into common stock. The closing price of the Companys common
stock on the date of conversion was $0.80. The amount for
Ms.Moore represents two separate option awards of 84,319
shares and 15,681 shares, each with an exercise price of
$1.23, none of which have been exercised.
(5) Dr.Marrone voluntarily elected to defer payment of her
non-equity incentive award for 2015, which has not yet been
paid.
(6) The amount for Mr.Boyd represents two separate option awards
of 161,492 shares and 28,508 shares, each with an exercise
price of $14.03, none of which have been exercised. The
amount for Ms.Moore represents two separate option awards of
73,240 shares and 26,760 shares, each with an exercise price
of $14.61, none of which have been exercised.
(7) Represents a signing bonus.
(8) In addition, to the items included in Note 3, Ms.Moores other
compensation for 2014 includes certain reimbursements for
relocation expenses.


About MARRONE BIO INNOVATIONS, INC. (NASDAQ:MBII)

Marrone Bio Innovations, Inc. offers bio-based pest management and plant health products. The Company’s bio-based products include naturally occurring microorganisms, such as bacteria, fungi and plant extracts. It sells its products to crop protection market. Its four crop protection products include Regalia, Grandevo, Venerate and Majestene. Its products are used in both conventional and organic crop production, and are sold to growers of specialty crops, such as grapes, citrus, tomatoes, vegetables, nuts, leafy greens and ornamental plants. It offers Regalia for large-acre row crops, such as corn and soybeans. Its pipeline of early-stage discoveries and product candidates extends across a range of product types for end markets, including herbicides, fungicides, nematicides, insecticides, algaecides (for algae control), molluscicides (for mussel and snail control), and plant growth and plant stress regulators. It is engaged in developing MBI-010, MBI-110, Haven (MBI-505) and MBI-601.

MARRONE BIO INNOVATIONS, INC. (NASDAQ:MBII) Recent Trading Information

MARRONE BIO INNOVATIONS, INC. (NASDAQ:MBII) closed its last trading session down -0.06 at 1.44 with 51,390 shares trading hands.