SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Kaul Samir

(Last)

(First)

(Middle)

3000 SAND HILL ROAD

BUILDING 3, SUITE 190

(Street)

MENLO PARK

94025

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
AMYRIS, INC. [ AMRS ]

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

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
09/30/2010

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

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	09/30/2010		C		419,687	A	⁽¹⁾	564,853	I	See Footnote⁽²⁾⁽³⁾
Common Stock	09/30/2010		C		3,179,674	A	⁽⁴⁾	3,179,674	I	See Footnote⁽²⁾⁽⁵⁾
Common Stock	09/30/2010		C		155,311	A	⁽⁶⁾	3,334,985	I	See Footnote⁽²⁾⁽⁵⁾
Common Stock	09/30/2010		C		154,765	A	⁽⁴⁾	154,765	I	See Footnote⁽⁷⁾
Common Stock	09/30/2010		C		7,559	A	⁽⁶⁾	162,324	I	See Footnote⁽⁷⁾

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Series A Convertible Preferred Stock	⁽⁴⁾	09/30/2010		C			3,179,674	⁽⁴⁾	⁽⁴⁾	Common Stock	3,179,674	$0	0	I	See Footnote⁽²⁾⁽⁵⁾
Series B Convertible Preferred Stock	⁽⁶⁾	09/30/2010		C			138,919	⁽⁶⁾	⁽⁶⁾	Common Stock	155,311	$0	0	I	See Footnote⁽²⁾⁽⁵⁾
Series C Convertible Preferred Stock	⁽¹⁾	09/30/2010		C			419,687	⁽¹⁾	⁽¹⁾	Common Stock	419,687	$0	0	I	See Footnote⁽²⁾⁽³⁾
Series A Convertible Preferred Stock	⁽⁴⁾	09/30/2010		C			154,765	⁽⁴⁾	⁽⁴⁾	Common Stock	154,765	$0	0	I	See Footnote⁽⁷⁾
Series B Convertible Preferred Stock	⁽⁶⁾	09/30/2010		C			6,761	⁽⁶⁾	⁽⁶⁾	Common Stock	7,559	$0	0	I	See Footnote⁽⁷⁾

Explanation of Responses:

1. Each share of the Issuer's Series C Preferred Stock converted automatically into shares of the Issuer's Common Stock on a 1 to 1 basis immediately prior to the closing of the Issuer's initial public offering and had no expiration date.

2. Mr. Kaul is a member of Khosla Ventures Associates II, LLC ("KVA II"), the general partner of Khosla Ventures II, L.P. ("Khosla II"), and a member of Khosla Ventures Associates III, LLC ("KVA III"), the general partner of Khosla Ventures III, L.P. ("Khosla III"). As such, Mr. Kaul shares voting and investment power over the shares held by Khosla II and Khosla III and may be deemed to have indirect beneficial ownership of the shares held by Khosla II and Khosla III. Mr. Kaul disclaims beneficial ownership of these securities except to the extent of his proportionate pecuniary interest therein.

3. The securities are owned by Khosla III. KVA III possesses sole voting and investment control over the shares owned by Khosla III and may be deemed to have indirect beneficial ownership of the shares held by Khosla III. KVA III however owns no securities of the Issuer directly. Each Reporting Person disclaims beneficial ownership of such shares except to the extent of its pecuniary interest therein.

4. Each share of the Issuer's Series A Preferred Stock converted automatically into shares of the Issuer's Common Stock on a 1 to 1 basis immediately prior to the closing of the Issuer's initial public offering and had no expiration date.

5. The securities are owned by Khosla II. VK Services, LLC, which serves as the manager of KVA II, possesses sole voting and investment control over the shares owned by Khosla II and may be deemed to have indirect beneficial ownership of the shares held by Khosla II. KVA II however owns no securities of the Issuer directly. Each Reporting Person disclaims beneficial ownership of such shares except to the extent of its pecuniary interest therein.

6. Each share of the Issuer's Series B Preferred Stock converted automatically into shares of the Issuer's Common Stock on a 1 to 1.118 basis immediately prior to the closing of the Issuer's initial public offering and had no expiration date.

7. The securities are held by the Kaul Family Revocable Trust. Mr. Kaul is a trustee of the Kaul Family Revocable Trust.

	/s/ Samir Kaul by Tamara Tompkins, Attorney-in-Fact	09/30/2010
	** Signature of Reporting Person	Date
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