SEC FORM 3 SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person*
Gates Ventures, LLC
(Last) (First) (Middle)
2365 CARILLON POINT
(Street)
KIRKLAND WA 98033
(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
10/21/2013 		3. Issuer Name and Ticker or Trading Symbol
Kior Inc [ KIOR, INC. ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class A Common Stock 3,236,106 D
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Option Right (Right to Buy) 10/21/2013(1) (1) Class A Common Stock 2,588,885(2) $2.897(2) D
1. Name and Address of Reporting Person*
Gates Ventures, LLC
(Last) (First) (Middle)
2365 CARILLON POINT
(Street)
KIRKLAND WA 98033
(City) (State) (Zip)
Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
GATES WILLIAM H III
(Last) (First) (Middle)
2365 CARILLON POINT
(Street)
KIRKLAND WA 98033
(City) (State) (Zip)
Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
Explanation of Responses:
1. The option right is exercisable at any time (so long as Gates Ventures, LLC ("GV") owns at least 647,222 shares of Class A Common Stock, representing 20% of the shares reported on Table I) prior to the earlier of (i) the closing of the second tranche purchase of shares of the Issuer's Class A Common Stock pursuant to the Class A Common Stock Purchase Agreement, dated as of October 18, 2013, between GV and the Issuer (a copy of which was previously filed as Exhibit 99.4 to the Issuer's Current Report on Form 8-K, filed with the SEC on October 21, 2013) and (ii) July 1, 2014.
2. The number of shares of Class A Common Stock that GV has the right to purchase under the option right and the exercise price for such shares is not fixed. The exercise price for the shares under the option right will equal 75% of the average of the daily volume weighted average price of the Class A Common Stock for the twenty (20) trading days prior to the date GV provides notice of exercise of the option right (the "Exercise Price"), provided that in no event will the Exercise Price exceed the conversion price applicable to the Senior Secured Mandatorily Convertible Notes due 2020 issued by the Issuer on October 21, 2013, which conversion price is currently $2.897 (subject to certain anti-dilution adjustments, including to account for dilutive issuances of additional shares of Common Class A Common Stock). The number of shares of Class A Common Stock that may be purchased pursuant to the option right will equal $7.5 million divided by the Exercise Price.
Remarks:
Exhibit List: Exhibit 24.1 - Power of Attorney (Gates Ventures, LLC) Exhibit 24.2 - Power of Attorney (William H. Gates III)
Gates Ventures, LLC: /s/ Alan Heuberger, Attorney-in-fact for Michael Larson, Manager 10/31/2013
/s/ Alan Heuberger, Attorney-in-fact for William H. Gates III 10/31/2013
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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