KIOR / Kior Inc - SEC-arkivering, Årsberetning, Fuldmagtserklæring

KIOR / Kior Inc / FRONTIER CAPITAL MANAGEMENT CO LLC - SC 13G/A Passive Investment

SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 4) KIOR INC. (Name of Issuer) COMMON STOCKS (Title of Class of Securities) 497217109 (CUSIP Number) DECEMBER 31, 2014 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Sc

KIOR / Kior Inc S-8 POS - - S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on January 28, 2015 Registration Nos.

KIOR / Kior Inc S-8 POS - - S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on January 28, 2015 Registration Nos.

KIOR / Kior Inc 15-12B - - 15-12B

15-12B UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number 001-35213 KiOR, Inc. (Exact name of registrant as specified in its ch

Regulation FD Disclosure, Financial Statements and Exhibits

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 22, 2015 KiOR, INC. (Exact name of registrant as specified in its charter) Delaware 001-35213 51-0652233 (State or other jurisdiction of incorporation) (Commission File Nu

IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE Case No.: 14-12514 Reporting Period: Dec 1 - Dec 31, 2014 Federal Tax I.D. #: 51-0652233 Monthly Operating Report Required Documents Form No. Document Attached Explanation Attached Sc

EX-99.1 Exhibit 99.1 IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE Case No.: 14-12514 Reporting Period: Dec 1 - Dec 31, 2014 Federal Tax I.D. #: 51-0652233 Monthly Operating Report Required Documents Form No. Document Attached Explanation Attached Schedule of Cash Receipts and Disbursements MOR-1 X Bank Account Information/Reconciliation MOR-1a X Detailed Operating Receipts an

IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE Case No.: 14-12514 Reporting Period: Nov 09 - Nov 30 Federal Tax I.D. #: 51-0652233 Monthly Operating Report Form Document Explanation Required Documents No. Attached Attached Schedul

EX-99.1 2 d843196dex991.htm EX-99.1 Exhibit 99.1 IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE Case No.: 14-12514 Reporting Period: Nov 09 - Nov 30 Federal Tax I.D. #: 51-0652233 Monthly Operating Report Form Document Explanation Required Documents No. Attached Attached Schedule of Cash Receipts and Disbursements MOR-1 X Bank Account Information/Reconciliation MOR-1a X Detaile

Regulation FD Disclosure, Financial Statements and Exhibits

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 26, 2014 KiOR, INC. (Exact name of registrant as specified in its charter) Delaware 001-35213 51-0652233 (State or other jurisdiction of incorporation) (Commission File N

Financial Statements and Exhibits

Form 8-K/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 2) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): August 31, 2014 KiOR, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35213 51-0652233 (State or other jurisdiction of incorpor

1

EX-17.1 2 d824230dex171.htm EX-17.1 Exhibit 17.1 Hoevelaken, August 31st 2014 LETTER OF RESIGNATION From: Paul O’Connor To: The board of directors of KiOR Inc. Dear fellow directors As you know the KiOR technology to convert waste biomass into fuels and chemicals via catalytic pyrolysis (or cracking) originated from a Dutch company called BIOeCON, which invented and explored this concept in 2006 a

KIOR / Kior Inc NT 10-Q - - NT 10-Q

NT 10-Q SEC FILE NUMBER: 001-35213 CUSIP NUMBER: 497217 10 9 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

KIOR / Kior Inc / Khosla Ventures II, L.P. - SC 13D/A Activist Investment

SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 10)* KiOR, Inc. (Name of Issuer) Class A common stock, par value $0.0001 per share (Title of Class of Securities) 497219109 (CUSIP Number) Vinod Khosla Khosla Ventures 2128 Sand Hill Road Menlo Park, California 94025 (650) 376-8500 with a copy to: T

PLAN SUPPORT AGREEMENT THIS PLAN SUPPORT AGREEMENT DOES NOT CONSTITUTE A VOTE TO ACCEPT OR REJECT ANY CHAPTER 11 PLAN OR A SOLICITATION OF VOTES TO ACCEPT OR REJECT ANY CHAPTER 11 PLAN

EX-99.2 Exhibit 99.2 PLAN SUPPORT AGREEMENT THIS PLAN SUPPORT AGREEMENT DOES NOT CONSTITUTE A VOTE TO ACCEPT OR REJECT ANY CHAPTER 11 PLAN OR A SOLICITATION OF VOTES TO ACCEPT OR REJECT ANY CHAPTER 11 PLAN This PLAN SUPPORT AGREEMENT (as it may be amended or supplemented from time to time in accordance with the terms hereof, and together with, and incorporating herein by reference, all exhibits at

KiOR Receives Bid for Assets; Refocus on Research and Development Additional Funding Provided by an Affiliate of Existing Lenders Company Files Chapter 11 to Facilitate Sale and Reorganization Columbus, Mississippi Facility Not Included in Filing

EX-99.1 2 d818984dex991.htm EX-99.1 Exhibit 99.1 KiOR Receives Bid for Assets; Refocus on Research and Development Additional Funding Provided by an Affiliate of Existing Lenders Company Files Chapter 11 to Facilitate Sale and Reorganization Columbus, Mississippi Facility Not Included in Filing Pasadena, Texas—November 9, 2014—KiOR, Inc. (OTC: KIOR) (“KiOR” or the “Company”) announced today that a

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 9, 2014 KiOR, INC. (Exact name of registrant as specified in its charter) Delaware 001-35213 51-0652233 (State or other jurisdiction of incorporation) (Commission File Nu

EXHIBIT 99.1: JOINT FILING AGREEMENT

EX-99.1 Exhibit 99.1 EXHIBIT 99.1: JOINT FILING AGREEMENT The undersigned, being duly authorized thereunder, hereby execute this agreement as an exhibit to this Schedule 13D to evidence the agreement of the below-named parties, in accordance with the rules promulgated pursuant to the Securities Exchange Act of 1934, to file this Schedule jointly on behalf of each such party. /s/ Vinod Khosla Vinod

Financial Statements and Exhibits, Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement, Bankruptcy or Receivership

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 9, 2014 KiOR, INC. (Exact name of registrant as specified in its charter) Delaware 001-35213 51-0652233 (State or other jurisdiction of incorporation) (Commission File Nu

SENIOR SECURED AND SUPERPRIORITY FINANCING AGREEMENT

EX-99..1 Exhibit 99.1 SENIOR SECURED AND SUPERPRIORITY FINANCING AGREEMENT THIS SENIOR SECURED AND SUPERPRIORITY FINANCING AGREEMENT (the “Agreement”), dated as of November 9, 2014, is entered into by and among KIOR, INC., a Delaware corporation (“KiOR” or the “Borrower”), as a debtor and debtor in possession under Chapter 11 of the Bankruptcy Code (as defined herein), the lenders from time to tim

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

8-K 1 d816493d8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 3, 2014 KiOR, INC. (Exact name of registrant as specified in its charter) Delaware 001-35213 51-0652233 (State or other jurisdiction of incorporation

FIRST AMENDMENT TO PROTECTIVE ADVANCE LOAN AND SECURITY AGREEMENT

EX-99.1 FIRST AMENDMENT TO PROTECTIVE ADVANCE LOAN AND SECURITY AGREEMENT THIS FIRST AMENDMENT TO PROTECTIVE ADVANCE LOAN AND SECURITY AGREEMENT (this “Amendment”) is entered into as of November 6, 2014, with an effective date of October 31, 2014 (the “Effective Date”), by and among KIOR, INC., a Delaware corporation (the “Company”), KIOR COLUMBUS LLC, a Delaware limited liability company (“KiOR C

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 10, 2014 KiOR, INC. (Exact name of registrant as specified in its charter) Delaware 001-35213 51-0652233 (State or other jurisdiction of incorporation) (Commission File Number

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

8-K/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): August 31, 2014 KiOR, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35213 51-0652233 (State or other jurisdiction of incorporation

To: the Board of Directors of KiOR, Inc.,

EX-99.1 Exhibit 99.1 To: the Board of Directors of KiOR, Inc., Re: KiOR, Inc - Form 8-K filing dated 5 September 2014 Dear Sirs, I refer to the Form 8-K filing dated 5 September 2014, and in particular Item 5.02 thereof (Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers). In Item 5.02, reference is made

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

8-K 1 d788801d8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 12, 2014 KiOR, INC. (Exact name of registrant as specified in its charter) Delaware 001-35213 51-0652233 (State or other jurisdiction of incorporati

Confidential Materials omitted and filed separately with the Securities and Exchange Commission. Double asterisks denote omission.

EX-17.1 2 d784573dex171.htm EX-17.1 Confidential Materials omitted and filed separately with the Securities and Exchange Commission. Double asterisks denote omission. Exhibit 17.1 Hoevelaken, August 31st 2014 LETTER OF RESIGNATION From: Paul O’Connor To: The board of directors of KiOR Inc. Dear fellow directors As you know the KiOR technology to convert waste biomass into fuels and chemicals via c

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

8-K 1 d784573d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): August 31, 2014 KiOR, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35213 51-0652233 (State or other jurisdiction of incorpora

KIOR / Kior Inc / BIOeCON B.V. Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 7)* KiOR, INC. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 497217 10 9 (CUSIP Number) BIOeCON B.V. Hogebrinkerweg 15 e 3871 KM Hoevelaken The Netherlands Tel: +31 33 254 04 73 Attn: O.B. de Haseth Copie

Submission of Matters to a Vote of Security Holders

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): August 6, 2014 KiOR, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35213 51-0652233 (State or other jurisdiction of incorporation) (Commission File Numb

KIOR / Kior Inc 10-Q - Quarterly Report - FORM 10-Q

kior2014063010q.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: June 30, 2014 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-35213 KiO

KIOR / Kior Inc / BIOeCON B.V. Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 6)* KiOR, INC. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 497217 10 9 (CUSIP Number) BIOeCON B.V. Hogebrinkerweg 15 e 3871 KM Hoevelaken The Netherlands Tel: +31 33 254 04 73 Attn: O.B. de Haseth Copie

KIOR / Kior Inc / BIOeCON B.V. Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 5)* KiOR, INC. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 497217 10 9 (CUSIP Number) BIOeCON B.V. Hogebrinkerweg 15 e 3871 KM Hoevelaken The Netherlands Tel: +31 33 254 04 73 Attn: O.B. de Haseth Copie

KIOR / Kior Inc / BIOeCON B.V. Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 4)* KiOR, INC. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 497217 10 9 (CUSIP Number) BIOeCON B.V. Hogebrinkerweg 15 e 3871 KM Hoevelaken The Netherlands Tel: +31 33 254 04 73 Attn: O.B. de Haseth Copie

PROTECTIVE ADVANCE LOAN AND SECURITY AGREEMENT

EX-99.2 Exhibit 99.2 PROTECTIVE ADVANCE LOAN AND SECURITY AGREEMENT THIS PROTECTIVE ADVANCE LOAN AND SECURITY AGREEMENT (the “Agreement”), dated as of July 17, 2014, is entered into by and among KIOR, INC., a Delaware corporation (the “Company”), KIOR COLUMBUS LLC, a Delaware limited liability company (“KiOR Columbus” and collectively with the Company, the “Borrowers”), the lenders from time to ti

SECOND AMENDED AND RESTATED SUBORDINATION AGREEMENT KIOR, INC., as Parent and Certain of its Subsidiaries, as Grantors KFT Trust, Vinod Khosla, Trustee as First Lien Agent Khosla Ventures III LP and KFT Trust, Vinod Khosla, Trustee as Second Lien Age

