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^*

Boisseau Philippe

(Last)

(First)

(Middle)

24 COURS MICHELET

(Street)

92800 PUTEAUX

92800

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

3. Date of Earliest Transaction (Month/Day/Year)
07/29/2015

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	07/29/2015		P⁽¹⁾		1,282,051	A	$1.56	14,899,263	I	See footnote⁽²⁾
Common Stock	07/29/2015		P⁽³⁾		30,434,782	A	$2.3	45,334,045	I	See footnote⁽²⁾

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)
1.5% Senior Secured Convertible Note Due 2017	$7.0682	07/29/2015		J⁽⁴⁾			$15,000,000	⁽⁴⁾	⁽⁴⁾	Common Stock	$15,000,000⁽⁴⁾	$0.00	$0.00⁽⁴⁾	I	See footnote⁽²⁾
1.5% Senior Secured Convertible Note Due 2017	$3.08	07/29/2015		J⁽⁵⁾			$10,000,000	⁽⁵⁾	⁽⁵⁾	Common Stock	$10,000,000⁽⁵⁾	$0.00	$0.00⁽⁵⁾	I	See footnote⁽²⁾
1.5% Senior Secured Convertible Note Due 2017	$3.08	07/29/2015		J⁽⁴⁾			$20,000,000	⁽⁴⁾	⁽⁴⁾	Common Stock	$20,000,000⁽⁴⁾	$0.00	$0.00⁽⁴⁾	I	See footnote⁽²⁾
1.5% Senior Secured Convertible Note Due 2017	$7.0682	07/29/2015		J⁽⁴⁾			$8,300,751.86	⁽⁴⁾	⁽⁴⁾	Common Stock	$8,300,751.86⁽⁴⁾	$0.00	$0.00⁽⁴⁾	I	See footnote⁽²⁾
1.5% Senior Secured Convertible Note Due 2017	$4.11	07/29/2015		J⁽⁴⁾			$10,850,000	⁽⁴⁾	⁽⁴⁾	Common Stock	$10,850,000⁽⁴⁾	$0.00	$0.00⁽⁴⁾	I	See footnote⁽²⁾
1.5% Senior Secured Convertible Note Due 2017	$4.11	07/29/2015		J⁽⁴⁾			$10,850,000	⁽⁴⁾	⁽⁴⁾	Common Stock	$10,850,000⁽⁴⁾	$0.00	$0.00⁽⁴⁾	I	See footnote⁽²⁾
1.5% Senior Secured Convertible Note Due 2017	$3.08	07/29/2015		P⁽⁶⁾		$5,000,751.86		⁽⁷⁾	⁽⁷⁾	Common Stock	$5,000,751.86⁽⁷⁾	$0.00	$5,000,751.86	I	See footnote⁽²⁾
Warrants (right to buy)	$0.01	07/29/2015		P⁽¹⁾		128,205		⁽⁹⁾	07/29/2020	Common Stock	128,205⁽⁹⁾	$0.00	128,205⁽⁹⁾	I	See footnote⁽²⁾
Warrants (right to buy)	$0.01	07/29/2015		P⁽¹⁰⁾		2,000,000		⁽⁹⁾	07/29/2020	Common Stock	2,000,000⁽⁹⁾	$0.00	2,000,000⁽⁹⁾	I	See footnote⁽²⁾
Warrants (right to buy)	$0.01	07/29/2015		P⁽¹⁰⁾		0⁽⁸⁾		⁽⁹⁾	07/29/2020	Common Stock	0⁽⁸⁾	$0.00	0⁽⁸⁾	I	See footnote⁽²⁾

Explanation of Responses:

1. Purchase was pursuant to that certain Securities Purchase Agreement dated as of July 24, 2015 by and between the Issuer and the purchasers set forth therein, including Total Energies Nouvelles Activites USA (the "Purchase Agreement").

2. Held of record by Total Energies Nouvelles Activites USA. Mr. Boisseau, a member of the Issuer's board of directors by deputization, is a member of the Executive Committee of Total S.A., the ultimate parent company of Total Energies Nouvelles Activites USA, and, as such, may be deemed to share voting or investment power over the securities held by Total Energies Nouvelles Activites USA. Mr. Boisseau holds no shares of the Issuer directly and disclaims beneficial ownership of the Common Stock, except to the extent of his pecuniary interest therein, if any.

3. Shares were issued in exchange for certain Convertible Notes as listed in Table II below, and pursuant to that certain Exchange Agreement dated as of July 26, 2015 by and between the Issuer and the investors set forth therein, including Total Energies Nouvelles Activites USA (the "Exchange Agreement").

4. Note was cancelled pursuant to the Exchange Agreement and that certain Request For Cancellation of Convertible Notes dated July 29, 2015 delivered by Total Energies Nouvelles Activites USA to the Issuer (the "Cancellation Request").

5. Note was cancelled pursuant to the Exchange Agreement and the Cancellation Request. The Issuer's obligations under the note were cancelled upon the issuance of a new 1.5% Senior Secured Convertible Note Due 2017.

6. Issued pursuant to the Exchange Agreement and the Cancellation Request. The Issuer's obligations under the original note were cancelled upon the issuance of this new 1.5% Senior Secured Convertible Note Due 2017.

7. The principal amount of this note is $5,000,751.86. The note is convertible only in those circumstances described in the note. The Final Maturity Date as defined in the note is March 1, 2017.

8. The shares underlying this warrant will be determined upon satisfaction of the Exercise Condition as described in the warrant.

9. This warrant is exercisable upon satisfaction of the Exercise Condition as described in the warrant.

10. Warrant was issued in connection with the Exchange Agreement.

Remarks:

The transactions of the securities reported on this form were pre-approved by the Issuer's board of directors pursuant to Rule 16b-3.

	/s/ Philippe Boisseau by Nicholas Khadder, Attorney-in-Fact	07/31/2015
	** Signature of Reporting Person	Date
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