Statement of Changes in Beneficial Ownership (4)
March 14 2023 - 5:20PM
Edgar (US Regulatory)
FORM 4
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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).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
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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
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DOERR L JOHN |
2. Issuer Name and Ticker or Trading Symbol
AMYRIS, INC.
[
AMRS
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director __X__ 10% Owner _____ Officer (give title below) _____ Other (specify below)
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(Last)
(First)
(Middle)
C/O AMYRIS, INC., 5885 HOLLIS STREET, SUITE 100 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
3/10/2023 |
(Street)
EMERYVILLE, CA 94608
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
___ Form filed by One Reporting Person
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X
_ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Warrant (Right to Buy) (1) | $1.30 (1) | 3/10/2023 | | A (1) | | 2046036 | | 9/13/2022 | 9/13/2025 | Common Stock | 2046036 | $0.00 | 2046036 | I | By Foris Ventures, LLC (2)(3) |
Warrant (Right to Buy) (1) | $3.91 (1) | 3/10/2023 | | D (1) | | | 2046036 | 9/13/2022 | 9/13/2025 | Common Stock | 2046036 | $0.00 | 0 | I | By Foris Ventures, LLC (2)(3) |
Explanation of Responses: |
(1) | This warrant was originally issued in connection with the entry into that certain Loan and Security Agreement dated September 13, 2022 among the Issuer, certain subsidiaries of the Issuer and Foris Ventures, LLC ("FV") to purchase up to 2,046,036 shares of the Issuer's common stock at an exercise price of $3.91 per share. On March 10, 2023, in connection with the entry into that certain Loan and Security Agreement, dated as of March 10, 2023, by and among the Issuer, certain subsidiaries of the Issuer and Perrara Ventures, LLC (an affiliate of FV), FV and the Issuer amended the exercise price of the warrant from $3.91 per share to $1.30 per share. Other than the change to the exercise price, the terms of the warrant, including the number of shares underlying the warrant, are unchanged. |
(2) | L. John Doerr ("John Doerr") indirectly holds all of the membership interests in FV. John Doerr disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein. |
(3) | Barbara Hager, the manager of FV, may be deemed to have sole power to vote and dispose of the shares held by FV. The Vallejo Ventures Trust U/T/A 2/12/96 ("VVT"), the member of FV, may be deemed to have sole power to vote and dispose of these securities and John Doerr and Ann Doerr, the trustees of VVT, and Barbara Hager, the special trustee of VVT, may be deemed to have shared power to vote and dispose of the reported securities. Each of John Doerr, Ann Doerr and Barbara Hager disclaims beneficial ownership of the reported securities except to the extent of their pecuniary interest therein. FV and VVT are represented on the Issuer's board of directors by John Doerr and Ryan Panchadsaram. Accordingly, each of the Reporting Persons is deemed to be a director by deputization. The Reporting Persons are jointly filing this Form 4 pursuant to Rule 16a-3(j) under the Exchange Act. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
DOERR L JOHN C/O AMYRIS, INC. 5885 HOLLIS STREET, SUITE 100 EMERYVILLE, CA 94608 | X | X |
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Foris Ventures, LLC 1180 SAN CARLOS AVENUE, #717 SAN CARLOS, CA 94070 |
| X |
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Doerr Ann Howland 1180 SAN CARLOS AVENUE, #717 SAN CARLOS, CA 94070 |
| X |
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Hager Barbara 1180 SAN CARLOS AVENUE, #717 SAN CARLOS, CA 94070 |
| X |
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Vallejo Ventures Trust UTA 21296 1180 SAN CARLOS AVENUE, #717 SAN CARLOS, CA 94070 |
| X |
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Signatures
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/s/ L. John Doerr, by Barbara Hager as his attorney in fact | | 3/14/2023 |
**Signature of Reporting Person | Date |
/s/ Ann Howland Doerr, by Barbara Hager as her attorney in fact | | 3/14/2023 |
**Signature of Reporting Person | Date |
/s/ Vallejo Ventures Trust UTA 21296, by Barbara Hager as Special Trustee | | 3/14/2023 |
**Signature of Reporting Person | Date |
/s/ Foris Ventures, LLC, by Barbara Hager as manager | | 3/14/2023 |
**Signature of Reporting Person | Date |
/s/ Barbara Hager | | 3/14/2023 |
**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 4(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. |
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. |
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