EX-99.3 Exhibit 99.3 SECOND AMENDED AND RESTATED SUBORDINATION AGREEMENT among KIOR, INC., as Parent and Certain of its Subsidiaries, as Grantors and KFT Trust, Vinod Khosla, Trustee as First Lien Agent Khosla Ventures III LP and KFT Trust, Vinod Khosla, Trustee as Second Lien Agents and 1538731 Alberta Ltd., as Third Lien Agent Dated as of July 17, 2014 SECOND AMENDED AND RESTATED SUBORDINATION A

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

8-K 1 d758603d8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 11, 2014 KiOR, INC. (Exact name of registrant as specified in its charter) Delaware 001-35213 51-0652233 (State or other jurisdiction of incorporation) (

SENIOR SECURED PROTECTIVE ADVANCE NOTE

EX-99.1 Exhibit 99.1 SENIOR SECURED PROTECTIVE ADVANCE NOTE THIS SENIOR SECURED PROTECTIVE ADVANCE NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. IT MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, HYPOTHECATED OR OTHERWISE TRANSFERRED EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR AN OPINION OF COUNSEL SATISFACTORY TO

FORBEARANCE AGREEMENT

EX-99.1 2 d753492dex991.htm EX-99.1 Exhibit 99.1 FORBEARANCE AGREEMENT THIS FORBEARANCE AGREEMENT (this “Agreement”) is entered into as of July 3, 2014, by KiOR COLUMBUS, LLC (“Borrower”); KiOR, INC. (“Guarantor”); and MISSISSIPPI DEVELOPMENT AUTHORITY, acting for and on behalf of the State of Mississippi (“Lender”). BACKGROUND Borrower and/or Guarantor, on the one hand, and Lender on the other ha

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 3, 2014 KiOR, INC. (Exact name of registrant as specified in its charter) Delaware 001-35213 51-0652233 (State or other jurisdiction of incorporation) (Commission File Number

SENIOR SECURED PROTECTIVE ADVANCE NOTE

EX-99.3 4 d753492dex993.htm EX-99.3 Exhibit 99.3 SENIOR SECURED PROTECTIVE ADVANCE NOTE THIS SENIOR SECURED PROTECTIVE ADVANCE NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. IT MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, HYPOTHECATED OR OTHERWISE TRANSFERRED EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR AN OPINIO

AMENDED AND RESTATED SENIOR SECURED PROMISSORY NOTE

EX-99.5 Exhibit 99.5 AMENDED AND RESTATED SENIOR SECURED PROMISSORY NOTE THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. IT MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, HYPOTHECATED OR OTHERWISE TRANSFERRED EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR AN OPINION OF COUNSEL SATISFACTORY TO THE COMPANY THAT REG

AMENDMENT NO. 1 TO SENIOR SECURED PROMISSORY NOTE AND WARRANT PURCHASE AGREEMENT

EX-99.2 Exhibit 99.2 AMENDMENT NO. 1 TO SENIOR SECURED PROMISSORY NOTE AND WARRANT PURCHASE AGREEMENT THIS AMENDMENT NO. 1 TO SENIOR SECURED PROMISSORY NOTE PURCHASE AGREEMENT (this “Amendment”) is made and entered into as of July 3, 2014 by and among KIOR, INC., a Delaware corporation (“KiOR”), certain of KiOR’s subsidiaries (collectively with KiOR, the “Company”), KFT Trust, as Agent, and the Pu

AMENDED AND RESTATED SENIOR SECURED PROMISSORY NOTE

Exhibit 99.4 AMENDED AND RESTATED SENIOR SECURED PROMISSORY NOTE THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. IT MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, HYPOTHECATED OR OTHERWISE TRANSFERRED EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR AN OPINION OF COUNSEL SATISFACTORY TO THE COMPANY THAT REGISTRATIO

KIOR / Kior Inc / Gates Ventures, Llc - SC 13G Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* KIOR, INC. (Name of Issuer) CLASS A COMMON STOCK (Title of Class of Securities) 497217109 (CUSIP Number) July 1, 2014 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: o Rul

JOINT FILING AGREEMENT

EX-99.1 2 a14-164411ex99d1.htm EX-99.1 Exhibit 99.1 JOINT FILING AGREEMENT We, the signatories of the statement to which this Joint Filing Agreement is attached, hereby agree that such statement is filed, and any amendments thereto filed by either or both of us will be filed, on behalf of each of us. Date: July 2, 2014 GATES VENTURES, LLC By: * Name: Alan Heuberger Title: Attorney-in-fact for Mich

- DEF 14A

DEF 14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

- DEFINITIVE ADDITIONAL MATERIALS

Definitive Additional Materials UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

KIOR / Kior Inc / Gates Ventures, Llc - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 5)* KIOR, INC. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 497219109 (CUSIP Number) Mike Rodden, Esq. Rumei Mistry, Esq. 2365 Carillon Point Kirkland, WA 98033 425-889-7900 (Name, Address and Telephone Nu

KIOR / Kior Inc / Gates Ventures, Llc - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 4)* KIOR, INC. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 497219109 (CUSIP Number) Mike Rodden, Esq. Rumei Mistry, Esq. 2365 Carillon Point Kirkland, WA 98033 425-889-7900 (Name, Address and Telephone Nu

KIOR / Kior Inc / Gates Ventures, Llc - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 3)* KIOR, INC. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 497219109 (CUSIP Number) Mike Rodden, Esq. Rumei Mistry, Esq. 2365 Carillon Point Kirkland, WA 98033 425-889-7900 (Name, Address and Telephone Nu

KIOR / Kior Inc / Gates Ventures, Llc - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2)* KIOR, INC. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 497219109 (CUSIP Number) Mike Rodden, Esq. Rumei Mistry, Esq. 2365 Carillon Point Kirkland, WA 98033 425-889-7900 (Name, Address and Telephone Nu

- PRE 14A

PRE 14A 1 d728491dpre14a.htm PRE 14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: x Preliminary Proxy Statement ¨ Confidential, for Use of the Com

KIOR / Kior Inc / Gates Ventures, Llc - SC 13D/A Activist Investment

SC 13D/A 1 a14-147751sc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* KIOR, INC. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 497219109 (CUSIP Number) Mike Rodden, Esq. Rumei Mistry, Esq. 2365 Carillon Point Kirkland, WA 98033 425

13D CUSIP No. 497219109 JOINT FILING AGREEMENT

EX-99.1 2 d733931dex991.htm EX-99.1 13D CUSIP No. 497219109 EXHIBIT 99.1 JOINT FILING AGREEMENT The undersigned, being duly authorized thereunder, hereby execute this agreement as an exhibit to this Schedule 13D to evidence the agreement of the below-named parties, in accordance with the rules promulgated pursuant to the Securities Exchange Act of 1934, to file this Schedule jointly on behalf of e

KIOR / Kior Inc / Khosla Ventures II, L.P. - SC 13D/A Activist Investment

SC 13D/A 1 d733931dsc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 9)* KiOR, Inc. (Name of issuer) Class A common stock, par value $0.0001 per share (Title of class of securities) 497219109 (CUSIP number) Vinod Khosla Khosla Ventures 2128 Sand Hill Road Menlo Park, California 94025 (65

Other Events, Shareholder Director Nominations

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 23, 2014 KiOR, INC. (Exact name of registrant as specified in its charter) Delaware 001-35213 51-0652233 (State or other jurisdiction of incorporation) (Commission File Number) (I

WARRANT AGREEMENT To Purchase Shares of Class A Common Stock of KIOR, INC. Dated as of May 22, 2014 (the “Effective Date”)

EX-99.2 Exhibit 99.2 THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE OF SUCH WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY THAT SUC

SENIOR SECURED PROMISSORY NOTE

EX-99.1 2 d733317dex991.htm EX-99.1 Exhibit 99.1 SENIOR SECURED PROMISSORY NOTE THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. IT MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, HYPOTHECATED OR OTHERWISE TRANSFERRED EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR AN OPINION OF COUNSEL SATISFACTORY TO THE COMPANY T

Unregistered Sales of Equity Securities, Financial Statements and Exhibits

8-K 1 d733317d8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 22, 2014 KiOR, INC. (Exact name of registrant as specified in its charter) Delaware 001-35213 51-0652233 (State or other jurisdiction of incorporation) (C

Schedule of Post-First Amendment Additional Warrants Issued

EX-10 2 ex10-15.htm EXHIBIT 10.15 Exhibit 10.15 Schedule of Post-First Amendment Additional Warrants Issued Warrants in the form filed as Exhibit 99.6 to Form 8-K of KiOR, Inc. on March 18, 2013 were issued pursuant to Amendment No. 1 to the Loan and Security Agreement dated as of March 18, 2013 among the Company, KiOR Columbus LLC, 1538731 Alberta Ltd., 1538716 Alberta Ltd. and KFT Trust, Vinod K

Schedule of ATM Warrants Issued

kior2014033110q.htm Exhibit 10.16 Schedule of ATM Warrants Issued Warrants in the form filed as Exhibit 99.2 to Form 8-K of KiOR, Inc. on March 18, 2013 were issued pursuant to Amendment No. 1 to the Loan and Security Agreement dated as of March 18, 2013 among the Company, KiOR Columbus LLC, 1538731 Alberta Ltd., 1538716 Alberta Ltd. and KFT Trust, Vinod Khosla, Trustee as follows: Date Issued War

Quarterly Report - FORM 10-Q

kior2014033110q.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: March 31, 2014 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-35213 Ki

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 30, 2014 KiOR, INC. (Exact name of registrant as specified in its charter) Delaware 001-35213 51-0652233 (State or other jurisdiction of incorporation) (Commission File Number)

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 29, 2014 KiOR, INC. (Exact name of registrant as specified in its charter) Delaware 001-35213 51-0652233 (State or other jurisdiction of incorporation) (Commission File Number)

Annual Report - 10-K/A

10-K/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A Amendment No. 1 ¨ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2013 ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-35213 Ki

KIOR / Kior Inc / Gates Ventures, Llc - SC 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* KIOR, INC. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 497219109 (CUSIP Number) Mike Rodden, Esq. Rumei Mistry, Esq. Gates Ventures, LLC 2365 Carillon Point Kirkland, WA 98033 425-889-7900 (Name, Addre

GATES VENTURES, LLC

Exhibit 99.3 GATES VENTURES, LLC KiOR, Inc. 13001 Bay Park Road Pasadena, Texas 77507 Attention: Chief Financial Officer Attention: General Counsel Facsimile: 281-694-8799 October 18, 2013 Ladies and Gentlemen: We refer to (i) that certain Class A Common Stock Purchase Agreement (as amended, restated, supplemented or otherwise modified from time to time, the “Purchase Agreement”), entered into as

KIOR / Kior Inc / Khosla Ventures II, L.P. - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 8)* KiOR, Inc. (Name of issuer) Class A common stock, par value $0.0001 per share (Title of class of securities) 497219109 (CUSIP number) Vinod Khosla Khosla Ventures 2128 Sand Hill Road Menlo Park, California 94025 (650) 376-8500 with a copy to: Tammy Tompk

