Edgar Filing: AMYRIS, INC.

Ownership Submission

FORM 4

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

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

Boisseau Philippe

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)

(Last)

(First)

(Middle)

24 COURS MICHELET

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

(Street)

92800 PUTEAUX, I0 92800

4. If Amendment, Date 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

(City)

(State)

(Zip)

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⁾

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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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 Underlying Securities
(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

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

1.5% Senior Secured Convertible Note Due 2017

$ 7.0682

07/29/2015

J⁽⁴⁾

$ 15,000,000

⁽⁴⁾

Common Stock

$ 15,000,000 ⁽⁴⁾

$ 0

$ 0 ⁽⁴⁾

See footnote ⁽²⁾

1.5% Senior Secured Convertible Note Due 2017

$ 3.08

07/29/2015

J⁽⁵⁾

$ 10,000,000

⁽⁵⁾

Common Stock

$ 10,000,000 ⁽⁵⁾

$ 0

$ 0 ⁽⁵⁾

See footnote ⁽²⁾

1.5% Senior Secured Convertible Note Due 2017

$ 3.08

07/29/2015

J⁽⁴⁾

$ 20,000,000

⁽⁴⁾

Common Stock

$ 20,000,000 ⁽⁴⁾

$ 0

$ 0 ⁽⁴⁾

See footnote ⁽²⁾

1.5% Senior Secured Convertible Note Due 2017

$ 7.0682

07/29/2015

J⁽⁴⁾

$ 8,300,751.86

⁽⁴⁾

Common Stock

$ 8,300,751.86 ⁽⁴⁾

$ 0

$ 0 ⁽⁴⁾

See footnote ⁽²⁾

1.5% Senior Secured Convertible Note Due 2017

$ 4.11

07/29/2015

J⁽⁴⁾

$ 10,850,000

⁽⁴⁾

Common Stock

$ 10,850,000 ⁽⁴⁾

$ 0

$ 0 ⁽⁴⁾

See footnote ⁽²⁾

1.5% Senior Secured Convertible Note Due 2017

$ 4.11

07/29/2015

J⁽⁴⁾

$ 10,850,000

⁽⁴⁾

Common Stock

$ 10,850,000 ⁽⁴⁾

$ 0

$ 0 ⁽⁴⁾

See footnote ⁽²⁾

1.5% Senior Secured Convertible Note Due 2017

$ 3.08

07/29/2015

P⁽⁶⁾

$ 5,000,751.86

⁽⁷⁾

Common Stock

$ 5,000,751.86 ⁽⁷⁾

$ 0

$ 5,000,751.86

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

128,205 ⁽⁹⁾

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

2,000,000 ⁽⁹⁾

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

0 ⁽⁸⁾

See footnote ⁽²⁾

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Boisseau Philippe 24 COURS MICHELET 92800 PUTEAUX, I0 92800	X	X

Signatures

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

Explanation of Responses:

*	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).
(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.

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