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^*

Boynton Peter

(Last)

(First)

(Middle)

C/O AMYRIS, INC.

5885 HOLLIS ST., SUITE 100

(Street)

EMERYVILLE

94608

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
10/31/2012

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

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

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

5. 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 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)
Common Stock	40,000⁽¹⁾	D
Common Stock	3,125⁽²⁾	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)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	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)
Stock Option (Right to Buy)	⁽³⁾⁽⁴⁾	01/06/2020	Common Stock	157,000	$9.32	D
Stock Option (Right to Buy)	⁽⁵⁾	09/27/2020	Common Stock	15,000	$16.5	D
Stock Option (Right to Buy)	⁽⁶⁾	04/14/2021	Common Stock	22,500	$16⁽⁷⁾	D
Stock Option (Right to Buy)	⁽⁸⁾	04/08/2022	Common Stock	20,000	$3.86	D

Explanation of Responses:

1. Represents a restricted stock unit award that vests in three successive equal annual installments, with the first 1/3rd of the units vesting on April 1, 2013.

2. 3,125 shares acquired on November 15, 2011 under the Issuer's 2010 Employee Stock Purchase Plan.

3. Immediately exercisable.

4. The stock option vested as to 1/5th of the total number of shares subject to the option (originally 200,000 shares before exercises) on December 14, 2010, and thereafter vests as to 1/60th of the total number of shares subject to the option in equal monthly installments.

5. The stock option vested as to 1/60th of the total number of shares subject to the option on September 1, 2010, and thereafter vests as to 1/60th of the total number of shares subject to the option in equal monthly installments.

6. The stock option vested as to 1/48th of the total number of shares subject to the option on February 1, 2011, and thereafter vests as to 1/48th of the total number of shares subject to the option in equal monthly installments.

7. The stock option was originally granted with an exercise price of $26.84 per share. The stockholders approved at the Issuer's annual meeting of stockholders held on May 24, 2012 a one-time stock option re-pricing program in which the Issuer's employees with eligible stock options would receive a one-time reduction in the exercise price for such options to $16.00 per share.

8. The stock option vested as to 1/48th of the total number of shares subject to the option on May 1, 2012, and thereafter vests as to 1/48th of the total number of shares subject to the option in equal monthly installments.

Remarks:

	/s/ Peter Boynton by Nicholas Khadder, Attorney-in-Fact	11/09/2012
	** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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