13D CUSIP No. 497219109 JOINT FILING AGREEMENT

EX-99.1 13D CUSIP No. 497219109 EXHIBIT 99.1 JOINT FILING AGREEMENT The undersigned, being duly authorized thereunder, hereby execute this agreement as an exhibit to this Schedule 13D to evidence the agreement of the below-named parties, in accordance with the rules promulgated pursuant to the Securities Exchange Act of 1934, to file this Schedule jointly on behalf of each such party. /s/ Vinod Kh

Unregistered Sales of Equity Securities, Financial Statements and Exhibits

8-K 1 d703353d8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 3, 2014 KiOR, INC. (Exact name of registrant as specified in its charter) Delaware 001-35213 51-0652233 (State or other jurisdiction of incorporation) (

WARRANT AGREEMENT To Purchase Shares of Class A Common Stock of KIOR, INC. Dated as of April 3, 2014 (the “Effective Date”)

EX-99.2 3 d703353dex992.htm EX-99.2 Exhibit 99.2 THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE OF SUCH WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL REASONABLY SATISFAC

SENIOR SECURED PROMISSORY NOTE

EX-99.1 Exhibit 99.1 SENIOR SECURED PROMISSORY NOTE THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. IT MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, HYPOTHECATED OR OTHERWISE TRANSFERRED EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR AN OPINION OF COUNSEL SATISFACTORY TO THE COMPANY THAT REGISTRATION IS NOT REQU

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant - 8-K

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 31, 2014 KiOR, INC. (Exact name of registrant as specified in its charter) Delaware 001-35213 51-0652233 (State or other jurisdiction of incorporation) (Commission File Numb

AMENDMENT NO. 2 TO SENIOR SECURED CONVERTIBLE NOTE PURCHASE AGREEMENT

EX-99.2 5 d705165dex992.htm EX-99.2 Exhibit 99.2 AMENDMENT NO. 2 TO SENIOR SECURED CONVERTIBLE NOTE PURCHASE AGREEMENT THIS AMENDMENT NO. 2 TO SENIOR SECURED CONVERTIBLE NOTE PURCHASE AGREEMENT (this “Amendment”) is made and entered into as of March 31, 2014 by and among KIOR, INC., a Delaware corporation (“Parent”), certain of Parent’s subsidiaries (collectively with Parent, “Grantors”), Khosla V

SENIOR SECURED PROMISSORY NOTE AND WARRANT PURCHASE AGREEMENT by and among KiOR, Inc., KiOR Columbus, LLC, the Purchasers party hereto and the Agent March 31, 2014 TABLE OF CONTENTS Page ARTICLE 1 AUTHORIZATION AND SALE OF SECURITIES 5 1.1 Authorizat

EX-99.1 2 d704356dex991.htm EX-99.1 Exhibit 99.1 SENIOR SECURED PROMISSORY NOTE AND WARRANT PURCHASE AGREEMENT by and among KiOR, Inc., KiOR Columbus, LLC, the Purchasers party hereto and the Agent March 31, 2014 TABLE OF CONTENTS Page ARTICLE 1 AUTHORIZATION AND SALE OF SECURITIES 5 1.1 Authorization and Sale of Notes and Warrants 5 1.2 Use of Proceeds 6 1.3 Tax Status of Purchasers 6 1.4 Definit

AMENDED AND RESTATED SUBORDINATION AGREEMENT KIOR, INC, as Parent and Certain of its Subsidiaries, as Grantors Khosla Ventures III LP and KFT Trust, Vinod Khosla, Trustee as First-Lien Agents 1538731 Alberta Ltd., as Second-Lien Agent Dated as of Mar

EX-99.4 Exhibit 99.4 AMENDED AND RESTATED SUBORDINATION AGREEMENT among KIOR, INC, as Parent and Certain of its Subsidiaries, as Grantors and Khosla Ventures III LP and KFT Trust, Vinod Khosla, Trustee as First-Lien Agents and 1538731 Alberta Ltd., as Second-Lien Agent Dated as of March 31, 2014 TABLE OF CONTENTS SECTION PAGE NO. SECTION 1. Definitions 2 1.1 Defined Terms 2 1.2 Terms Generally 9 S

AMENDMENT NO. 3 TO LOAN AND SECURITY AGREEMENT

EX-99.3 Exhibit 99.3 Notwithstanding anything herein to the contrary, the Second-Lien Obligations (as defined in the Subordination Agreement (defined below)) and the lien and security interest granted to the Agent pursuant to the Existing Loan Agreement (defined below) and the exercise of certain rights and remedies by the Agent hereunder and under the Existing Loan Agreement are subordinated and

SENIOR SECURED PROMISSORY NOTE

EX-99.1B 3 d705165dex991b.htm EX-99.1B Exhibit 99.1B SENIOR SECURED PROMISSORY NOTE THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. IT MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, HYPOTHECATED OR OTHERWISE TRANSFERRED EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR AN OPINION OF COUNSEL SATISFACTORY TO THE COMPA

SENIOR SECURED PROMISSORY NOTE AND WARRANT PURCHASE AGREEMENT by and among KiOR, Inc., KiOR Columbus, LLC, the Purchasers party hereto and the Agent March 31, 2014 TABLE OF CONTENTS Page ARTICLE 1 AUTHORIZATION AND SALE OF SECURITIES 5 1.1 Authorizat

EX-99.1 Exhibit 99.1 SENIOR SECURED PROMISSORY NOTE AND WARRANT PURCHASE AGREEMENT by and among KiOR, Inc., KiOR Columbus, LLC, the Purchasers party hereto and the Agent March 31, 2014 TABLE OF CONTENTS Page ARTICLE 1 AUTHORIZATION AND SALE OF SECURITIES 5 1.1 Authorization and Sale of Notes and Warrants 5 1.2 Use of Proceeds 6 1.3 Tax Status of Purchasers 6 1.4 Definitions 6 ARTICLE 2 SECURITY IN

INTERCREDITOR AGREEMENT

EX-99.5 Exhibit 99.5 INTERCREDITOR AGREEMENT INTERCREDITOR AGREEMENT (this “Intercreditor Agreement”), dated as of March 31, 2014, among Khosla Ventures III LP, in its capacity as administrative agent under the 2013 Purchase Agreement (defined below) (the “2013 Agent”) and KFT Trust, Vinod Khosla, Trustee, as administrative agent under the 2014 Purchase Agreement (the “2014 Agent”), Kior, Inc., a

Financial Statements and Exhibits - FORM 8-K/A

Form 8-K/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 31, 2014 KiOR, INC. (Exact name of registrant as specified in its charter) Delaware 001-35213 51-0652233 (State or other jurisdiction of incorpora

WARRANT AGREEMENT To Purchase Shares of Class A Common Stock of KIOR, INC. Dated as of [ ] (the “Effective Date”)

EX-99.1C Exhibit 99.1C THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE OF SUCH WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY THAT S

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

8-K 1 d699827d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): March 26, 2014 KiOR, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35213 51-0652233 (State or other jurisdiction of incorporat

KIOR, INC. NOTICE OF GRANT OF STOCK OPTION

EX-99.1 Exhibit 99.1 KIOR, INC. NOTICE OF GRANT OF STOCK OPTION Notice is hereby given of the following option grant (the “Option”) to purchase shares of the Class A Common Stock of Kior, Inc. (the “Corporation”): Optionee: Christopher Artzer Grant Date: March 26, 2014 Vesting Commencement Date: March 26, 2014 Exercise Price: $ 0.4701 Per share Number of Option Shares: 1,750,000 shares of Class A

KIOR / Kior Inc / Khosla Ventures II, L.P. - SC 13D/A Activist Investment

SC 13D/A 1 d697164dsc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 7)* KiOR, Inc. (Name of issuer) Class A common stock, par value $0.0001 per share (Title of class of securities) 497219109 (CUSIP number) Vinod Khosla Khosla Ventures 2128 Sand Hill Road Menlo Park, California 94025 (65

KIOR / Kior Inc / Peterson Stuart L - AMENDMENT 17 TO SCHEDULE 13D FOR KIOR, INC. BY STUART L. PETERSON Activist Investment

SC 13D/A 1 s13da031914-kior.htm AMENDMENT 17 TO SCHEDULE 13D FOR KIOR, INC. BY STUART L. PETERSON UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 17*) KiOR, Inc. (Name of Issuer) Class A Common Stock, par value $.0001 per share (Title of Class of Securities) 497217 10 9 (CUSIP Number) COPY TO: Robert A. R

Unregistered Sales of Equity Securities, Financial Statements and Exhibits - 8-K

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 18, 2014 KiOR, INC. (Exact name of registrant as specified in its charter) Delaware 001-35213 51-0652233 (State or other jurisdiction of incorporation) (Commission File Numb

POST-FIRST AMENDMENT ADDITIONAL WARRANT AGREEMENT To Purchase Shares of Class A Common Stock of KIOR, INC. Dated as of March 17, 2013 (the “Effective Date”)

EX-99.4 Exhibit 99.4 THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE OF SUCH WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY THAT SUC

ATM WARRANT AGREEMENT To Purchase Shares of Class A Common Stock of KIOR, INC. Dated as of March 17, 2013 (the “Effective Date”)

EX-99.1 Exhibit 99.1 THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE OF SUCH WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY THAT SUC

ATM WARRANT AGREEMENT To Purchase Shares of Class A Common Stock of KIOR, INC. Dated as of March 17, 2013 (the “Effective Date”)

EX-99.3 Exhibit 99.3 THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE OF SUCH WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY THAT SUC

POST-FIRST AMENDMENT ADDITIONAL WARRANT AGREEMENT To Purchase Shares of Class A Common Stock of KIOR, INC. Dated as of March 17, 2013 (the “Effective Date”)

EX-99.5 Exhibit 99.5 THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE OF SUCH WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY THAT SUC

POST-FIRST AMENDMENT ADDITIONAL WARRANT AGREEMENT To Purchase Shares of Class A Common Stock of KIOR, INC. Dated as of March 17, 2013 (the “Effective Date”)

EX-99.6 Exhibit 99.6 THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE OF SUCH WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY THAT SUC

ATM WARRANT AGREEMENT To Purchase Shares of Class A Common Stock of KIOR, INC. Dated as of March 17, 2013 (the “Effective Date”)

EX-99.2 Exhibit 99.2 THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE OF SUCH WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY THAT SUC

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers - 8-K

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 13, 2014 KiOR, INC. (Exact name of registrant as specified in its charter) Delaware 001-35213 51-0652233 (State or other jurisdiction of incorporation) (Commission File Numb

KIOR, INC. REGISTRATION RIGHTS AGREEMENT

ex10-7.htm Exhibit 10.7 KIOR, INC. REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of October 21, 2013, by and among KiOR, Inc., a corporation organized under the laws of the State of Delaware (the “Company”), and Gates Ventures, LLC, a limited liability company organized under the laws of the State of Washington (the “Purchaser”). WHEREAS: In connecti

Schedule of Warrants Issued

ex10-12g.htm Exhibit 10.12(g) Schedule of Warrants Issued Warrants in the form filed as Exhibit 10.12(a) to this Quarterly Report on Form 10-Q of KiOR, Inc. were issued pursuant to Amendment No. 1 to the Loan and Security Agreement dated as of March 18, 2013 among the Company, KiOR Columbus LLC, 1538731 Alberta Ltd., 1538716 Alberta Ltd. and KFT Trust, Vinod Khosla, Trustee as follows: Date Issued

Schedule of Post-First Amendment Additional Warrants Issued

ex10-11j.htm Exhibit 10.11(j) Schedule of Post-First Amendment Additional Warrants Issued Warrants in the form filed as Exhibit 10.11(a) to this Annual Report on Form 10-K of KiOR, Inc. were issued pursuant to Amendment No. 1 to the Loan and Security Agreement dated as of March 18, 2013 among the Company, KiOR Columbus LLC, 1538731 Alberta Ltd., 1538716 Alberta Ltd. and KFT Trust, Vinod Khosla, Tr

KIOR, INC. REGISTRATION RIGHTS AGREEMENT

ex10-5.htm Exhibit 10.5 KIOR, INC. REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of October 21, 2013, by and among KiOR, Inc., a corporation organized under the laws of the State of Delaware (the “Company”), and each of the persons or entities listed on Exhibit A hereto (the “Purchasers”). WHEREAS: In connection with the Senior Secured Convertible Pr

March 16,

ex10-30.htm Exhibit 10.30 khosla ventures March 16, 2014 Kior, Inc. 13001 Bay Park Road Pasadena, TX 77507 Attention: Fred Cannon, CEO Re: Investment Commitment Dear Fred: We understand that Kior, Inc. (the "Company") has immediate liquidity needs and that the Company currently expects to need additional cash on or before April 1, 2014. As a result of the foregoing, Vinod Khosla, through one or mo

Annual Report - FORM 10-K

kior2013123110k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2013 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-35213 KiOR, I

SENIOR SECURED CONVERTIBLE PROMISSORY NOTE

ex10-4c.htm Exhibit 10.4(c) SENIOR SECURED CONVERTIBLE PROMISSORY NOTE THIS NOTE AND THE SECURITIES ISSUABLE UPON THE CONVERSION HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, HYPOTHECATED OR OTHERWISE TRANSFERRED EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR AN

SENIOR SECURED CONVERTIBLE PROMISSORY NOTE

ex10-4b.htm Exhibit 10.4(b) SENIOR SECURED CONVERTIBLE PROMISSORY NOTE THIS NOTE AND THE SECURITIES ISSUABLE UPON THE CONVERSION HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, HYPOTHECATED OR OTHERWISE TRANSFERRED EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR AN

Schedule of ATM Warrants Issued

ex10-10e.htm Exhibit 10.10(e) Schedule of ATM Warrants Issued Warrants in the form filed as Exhibit 10.10(a) to this Quarterly Report on Form 10-Q of KiOR, Inc. were issued pursuant to Amendment No. 1 to the Loan and Security Agreement dated as of March 18, 2013 among the Company, KiOR Columbus LLC, 1538731 Alberta Ltd., 1538716 Alberta Ltd. and KFT Trust, Vinod Khosla, Trustee as follows: Date Is

SENIOR SECURED CONVERTIBLE PROMISSORY NOTE

ex10-4d.htm Exhibit 10.4(d) SENIOR SECURED CONVERTIBLE PROMISSORY NOTE THIS NOTE AND THE SECURITIES ISSUABLE UPON THE CONVERSION HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, HYPOTHECATED OR OTHERWISE TRANSFERRED EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR AN

SUBSIDIARY OF THE REGISTRANT

ex21-1.htm Exhibit 21.1 SUBSIDIARY OF THE REGISTRANT Name of Subsidiary State of Incorporation KiOR Columbus, LLC Delaware

KIOR / Kior Inc / Peterson Stuart L - AMENDMENT 16 TO SCHEDULE 13D FOR KIOR, INC. BY STUART L. PETERSON Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 16*) KiOR, Inc. (Name of Issuer) Class A Common Stock, par value $.0001 per share (Title of Class of Securities) 497217 10 9 (CUSIP Number) COPY TO: Robert A. Riemer Artis Capital Management, L.P. One Market Plaza Steuart Tower, Floor 27 San Francisco, CA 94

KIOR / Kior Inc / Peterson Stuart L - AMENDMENT NO. 15 TO SCHEDULE 13D FOR KIOR, INC. BY STUART L. PETERSON Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 15)* KiOR, Inc. (Name of Issuer) Class A Common Stock, par value $.0001 per share (Title of Class of Securities) 497217 10 9 (CUSIP Number) COPY TO: Robert A. Riemer Artis Capital Management, L.P. One Market Plaza Steuart Tower, Floor 27 San Francisco, CA 94

KIOR / Kior Inc / Gates Ventures, Llc - SC 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* KIOR, INC. (Name of Issuer) CLASS A COMMON STOCK (Title of Class of Securities) 497217109 (CUSIP Number) February 18, 2014 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

KIOR / Kior Inc / FRONTIER CAPITAL MANAGEMENT CO LLC - SC 13G/A Passive Investment

SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 3) KIOR INC. (Name of Issuer) COMMON STOCKS (Title of Class of Securities) 497217109 (CUSIP Number) DECEMBER 31, 2013 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Sc

Corrected Transcript

EX-99.1 Exhibit 99.1 Corrected Transcript 09-Jan-2014 KiOR, Inc. (KIOR) Business Update Call Total Pages: 11 1-877-FACTSET www.callstreet.com Copyright © 2001-2014 FactSet CallStreet, LLC KiOR, Inc. (KIOR) Corrected Transcript Business Update Call 09-Jan-2014 CORPORATE PARTICIPANTS Daniel Richardson Christopher A. Artzer Vice President-Finance, KiOR, Inc. Vice President, General Counsel & Interim

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 d654958d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 9, 2014 KiOR, INC. (Exact name of registrant as specified in its charter) Delaware 001-35213 51-0652233 (State or other jurisdiction of incorpora

KIOR / Kior Inc / Peterson Stuart L - AMENDMENT 14 TO SCHEDULE 13D FOR KIOR, INC. BY STUART L. PETERSON Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 14)* KiOR, Inc. (Name of Issuer) Class A Common Stock, par value $.0001 per share (Title of Class of Securities) 497217 10 9 (CUSIP Number) COPY TO: Robert A. Riemer Artis Capital Management, L.P. One Market Plaza Steuart Tower, Floor 27 San Francisco, CA 94

KIOR PROVIDES OPERATIONAL UPDATE ON COLUMBUS FACILITY Announces Conference Call on January 9, 2014 at 10:00 a.m. EST

EX-99.1 Exhibit 99.1 KIOR PROVIDES OPERATIONAL UPDATE ON COLUMBUS FACILITY Announces Conference Call on January 9, 2014 at 10:00 a.m. EST PASADENA, Texas, December 23, 2013 - KiOR, Inc. (NASDAQ: KiOR), provided today an update on the operations at its Columbus, Mississippi, facility. KiOR expects that, given current and anticipated operations through the remainder of the year, the Columbus facilit

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits - 8-K

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 20, 2013 KiOR, INC. (Exact name of registrant as specified in its charter) Delaware 001-35213 51-0652233 (State or other jurisdiction of incorporation) (Commission File N

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): December 1, 2013 KiOR, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35213 51-0652233 (State or other jurisdiction of incorporation) (Commission Fi

SEPARATION AGREEMENT

EX-99.1 Exhibit 99.1 SEPARATION AGREEMENT THIS SEPARATION AGREEMENT (the “Agreement”) is effective as of December 3, 2013 (the “Effective Date”), by and between KiOR Inc., a Delaware corporation (the “Company”) and John Karnes, the undersigned individual (“Employee”). RECITALS WHEREAS, the parties mutually desire to arrange for Employee’s separation from employment with the Company and its subsidi

KIOR / Kior Inc / Peterson Stuart L - SCHEDULE 13D AMENDMENT NO. 13 Activist Investment

Schedule 13D Amendment No. 13 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 13)* KiOR, Inc. (Name of Issuer) Class A Common Stock, par value $.0001 per share (Title of Class of Securities) 064058916 (CUSIP Number) COPY TO: Robert A. Riemer Artis Capital Management, L.P. One Market Plaza Steuart Tower, F

Quarterly Report - FORM 10-Q

kior2013093010q.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: September 30, 2013 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-3521

KIOR REPORTS THIRD QUARTER 2013 RESULTS Columbus Transitioning to Steady State BFCC on Record Run Cornerstone Financial Commitments for Columbus II

EX-99.1 Exhibit 99.1 KIOR REPORTS THIRD QUARTER 2013 RESULTS Columbus Transitioning to Steady State BFCC on Record Run Cornerstone Financial Commitments for Columbus II PASADENA, Texas, November 7, 2013—KiOR, Inc. (NASDAQ: KiOR), announced today its financial results for the third quarter ended September 30, 2013. “I am happy to report again that we are seeing significant operational progress at o

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition - FORM 8-K

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 7, 2013 KiOR, INC. (Exact name of registrant as specified in its charter) Delaware 001-35213 51-0652233 (State or other jurisdiction of incorporation) (Commission Fi

KIOR / Kior Inc / Peterson Stuart L - SCHEDULE 13D - AMENDMENT NO. 12 FOR KIOR, INC. Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 12)* KiOR, Inc. (Name of Issuer) Class A Common Stock, par value $.0001 per share (Title of Class of Securities) 064058916 (CUSIP Number) COPY TO: Robert A. Riemer Artis Capital Management, L.P. One Market Plaza Steuart Tower, Floor 27 San Francisco, CA 9410

Special Limited Power Of Attorney

Exhibit 99.2 Special Limited Power Of Attorney The undersigned, Michael Larson, does hereby constitute and appoint Alan Heuberger and Mike Rodden, and each of them, with full power to act without the other, as attorneys-in-fact, on behalf of the undersigned and in the undersigned’s name, place and stead, to execute, acknowledge, deliver and/or file any documents or filings and any amendments there

Special Limited Power Of Attorney

Exhibit 99.3 Special Limited Power Of Attorney The undersigned, Michael Larson, pursuant to lawfully granted authority by the principal, William H. Gates III hereby appoints Alan D. Heuberger with full power to act as attorney-in-fact, on behalf of Mr. Gates and in his name, place and stead, to execute, acknowledge, deliver and/or file any documents or filings and any amendments thereto made by or

KIOR / Kior Inc / Gates Ventures, Llc - SC 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* KIOR, INC. (Name of Issuer) CLASS A COMMON STOCK (Title of Class of Securities) 497217109 (CUSIP Number) October 21, 2013 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedu

JOINT FILING AGREEMENT

Exhibit 99.1 JOINT FILING AGREEMENT We, the signatories of the statement to which this Joint Filing Agreement is attached, hereby agree that such statement is filed, and any amendments thereto filed by either or both of us will be filed, on behalf of each of us.. Date: October 31,2013 GATES VENTURES, LLC By: * Name: Alan Heuberger Title: Attorney-in-fact for Michael Larson, Manager(1) WILLIAM H. G

KIOR / Kior Inc / Khosla Ventures II, L.P. - SC 13D/A Activist Investment

SC 13D/A 1 d616449dsc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 6)* KiOR, Inc. (Name of issuer) Class A common stock, par value $0.0001 per share (Title of class of securities) 497219109 (CUSIP number) Vinod Khosla Khosla Ventures 2128 Sand Hill Road Menlo Park, California 94025 (65

13D CUSIP No. 497219109 JOINT FILING AGREEMENT

EX-99.1 2 d616449dex991.htm EX-99.1 13D CUSIP No. 497219109 EXHIBIT 99.1 JOINT FILING AGREEMENT The undersigned, being duly authorized thereunder, hereby execute this agreement as an exhibit to this Schedule 13D to evidence the agreement of the below-named parties, in accordance with the rules promulgated pursuant to the Securities Exchange Act of 1934, to file this Schedule jointly on behalf of e

AGREEMENT TO SUBORDINATE

EX-99.7 Exhibit 99.7 AGREEMENT TO SUBORDINATE Each of the undersigned agree that, notwithstanding anything to the contrary in the Senior Secured Convertible Promissory Note Purchase Agreement dated as of October 18, 2013, by and among KiOR, Inc., a Delaware corporation (“KiOR”, and together with each other Subsidiary that is a party hereto or becomes a party hereto, collectively the “Company”), th

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Other Events - 8-K

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 18, 2013 KiOR, INC. (Exact name of registrant as specified in its charter) Delaware 001-35213 51-0652233 (State or other jurisdiction of incorporation) (Commission File Nu

KIOR, INC. REGISTRATION RIGHTS AGREEMENT

EX-99.3 Exhibit 99.3 KIOR, INC. REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of October [ ], 2013, by and among KiOR, Inc., a corporation organized under the laws of the State of Delaware (the “Company”), and each of the persons or entities listed on Exhibit A hereto (the “Purchasers”). WHEREAS: In connection with the Senior Secured Convertible Prom

KIOR, INC. REGISTRATION RIGHTS AGREEMENT

EX-99.5 Exhibit 99.5 KIOR, INC. REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of October [ ], 2013, by and among KiOR, Inc., a corporation organized under the laws of the State of Delaware (the “Company”), and Gates Ventures, LLC, a limited liability company organized under the laws of the State of Washington (the “Purchaser”). WHEREAS: In connection

SENIOR SECURED CONVERTIBLE PROMISSORY NOTE

EX-99.2 Exhibit 99.2 SENIOR SECURED CONVERTIBLE PROMISSORY NOTE THIS NOTE AND THE SECURITIES ISSUABLE UPON THE CONVERSION HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, HYPOTHECATED OR OTHERWISE TRANSFERRED EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR AN OPINIO

Entry into a Material Definitive Agreement, Financial Statements and Exhibits - FORM 8-K

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 21, 2013 KiOR, INC. (Exact name of registrant as specified in its charter) Delaware 001-35213 51-0652233 (State or other jurisdiction of incorporation) (Commission Fi

CLASS A COMMON STOCK PURCHASE AGREEMENT by and among KiOR, Inc., Gates Ventures, LLC October 18, 2013 TABLE OF CONTENTS Page ARTICLE 1 AUTHORIZATION AND SALE OF SHARES 5 1.1 Authorization and Sale of Shares. 5 1.2 Use of Proceeds. 6 1.3 Tax Status of

EX-99.4 Exhibit 99.4 CLASS A COMMON STOCK PURCHASE AGREEMENT by and among KiOR, Inc., and Gates Ventures, LLC October 18, 2013 TABLE OF CONTENTS Page ARTICLE 1 AUTHORIZATION AND SALE OF SHARES 5 1.1 Authorization and Sale of Shares. 5 1.2 Use of Proceeds. 6 1.3 Tax Status of Purchaser. 6 1.4 Definitions. 6 ARTICLE 2 [Section Left Blank] 13 ARTICLE 3 CLOSING CONDITIONS 13 3.1 Closings. 13 ARTICLE 4

SENIOR SECURED CONVERTIBLE PROMISSORY NOTE PURCHASE AGREEMENT by and among KiOR, Inc., KiOR Columbus, LLC, the Purchasers party hereto and the Agent October 18, 2013 TABLE OF CONTENTS Page ARTICLE 1 AUTHORIZATION AND SALE OF SECURITIES 5 1.1 Authoriz

EX-99.1 Exhibit 99.1 SENIOR SECURED CONVERTIBLE PROMISSORY NOTE PURCHASE AGREEMENT by and among KiOR, Inc., KiOR Columbus, LLC, the Purchasers party hereto and the Agent October 18, 2013 TABLE OF CONTENTS Page ARTICLE 1 AUTHORIZATION AND SALE OF SECURITIES 5 1.1 Authorization and Sale of Securities. 5 1.2 Use of Proceeds. 6 1.3 Tax Status of Purchasers. 6 1.4 Definitions. 7 ARTICLE 2 SECURITY INTE

AMENDMENT NO. 2 TO LOAN AND SECURITY AGREEMENT

EX-99.1 Exhibit 99.1 Notwithstanding anything herein to the contrary, the Second-Lien Obligations (as defined in the Subordination Agreement defined below) and the lien and security interest granted to the Agent pursuant to the Existing Loan Agreement (defined below) and the exercise of certain rights and remedies by the Agent hereunder and under the Existing Loan Agreement are subordinated and su

AMENDMENT NO. 1 TO SENIOR SECURED CONVERTIBLE PROMISSORY NOTE PURCHASE AGREEMENT

EX-99.1B Exhibit 99.1B AMENDMENT NO. 1 TO SENIOR SECURED CONVERTIBLE PROMISSORY NOTE PURCHASE AGREEMENT This AMENDMENT NO. 1 TO SENIOR SECURED CONVERTIBLE PROMISSORY NOTE PURCHASE AGREEMENT (the “Amendment”) is made as of October 20, 2013, by and among KiOR, Inc., a Delaware corporation (“KiOR”, and together with each other Subsidiary that is a party to the Purchase Agreement (as defined below) or

KIOR COMPLETES EQUITY INVESTMENTS ANTICIPATED FOR COLUMBUS II PROJECT COMPRISED OF $85 MILLION OF CONVERTIBLE NOTES AND FUTURE EQUITY COMMITMENTS BY VARIOUS KHOSLA ENTITIES IN CONJUNCTION WITH $15 MILLION STOCK PURCHASE AND FUTURE EQUITY COMMITMENT B

EX-99.6 Exhibit 99.6 KIOR COMPLETES EQUITY INVESTMENTS ANTICIPATED FOR COLUMBUS II PROJECT COMPRISED OF $85 MILLION OF CONVERTIBLE NOTES AND FUTURE EQUITY COMMITMENTS BY VARIOUS KHOSLA ENTITIES IN CONJUNCTION WITH $15 MILLION STOCK PURCHASE AND FUTURE EQUITY COMMITMENT BY BILL GATES AFFILIATE PASADENA, Texas, October 21, 2013 - KiOR, Inc. (NASDAQ: KiOR), announced today the execution of $100 milli

KIOR / Kior Inc / FRONTIER CAPITAL MANAGEMENT CO LLC - SCHEDULE 13G AMENDMENT NO. 2 Passive Investment

Schedule 13G Amendment No. 2 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 2) KIOR INC. (Name of Issuer) COMMON STOCKS (Title of Class of Securities) 497217109 (CUSIP Number) September 30, 2013 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule purs

KIOR / Kior Inc / Peterson Stuart L - SCHEDULE 13D/A FOR KIOR, INC. Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 11)* KiOR, Inc. (Name of Issuer) Class A Common Stock, par value $.0001 per share (Title of Class of Securities) 064058916 (CUSIP Number) COPY TO: Robert A. Riemer Artis Capital Management, L.P. One Market Plaza Steuart Tower, Floor 27 San Francisco, CA 9410

[KV Letterhead]

EX-99.1 Exhibit 99.1 [KV Letterhead] September 25, 2013 Kior, Inc. 13001 Bay Park Road Pasadena, TX 77507 Attention: Fred Cannon, President Re: Investment Commitment Dear Fred: We understand that Kior, Inc. (the “Company”) has elected to pursue an expanded build out strategy at its existing Columbus based facility (“Columbus II”). In addition, we understand that the Company is pursuing financing a

KIOR ANNOUNCES PROJECT TO DOUBLE COLUMBUS PRODUCTION CAPACITY $50 MILLION JOINTLY COMMITTED TO PROJECT BY VINOD KHOSLA AND KHOSLA VENTURES ENABLES LONG-TERM BUSINESS PLAN OF LARGER STANDARD SCALE COMMERCIAL FACILITIES

Exhibit 99.3 KIOR ANNOUNCES PROJECT TO DOUBLE COLUMBUS PRODUCTION CAPACITY $50 MILLION JOINTLY COMMITTED TO PROJECT BY VINOD KHOSLA AND KHOSLA VENTURES ENABLES LONG-TERM BUSINESS PLAN OF LARGER STANDARD SCALE COMMERCIAL FACILITIES PASADENA, Texas, September 26, 2013 - KiOR, Inc. (NASDAQ: KiOR), announced today that it is pursuing plans to double production capacity at its Columbus, Mississippi, ce

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits - FORM 8-K

FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 25, 2013 KiOR, INC. (Exact name of registrant as specified in its charter) Delaware 001-35213 51-0652233 (State or other jurisdiction of incorporation) (Commission

September 25, 2013

EX-99.2 Exhibit 99.2 September 25, 2013 Kior, Inc. 13001 Bay Park Road Pasadena, TX 77507 Attention: Fred Cannon, President Re: Investment Commitment Dear Fred: I understand that Kior, Inc. (the “Company”) has elected to pursue an expanded build out strategy at its existing Columbus based facility (“Columbus II”). In addition, I understand that the Company is pursuing financing alternatives to sup

Regulation FD Disclosure, Financial Statements and Exhibits - FORM 8-K

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 19, 2013 KiOR, INC. (Exact name of registrant as specified in its charter) Delaware 001-35213 51-0652233 (State or other jurisdiction of incorporation) (Commission

KIOR PROVIDES OPERATIONAL UPDATE ON COLUMBUS FACILITY

EX-99.1 Exhibit 99.1 KIOR PROVIDES OPERATIONAL UPDATE ON COLUMBUS FACILITY PASADENA, Texas, September 19, 2013 - KiOR, Inc. (NASDAQ: KiOR), provided today an update on the operations at its Columbus, Mississippi, facility in response to the volumes and Renewable Identification Numbers, or RINs, listed in the EPA Moderated Transaction Systems monthly report issued on September 18, 2013. In July and

13D CUSIP No. 497219109 JOINT FILING AGREEMENT

EX-99.1 13D CUSIP No. 497219109 EXHIBIT 99.1 JOINT FILING AGREEMENT The undersigned, being duly authorized thereunder, hereby execute this agreement as an exhibit to this Schedule 13D to evidence the agreement of the below-named parties, in accordance with the rules promulgated pursuant to the Securities Exchange Act of 1934, to file this Schedule jointly on behalf of each such party. /s/ Vinod Kh

KIOR / Kior Inc / Khosla Ventures II, L.P. - SC 13D/A Activist Investment

SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 5)* KiOR, Inc. (Name of issuer) Class A common stock, par value $0.0001 per share (Title of class of securities) 497219109 (CUSIP number) Vinod Khosla Khosla Ventures 2128 Sand Hill Road Menlo Park, California 94025 (650) 376-8500 with a copy to: Ta

KIOR / Kior Inc / Peterson Stuart L - AMENDMENT 10 TO SCHEDULE 13D FOR KIOR, INC. BY STUART L. PETERSON Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 10)* KiOR, Inc. (Name of Issuer) Class A Common Stock, par value $.0001 per share (Title of Class of Securities) 064058916 (CUSIP Number) COPY TO: Robert A. Riemer Artis Capital Management, L.P. One Market Plaza Steuart Tower, Floor 27 San Francisco, CA 9410

POST-FIRST AMENDMENT ADDITIONAL WARRANT AGREEMENT To Purchase Shares of Class A Common Stock of KIOR, INC. Dated as of March 17, 2013 (the “Effective Date”)

EX-99.3 Exhibit 99.3 THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE OF SUCH WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY THAT SUC

ATM WARRANT AGREEMENT To Purchase Shares of Class A Common Stock of KIOR, INC. Dated as of March 17, 2013 (the “Effective Date”)

EX-99.2 Exhibit 99.2 THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE OF SUCH WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY THAT SUC

Unregistered Sales of Equity Securities, Financial Statements and Exhibits

8-K 1 d590943d8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 27, 2013 KiOR, INC. (Exact name of registrant as specified in its charter) Delaware 001-35213 51-0652233 (State or other jurisdiction of incorporation)

WARRANT AGREEMENT To Purchase Shares of Class A Common Stock of KIOR, INC. Dated as of August 27, 2013 (the “Effective Date”)

EX-99.1 Exhibit 99.1 THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE OF SUCH WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY THAT SUC

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 8, 2013 KiOR, INC. (Exact name of registrant as specified in its charter) Delaware 001-35213 51-0652233 (State or other jurisdiction of incorporation) (Commission File Number)

KIOR REPORTS SECOND QUARTER 2013 RESULTS Run Times and Reliability at Columbus Continue to Increase Facility Operating and Producing Oil First Cellulosic Gasoline Shipped

EX-99.1 KIOR REPORTS SECOND QUARTER 2013 RESULTS Run Times and Reliability at Columbus Continue to Increase Facility Operating and Producing Oil First Cellulosic Gasoline Shipped PASADENA, Texas, August 8, 2013 - KiOR, Inc. (NASDAQ: KiOR), announced today its financial results for the second quarter ended June 30, 2013. “I am happy to report that Columbus has made significant operational progress

LETTER

KIOR / Kior Inc / FRONTIER CAPITAL MANAGEMENT CO LLC - SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1) KIOR INC. (Name of Issuer) COMMON STOCKS (Title of Class of Securities) 497217109 (CUSIP Number) July 31, 2013 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is fil

KIOR / Kior Inc / Khosla Ventures II, L.P. - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 4)* KiOR, Inc. (Name of issuer) Class A common stock, par value $0.0001 per share (Title of class of securities) 497219109 (CUSIP number) Vinod Khosla Khosla Ventures 2128 Sand Hill Road Menlo Park, California 94025 (650) 376-8500 with a copy to: Tammy Tompk

13D CUSIP No. 497219109 JOINT FILING AGREEMENT

EX-99.1 13D CUSIP No. 497219109 EXHIBIT 99.1 JOINT FILING AGREEMENT The undersigned, being duly authorized thereunder, hereby execute this agreement as an exhibit to this Schedule 13D to evidence the agreement of the below-named parties, in accordance with the rules promulgated pursuant to the Securities Exchange Act of 1934, to file this Schedule jointly on behalf of each such party. /s/ Vinod Kh

KIOR / Kior Inc / Peterson Stuart L - SCHEDULE 13D - AMENDMENT NO. 9 FOR KIOR, INC. Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 9)* KiOR, Inc. (Name of Issuer) Class A Common Stock, par value $.0001 per share (Title of Class of Securities) 064058916 (CUSIP Number) COPY TO: Robert A. Riemer Artis Capital Management, L.P. One Market Plaza Steuart Tower, Floor 27 San Francisco, CA 94105

Unregistered Sales of Equity Securities, Financial Statements and Exhibits - FORM 8-K

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 26, 2013 KiOR, INC. (Exact name of registrant as specified in its charter) Delaware 001-35213 51-0652233 (State or other jurisdiction of incorporation) (Commission File

WARRANT AGREEMENT To Purchase Shares of Class A Common Stock of KIOR, INC. Dated as of July 26, 2013 (the “Effective Date”)

EX-99.1 Exhibit 99.1 THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE OF SUCH WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY THAT SUC

POST-FIRST AMENDMENT ADDITIONAL WARRANT AGREEMENT To Purchase Shares of Class A Common Stock of KIOR, INC. Dated as of March 17, 2013 (the “Effective Date”)

EX-99.3 Exhibit 99.3 THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE OF SUCH WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY THAT SUC

ATM WARRANT AGREEMENT To Purchase Shares of Class A Common Stock of KIOR, INC. Dated as of March 17, 2013 (the “Effective Date”)

EX-99.2 Exhibit 99.2 THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE OF SUCH WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY THAT SUC

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CORRESP KiOR, Inc. 13001 Bay Park Road Pasadena, TX 77507 Ph: (281) 694-8700 FAX: (281) 694-8799 July 17, 2013 By EDGAR Submission U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: John Cash Dale Welcome Re: KiOR, Inc. Form 10-K Filed March 18, 2013 File No. 1-35213 Dear Mr. Cash: We are in receipt of your letter dated June

Regulation FD Disclosure, Financial Statements and Exhibits

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 1, 2013 KiOR, INC. (Exact name of registrant as specified in its charter) Delaware 001-35213 51-0652233 (State or other jurisdiction of incorporation) (Commission File N

KIOR ACHIEVES OPERATIONAL MILESTONES AT COLUMBUS FACILITY BFCC Unit Marks 30 Day Continuous Run Time First Shipment of Cellulosic Gasoline Made Regular Shipments of Cellulosic Diesel and Gasoline Underway

EX-99.1 Exhibit 99.1 KIOR ACHIEVES OPERATIONAL MILESTONES AT COLUMBUS FACILITY BFCC Unit Marks 30 Day Continuous Run Time First Shipment of Cellulosic Gasoline Made Regular Shipments of Cellulosic Diesel and Gasoline Underway PASADENA, Texas, July 1, 2013 - KiOR, Inc. (NASDAQ: KiOR), announced today that its commercial scale cellulosic gasoline and diesel production facility in Columbus, Mississip

KIOR / Kior Inc / Peterson Stuart L - AMENDMENT NO. 8 TO SCHEDULE 13D FOR KIOR, INC. BY STUART L. PETERSON Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 8)* KiOR, Inc. (Name of Issuer) Class A Common Stock, par value $.0001 per share (Title of Class of Securities) 064058916 (CUSIP Number) COPY TO: Robert A. Riemer Artis Capital Management, L.P. One Market Plaza Steuart Tower, Floor 27 San Francisco, CA 94105

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WILMERHALE Shahzia M. Rahman +1 650 858 6122 (t) +1 650 858 6100 (f) [email protected] June 27, 2013 By EDGAR Submission U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Dale Welcome Re: KiOR, Inc. Form 10-K Filed March 18, 2013 File No. 1-35213 Dear Mr. Welcome: This letter relates to the letter, dated June 19

WARRANT AGREEMENT To Purchase Shares of Class A Common Stock of KIOR, INC. Dated as of June 17, 2013 (the “Effective Date”)

EX-99.1 2 d555860dex991.htm EX-99.1 Exhibit 99.1 THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE OF SUCH WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL REASONABLY SATISFAC

LETTER

June 19, 2013 Via E-mail Mr. John H. Karnes Chief Financial Officer KiOR, Inc. 13001 Bay Park Road Pasadena, TX 77507 Re: KiOR, Inc. Form 10-K for the Fiscal Year Ended December 31, 2012 Filed March 18, 2013 File No. 1-35213 Dear Mr. Karnes: We have reviewed your filing and have the following comments. In some of our comments, we may ask you to provide us with information so we may better understa

POST-FIRST AMENDMENT ADDITIONAL WARRANT AGREEMENT To Purchase Shares of Class A Common Stock of KIOR, INC. Dated as of March 17, 2013 (the “Effective Date”)

EX-99.3 Exhibit 99.3 THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE OF SUCH WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY THAT SUC

ATM WARRANT AGREEMENT To Purchase Shares of Class A Common Stock of KIOR, INC. Dated as of March 17, 2013 (the “Effective Date”)

EX-99.2 Exhibit 99.2 THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE OF SUCH WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY THAT SUC

Unregistered Sales of Equity Securities, Financial Statements and Exhibits - FORM 8-K

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 17, 2013 KiOR, INC. (Exact name of registrant as specified in its charter) Delaware 001-35213 51-0652233 (State or other jurisdiction of incorporation) (Commission File

KIOR / Kior Inc / Peterson Stuart L - AMENDMENT 7 TO SCHEDULE 13D FOR KIOR, INC. BY STUARY L. PETERSON Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 7)* KiOR, Inc. (Name of Issuer) Class A Common Stock, par value $.0001 per share (Title of Class of Securities) 064058916 (CUSIP Number) COPY TO: Robert A. Riemer Artis Capital Management, L.P. One Market Plaza Steuart Tower, Floor 27 San Francisco, CA 94105

Submission of Matters to a Vote of Security Holders - FORM 8-K

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): May 30, 2013 KiOR, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35213 51-0652233 (State or other jurisdiction of incorporation) (Commission File N

13D CUSIP No. 497219109 JOINT FILING AGREEMENT

EX-99.1 13D CUSIP No. 497219109 EXHIBIT 99.1 JOINT FILING AGREEMENT The undersigned, being duly authorized thereunder, hereby execute this agreement as an exhibit to this Schedule 13D to evidence the agreement of the below-named parties, in accordance with the rules promulgated pursuant to the Securities Exchange Act of 1934, to file this Schedule jointly on behalf of each such party. /s/ Vinod Kh

KIOR / Kior Inc / Khosla Ventures II, L.P. - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 3)* KiOR, Inc. (Name of issuer) Class A common stock, par value $0.0001 per share (Title of class of securities) 497219109 (CUSIP number) Vinod Khosla Khosla Ventures 2128 Sand Hill Road Menlo Park, California 94025 (650) 376-8500 with a copy to: Tammy Tompk

Unregistered Sales of Equity Securities, Financial Statements and Exhibits - FORM 8-K

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 17, 2013 KiOR, INC. (Exact name of registrant as specified in its charter) Delaware 001-35213 51-0652233 (State or other jurisdiction of incorporation) (Commission File N

ATM WARRANT AGREEMENT To Purchase Shares of Class A Common Stock of KIOR, INC. Dated as of March 17, 2013 (the “Effective Date”)

EX-99.2 Exhibit 99.2 THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE OF SUCH WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY THAT SUC

POST-FIRST AMENDMENT ADDITIONAL WARRANT AGREEMENT To Purchase Shares of Class A Common Stock of KIOR, INC. Dated as of March 17, 2013 (the “Effective Date”)

EX-99.3 Exhibit 99.3 THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE OF SUCH WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY THAT SUC

WARRANT AGREEMENT To Purchase Shares of Class A Common Stock of KIOR, INC. Dated as of May 17, 2013 (the “Effective Date”)

EX-99.1 Exhibit 99.1 THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE OF SUCH WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY THAT SUC

KIOR / Kior Inc / Khosla Ventures II, L.P. - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2)* KiOR, Inc. (Name of issuer) Class A common stock, par value $0.0001 per share (Title of class of securities) 497219109 (CUSIP number) Vinod Khosla Khosla Ventures 2128 Sand Hill Road Menlo Park, California 94025 (650) 376-8500 with a copy to: Tammy Tompk

13D CUSIP No. 497219109 JOINT FILING AGREEMENT

EX-99.1 2 d536069dex991.htm EX-99.1 13D CUSIP No. 497219109 EXHIBIT 99.1 JOINT FILING AGREEMENT The undersigned, being duly authorized thereunder, hereby execute this agreement as an exhibit to this Schedule 13D to evidence the agreement of the below-named parties, in accordance with the rules promulgated pursuant to the Securities Exchange Act of 1934, to file this Schedule jointly on behalf of e

KIOR REPORTS FIRST QUARTER 2013 RESULTS

EX-99.1 Exhibit 99.1 KIOR REPORTS FIRST QUARTER 2013 RESULTS Run Times at Columbus Increasing Quarter-over-Quarter Technology Working as Designed PASADENA, Texas, May 9, 2013—KiOR, Inc. (NASDAQ: KiOR), announced today its financial results for the first quarter ended March 31, 2013. “Building on the first gallons of cellulosic diesel we shipped in March, we continue to make progress with operation

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 d535766d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 9, 2013 KiOR, INC. (Exact name of registrant as specified in its charter) Delaware 001-35213 51-0652233 (State or other jurisdiction of incorporation

Unregistered Sales of Equity Securities, Financial Statements and Exhibits - FORM 8-K

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 24, 2013 KiOR, INC. (Exact name of registrant as specified in its charter) Delaware 001-35213 51-0652233 (State or other jurisdiction of incorporation) (Commission File

WARRANT AGREEMENT To Purchase Shares of Class A Common Stock of KIOR, INC. Dated as of April 24, 2013 (the “Effective Date”)

Exhibit 99.1 THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE OF SUCH WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY THAT SUCH REGIST

ATM WARRANT AGREEMENT To Purchase Shares of Class A Common Stock of KIOR, INC. Dated as of March 17, 2013 (the “Effective Date”)

EX-99.2 Exhibit 99.2 THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE OF SUCH WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY THAT SUC

POST-FIRST AMENDMENT ADDITIONAL WARRANT AGREEMENT To Purchase Shares of Class A Common Stock of KIOR, INC. Dated as of March 17, 2013 (the “Effective Date”)

EX-99.3 Exhibit 99.3 THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE OF SUCH WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY THAT SUC

KIOR / Kior Inc / Alberta Investment Management Corp - SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* KiOR Inc. (Name of Issuer) Class A Common Stock (Title of Class of Securities) 497219109 (CUSIP Number) March 17, 2013 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule

- DEF 14A

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14

- DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

KIOR / Kior Inc / Peterson Stuart L - SCHEDULE 13D/A FOR KIOR, INC. FOR STUART L. PETERSON DATED 3/31/13 Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 6)* KiOR, Inc. (Name of Issuer) Class A Common Stock, par value $.0001 per share (Title of Class of Securities) 064058916 (CUSIP Number) COPY TO: Robert A. Riemer Artis Capital Management, L.P. One Market Plaza Steuart Tower, Floor 27 San Francisco, CA 94105

POST-FIRST AMENDMENT ADDITIONAL WARRANT AGREEMENT To Purchase Shares of Class A Common Stock of KIOR, INC. Dated as of [—] (the “Effective Date”)

Exhibit 99.6 THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE OF SUCH WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY THAT SUCH REGIST

POST-FIRST AMENDMENT ADDITIONAL WARRANT AGREEMENT

EX-99.9 Exhibit 99.9 THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE OF SUCH WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY THAT SUC

ATM WARRANT AGREEMENT

EX-99.4 Exhibit 99.4 THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE OF SUCH WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY THAT SUC

KIOR REPORTS FOURTH QUARTER AND FULL YEAR 2012 RESULTS

EX-99.11 Exhibit 99.11 KIOR REPORTS FOURTH QUARTER AND FULL YEAR 2012 RESULTS First Commercial Shipment of Cellulosic Diesel in March Obtains EPA Gasoline Pathway and 25% Gasoline Blend Approval Closes $50 Million Additional Operating Liquidity PASADENA, Texas, March 18, 2013 - KiOR, Inc. (NASDAQ: KiOR), announced today its financial results for the fourth quarter and fiscal year ended December 31

POST-FIRST AMENDMENT ADDITIONAL WARRANT AGREEMENT

EX-99.7 Exhibit 99.7 THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE OF SUCH WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY THAT SUC

KIOR SHIPS FIRST CELLULOSIC DIESEL World’s First Renewable Diesel En Route to American Vehicles

EX-99.12 Exhibit 99.12 KIOR SHIPS FIRST CELLULOSIC DIESEL World’s First Renewable Diesel En Route to American Vehicles PASADENA, Texas, March 18, 2013 - KiOR, Inc. (NASDAQ: KiOR), today announced the initial shipments of cellulosic diesel from its first commercial-scale facility in Columbus, Mississippi. KiOR’s facility uses pine wood chips previously feeding a shut down paper mill at Columbus and

WARRANT AGREEMENT

EX-99.10 Exhibit 99.10 THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE OF SUCH WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY THAT S

ATM WARRANT AGREEMENT To Purchase Shares of Class A Common Stock of KIOR, INC. Dated as of [—] (the “Effective Date”)

EX-99.2 Exhibit 99.2 THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE OF SUCH WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY THAT SUC

ATM WARRANT AGREEMENT

EX-99.5 Exhibit 99.5 THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE OF SUCH WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY THAT SUC

POST-FIRST AMENDMENT ADDITIONAL WARRANT AGREEMENT To Purchase Shares of Class A Common Stock of KIOR, INC. Dated as of March 17, 2013 (the “Effective Date”)

Exhibit 99.8 THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE OF SUCH WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY THAT SUCH REGIST

ATM WARRANT AGREEMENT To Purchase Shares of Class A Common Stock of KIOR, INC. Dated as of March 17, 2013 (the “Effective Date”)

Exhibit 99.3 THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE OF SUCH WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY THAT SUCH REGIST

AMENDMENT NO. 1 TO LOAN AND SECURITY AGREEMENT

EX-99.1 Exhibit 99.1 AMENDMENT NO. 1 TO LOAN AND SECURITY AGREEMENT THIS AMENDMENT NO. 1 TO LOAN AND SECURITY AGREEMENT (the “Amendment”) is made and dated as of March 17, 2013, and is entered into by and among KIOR, INC., a Delaware corporation (the “Company”, and together with each other Subsidiary that is a party to the Original Loan Agreement (defined below) or becomes a party to the Loan Agre

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Results of Operations and Financial Condition, Other Events - FORM 8-K

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 13, 2013 KiOR, INC. (Exact name of registrant as specified in its charter) Delaware 001-35213 51-0652233 (State or other jurisdiction of incorporation) (Commission File

KIOR / Kior Inc / FRONTIER CAPITAL MANAGEMENT CO LLC - SC 13G Passive Investment

SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* KIOR INC. (Name of Issuer) COMMON STOCKS (Title of Class of Securities) 497217109 (CUSIP Number) DECEMBER 31, 2012 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedu

KIOR / Kior Inc / BIOeCON B.V. Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 3)* KiOR, INC. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 497217 10 9 (CUSIP Number) BIOeCON B.V. Hogebrinkerweg 15 e 3871 KM Hoevelaken The Netherlands Tel: +31 33 254 04 73 Attn: Paul O’Connor Copies

KIOR / Kior Inc / Peterson Stuart L - SCHEDULE 13D-A FOR KIOR, INC. FOR STUART L. PETERSON Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 5)* KiOR, Inc. (Name of Issuer) Class A Common Stock, par value $.0001 per share (Title of Class of Securities) 064058916 (CUSIP Number) COPY TO: Robert A. Riemer Artis Capital Management, L.P. One Market Plaza Steuart Tower, Floor 27 San Francisco, CA 94105

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition - FORM 8-K

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 8, 2012 KiOR, INC. (Exact name of registrant as specified in its charter) Delaware 001-35213 51-0652233 (State or other jurisdiction of incorporation) (Commission Fi

KIOR REPORTS THIRD QUARTER 2012 RESULTS

Earnings Press Release dated November 8, 2012 Exhibit 99.1 KIOR REPORTS THIRD QUARTER 2012 RESULTS Columbus Facility Producing Renewable Oil Proprietary BFCC Technology Working at Commercial Scale Continued Progress in R&D Supports Yield Increases PASADENA, Texas, November 8, 2012—KiOR, Inc. (NASDAQ: KiOR), a next-generation renewable fuels company, today announced its financial results for the th

KIOR / Kior Inc / BIOeCON B.V. Activist Investment

SC 13D/A 1 sch13da.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 2)* KiOR, INC. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 497217 10 9 (CUSIP Number) BIOeCON B.V. Hogebrinkerweg 15 e 3871 KM Hoevelaken The Netherlands Tel: +31 33 254 04 73 Att

Regulation FD Disclosure, Financial Statements and Exhibits

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 16, 2012 KiOR, INC. (Exact name of registrant as specified in its charter) Delaware 001-35213 51-0652233 (State or other jurisdiction of incorporation) (Commission Fil

KiOR RECEIVES FUEL REGISTRATION FROM EPA FOR RENEWABLE DIESEL

Press Release Exhibit 99.1 KiOR RECEIVES FUEL REGISTRATION FROM EPA FOR RENEWABLE DIESEL PASADENA, TX (August 16, 2012) – KiOR, Inc. (NASDAQ: KiOR), a next-generation renewable fuels company, announced today that it has been granted Part 79 registration for its Renewable Diesel Blendstock 5 by the U.S. Environmental Protection Agency (EPA). The registration, required by manufacturers of motor vehi

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition - FORM 8-K

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 14, 2012 KiOR, INC. (Exact name of registrant as specified in its charter) Delaware 001-35213 51-0652233 (State or other jurisdiction of incorporation) (Commission Fil

KIOR REPORTS SECOND QUARTER 2012 RESULTS Columbus Facility on Track for September Startup R&D Efforts Decrease Capital Intensity

Earnings Press Release dated August 14, 2012 Exhibit 99.1 KIOR REPORTS SECOND QUARTER 2012 RESULTS Columbus Facility on Track for September Startup R&D Efforts Decrease Capital Intensity PASADENA, Texas, August 14, 2012—KiOR, Inc. (NASDAQ: KiOR), a next-generation renewable fuels company, today announced its financial results for the second quarter ended June 30, 2012. “We are proceeding on schedu

Regulation FD Disclosure, Financial Statements and Exhibits - FORM 8-K

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 24, 2012 KiOR, INC. (Exact name of registrant as specified in its charter) Delaware 001-35213 51-0652233 (State or other jurisdiction (Commission (IRS Employer of incorp

LETTER

July 24, 2012 Via E-mail Mr. John H. Karnes Chief Financial Officer KiOR, Inc. 13001 Bay Park Road Pasadena, TX 77507 Re: KiOR, Inc. Form 10-K/A for the Fiscal Year Ended December 31, 2011 Filed April 27, 2012 File No. 1-35213 Dear Mr. Karnes: We have completed our review of your filing. We remind you that our comments or changes to disclosure in response to our comments do not foreclose the Commi

KiOR RECEIVES FUEL REGISTRATION FROM EPA FOR RENEWABLE GASOLINE First Cellulosic Gasoline Registration in U.S.

Press Release Exhibit 99.1 KiOR RECEIVES FUEL REGISTRATION FROM EPA FOR RENEWABLE GASOLINE First Cellulosic Gasoline Registration in U.S. PASADENA, TX (July 24, 2012) – KiOR, Inc. (NASDAQ: KiOR), a next-generation renewable fuels company, announced today that it has been granted Part 79 registration for its Renewable Gasoline Blendstock 5 by the U.S. Environmental Protection Agency (EPA). The regi

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CORRESP ONE SHELL PLAZA 910 LOUISIANA HOUSTON, TEXAS 77002-4995 TEL +1 713.229.1234 FAX +1 713.229.1522 www.bakerbotts.com ABU DHABI AUSTIN BEIJING DALLAS DUBAI HONG KONG HOUSTON LONDON MOSCOW NEW YORK PALO ALTO RIYADH WASHINGTON June 29, 2012 U.S. Securities and Exchange Commission 100 F Street, NE Washington, D.C. 20549 Attention: Mr. John Cash Re: KiOR, Inc. Form 10-K/A for the Fiscal Year Ende

AMENDED AND RESTATED KiOR, INC. 2011 LONG-TERM INCENTIVE PLAN (As Amended and Restated Effective June 20, 2012)

Amended and Restated KiOR, Inc. 2011 Long Term Incentive Plan Exhibit 99.2 AMENDED AND RESTATED KiOR, INC. 2011 LONG-TERM INCENTIVE PLAN (As Amended and Restated Effective June 20, 2012) 1. Plan. This KiOR, Inc. 2011 Long-Term Incentive Plan (this “Plan”) was amended and restated by the Board of Directors of KiOR, Inc., a Delaware corporation (the “Company”), to reward certain officers, employees,

LETTER

June 20, 2012 Via E-mail Mr. John H. Karnes Chief Financial Officer KiOR, Inc. 13001 Bay Park Road Pasadena, TX 77507 Re: KiOR, Inc. Form 10-K/A for the Fiscal Year Ended December 31, 2011 Filed April 27, 2012 File No. 1-35213 Dear Mr. Karnes: We have reviewed your filing and have the following comments. In some of our comments, we may ask you to provide us with information so we may better unders

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): June 20, 2012 KiOR, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35213 51-0652233 (State or other jurisdiction of incorporation) (Commission File

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): June 16, 2012 KiOR, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35213 51-0652233 (State or other jurisdiction of incorporation) (Commission File Number) (

KiOR, INC. 2012 EMPLOYEE STOCK PURCHASE PLAN

Exhibit 99.1 Exhibit 99.1 KiOR, INC. 2012 EMPLOYEE STOCK PURCHASE PLAN The purpose of the KiOR, Inc. 2012 Employee Stock Purchase Plan (this “Plan”) is to provide eligible employees of KiOR, Inc., a Delaware corporation (the “Company”) and certain of its subsidiaries with opportunities to purchase shares of the Company’s Class A common stock, $0.01 par value (“Common Stock”), commencing on July 1,

KiOR, INC. 2012 EMPLOYEE STOCK PURCHASE PLAN

KiOR, inc. 2012 Employee Stock Purchase Plan Exhibit 99.1 KiOR, INC. 2012 EMPLOYEE STOCK PURCHASE PLAN The purpose of the KiOR, Inc. 2012 Employee Stock Purchase Plan (this “Plan”) is to provide eligible employees of KiOR, Inc., a Delaware corporation (the “Company”) and certain of its subsidiaries with opportunities to purchase shares of the Company’s Class A common stock, $0.01 par value (“Commo

- FORM S-8

Form S-8 As filed with the Securities and Exchange Commission on June 20, 2012 Registration No.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers - FORM 8-K

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 14, 2012 (June 9, 2012) KiOR, INC. (Exact name of registrant as specified in its charter) Delaware 001-35213 51-0652233 (State or other jurisdiction of incorporation) (C

KIOR / Kior Inc / BIOeCON B.V. Activist Investment

SC 13D/A 1 sc13d-a.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* KiOR, INC. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 497217 10 9 (CUSIP Number) BIOeCON B.V. Hogebrinkerweg 15 e 3871 KM Hoevelaken The Netherlands Tel: +31 33 254 04 73 Att

SECONDARY BLOCK TRADE AGREEMENT

Exhibit 99.3 SECONDARY BLOCK TRADE AGREEMENT May 22, 2012 834,544 shares of Class A common stock of KiOR, Inc. This agreement dated May 22, 2012 sets out the terms under which UBS Securities LLC, (“UBS” / ''Buyer'') will purchase 834,544 shares of Class A common stock (the ''Shares'') of KiOR, Inc. (the ''Issuer'') from BIOeCON B.V. (''Seller''). 1. Purchase and sale Subject to the terms and condi

- K&L GATES LLP FORM 144 5-23-2012 (BIOECON BV)

UNITED STATES OMB APPROVAL SECURITIES AND EXCHANGE COMMISSION OMB Number: 3235-0101 Washington, D.

- DEFINITIVE PROXY STATEMENT

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14

Other Events - FORM 8-K

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 15, 2012 KiOR, INC. (Exact name of registrant as specified in its charter) Delaware 001-35213 51-0652233 (State or other jurisdiction of incorporation) (Commission File N

KIOR REPORTS FIRST QUARTER 2012 RESULTS

Earnings Press Release Exhibit 99.1 KIOR REPORTS FIRST QUARTER 2012 RESULTS KIOR’S COLUMBUS BIOREFINERY MECHANICALLY COMPLETE EARLY AND ON BUDGET KIOR ON SCHEDULE TO BE FIRST US COMMERCIAL CELLULOSIC DIESEL/GAS PRODUCER IN 2012 PASADENA, Texas, May 14, 2012—KiOR, Inc. (NASDAQ: KiOR), a next-generation renewable fuels company, today announced its financial results for the first quarter ended March

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition - FORM 8-K

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 14, 2012 KiOR, INC. (Exact name of registrant as specified in its charter) Delaware 001-35213 51-0652233 (State or other jurisdiction (Commission (IRS Employer of incorpo

KIOR REPORTS FOURTH QUARTER AND FULL YEAR 2011 EARNINGS

EARNINGS PRESS RELEASE EXHIBIT 99.1 FOR IMMEDIATE RELEASE KIOR REPORTS FOURTH QUARTER AND FULL YEAR 2011 EARNINGS PASADENA, Texas, March 26, 2012 - KiOR, Inc. (NASDAQ: KiOR), a next-generation renewable fuels company, today announced its financial results for the fourth quarter and fiscal year ended December 31, 2011. “During the fourth quarter we made significant progress toward bringing our firs

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition - FORM 8-K

FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 26, 2012 KiOR, INC. (Exact name of registrant as specified in its charter) Delaware 001-35213 51-0652233 (State or other jurisdiction of incorporation) (Commission File

PERFORMANCE AND RETENTION AGREEMENT

Form of Performance and Retention Agreement Exhibit 10.1 PERFORMANCE AND RETENTION AGREEMENT This Performance and Retention Agreement (the “Agreement”) is entered into by KiOR, Inc., a Delaware corporation (the “Company”) and (the “Executive”). 1. Purpose. The purpose of this Agreement is to provide reasonable protections to the Executive, who is expected to make substantial contributions to the s

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits - FORM 8-K

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 9, 2012 KiOR, INC. (Exact name of registrant as specified in its charter) Delaware 001-35213 51-0652233 (State or other jurisdiction of incorporation) (Commission File

JOINT FILING AGREEMENT

EX-99.1 Exhibit 99.1 JOINT FILING AGREEMENT The undersigned hereby agree that the statement on Schedule 13G with respect to the shares of the common stock of KiOR Inc. is, and any amendment thereto signed by each of the undersigned shall be, filed on behalf of each of the undersigned pursuant to and in accordance with the provisions of Rule 13d–1(k) promulgated under the Securities Exchange Act of

KIOR / Kior Inc / Alberta Investment Management Corp - SC 13G Passive Investment

SC 13G 1 d301755dsc13g.htm SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* KiOR Inc. (Name of issuer) Class A Common Stock (Title of class of securities) 497219109 (CUSIP number) December 31, 2011 (Date of event which requires filing of this statement) Check the appropriate box to designate the

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers - FORM 8-K

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 9, 2012 (February 8, 2012) KiOR, INC. (Exact name of registrant as specified in its charter) Delaware 001-35213 51-0652233 (State or other jurisdiction of incorporat

13D CUSIP No. 497219109 Page 15 of 15 Pages JOINT FILING AGREEMENT

Exhibit 99.1 13D CUSIP No. 497219109 Page 15 of 15 Pages EXHIBIT 99.1 JOINT FILING AGREEMENT The undersigned, being duly authorized thereunder, hereby execute this agreement as an exhibit to this Schedule 13D to evidence the agreement of the below-named parties, in accordance with the rules promulgated pursuant to the Securities Exchange Act of 1934, to file this Schedule jointly on behalf of each

KIOR / Kior Inc / Khosla Ventures II, L.P. - SCHEDULE 13D AMENDMENT NO. 1 Activist Investment

SC 13D/A 1 d292138dsc13da.htm SCHEDULE 13D AMENDMENT NO. 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* KiOR, Inc. (Name of issuer) Class A common stock, par value $0.0001 per share (Title of class of securities) 497219109 (CUSIP number) Vinod Khosla Khosla Ventures 3000 Sand Hill Road Building 3,

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant - FORM 8-K

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 27, 2012 (January 26, 2012) KiOR, INC. (Exact name of registrant as specified in its charter) Delaware 001-35213 51-0652233 (State or other jurisdiction of incorporat

LOAN AND SECURITY AGREEMENT

Exhibit 10.1 LOAN AND SECURITY AGREEMENT THIS LOAN AND SECURITY AGREEMENT (the “Agreement”) is made and dated as of January 26, 2012 and is entered into by and among KIOR, INC., a Delaware corporation (the “Company”, and together with each other Subsidiary that is a party hereto or becomes a party hereto as a Borrower after the date hereof in accordance with the terms hereof, collectively, the “Bo

WARRANT AGREEMENT To Purchase Shares of Class A Common Stock of KIOR, INC. Dated as of January 26, 2012 (the “Effective Date”)

Warrant Agreement to Purchase Shares of Class A Common Stock Exhibit 10.2 THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE OF SUCH WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF CO

KIOR CLOSES $75 MILLION LOAN Additional Capital Bolsters Financial Strength and Fuels Continued Expansion

Press Release Exhibit 99.1 FOR IMMEDIATE RELEASE KIOR CLOSES $75 MILLION LOAN Additional Capital Bolsters Financial Strength and Fuels Continued Expansion PASADENA, Texas, January 27, 2012 - KiOR, Inc. (NASDAQ: KiOR), a next-generation renewable fuels company, today announced that it has closed a $75 million four-year term loan with a lender group comprised of an affiliate of Vinod Khosla and two

WARRANT AGREEMENT To Purchase Shares of Class A Common Stock of KIOR, INC. Dated as of January 26, 2012 (the “Effective Date”)

Warrant Agreement to Purchase Shares of Class A Common Stock Exhibit 10.4 THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE OF SUCH WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF CO

WARRANT AGREEMENT To Purchase Shares of Class A Common Stock of KIOR, INC. Dated as of January 26, 2012 (the “Effective Date”)

Warrant Agreement to Purchase Shares of Class A Common Stock Exhibit 10.3 THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE OF SUCH WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF CO