Item 7.01. Regulation FD Disclosure.
On May 27, 2022, Amyris, Inc. (the "Company") called to order its 2022 annual
meeting of stockholders (the "Annual Meeting"). The Company then adjourned the
Annual Meeting without opening the polls on the matters that were scheduled to
be submitted to a vote of the Company's stockholders at the Annual Meeting
because the Company was notified that there were stockholders that had indicated
an intention to vote but whose votes had not yet been reflected in the ballots
tabulated when the Annual Meeting was called to order. The Annual Meeting has
been adjourned to Friday, June 10, 2022, at 1:00 p.m. (Pacific Time) with
respect to all proposals described in the Company's definitive proxy statement
filed with the U.S. Securities and Exchange Commission (the "SEC") on April 11,
2022 (the "Proxy Statement"). No changes have been made in the proposals to be
voted on by stockholders at the Annual Meeting and described in the Proxy
Statement.
The adjourned Annual Meeting will resume as a virtual meeting held via live
webcast on the Internet on June 10, 2022, at 1:00 PM (Pacific Time) at
www.proxydocs.com/AMRS. The record date for determining stockholders eligible to
vote at the Annual Meeting will remain the close of business on March 30, 2022.
Stockholders who have previously submitted a proxy or otherwise voted and who do
not want to change their vote do not need to take any action. Proxies previously
submitted with respect to the Annual Meeting will be voted on all proposals at
the adjourned Annual Meeting unless properly revoked.
During the current adjournment, polls remain open and the Company continues to
solicit votes from its stockholders with respect to all proposals set forth in
the Proxy Statement.
At the time the Annual Meeting was called to order, proxies had been submitted
by stockholders representing approximately 73% of the shares of the Company's
common stock outstanding and entitled to vote, which constituted a quorum. At
the time of the Annual Meeting, votes were sufficient to approve the election of
John Doerr, Ryan Panchadsaram, and Lisa Qi as directors and to approve Proposal
2-Ratification of Appointment of the Independent Registered Accounting Firm, but
were not sufficient to approve Proposal 3-Approval of Amendment of Restated
Certificate of Incorporation to increase the Total Number of Authorized Shares
of Common Stock ("the "Authorized Share Increase")-which requires approval by
the holders of a majority of the outstanding shares of common stock of the
Company as of the record date.
Additional Information and Where to Find It
This Current Report on Form 8-K may be deemed to be solicitation material in
respect of the solicitation of proxies from stockholders for the adjourned
Annual Meeting. The Company has filed with the SEC and made, and will make, the
Proxy Statement available to its stockholders of record on March 30, 2022.
BEFORE MAKING ANY VOTING DECISION, THE COMPANY'S STOCKHOLDERS ARE URGED TO READ
THE PROXY STATEMENT (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO) CAREFULLY
AND IN ITS ENTIRETY BECAUSE IT WILL CONTAIN IMPORTANT INFORMATION ABOUT THE
MATTERS TO BE CONSIDERED AT THE ADJOURNED ANNUAL MEETING.
The Company will provide to any stockholder entitled to vote at the adjourned
Annual Meeting, at no charge, a copy of the Company's Annual Report on Form 10-K
for the fiscal year ended December 31, 2021 (the "Form 10-K"), including the
financial statements and the financial statement schedules contained in the Form
10-K. The Company makes its Proxy Statement, Annual Reports on Form 10-K, as
well as its other SEC filings, available free of charge through the investor
relations section of the Company's website located at
https://investors.amyris.com/annual-reports as soon as reasonably practicable
after they are filed with, or furnished to, the SEC. Information contained on or
accessible through the Company's website or contained on other websites is not
deemed to be part of this Current Report. In addition, you may request a copy of
the Form 10-K by sending an e-mail request to Amyris Investor Relations at
investor@amyris.com, calling (510) 740-7481, or writing to Amyris Investor
Relations at 5885 Hollis Street, Suite 100, Emeryville, California 94608.
Participants in the Solicitation
The Company and its directors, director nominees, and executive officers may be
deemed to be participants in the solicitation of proxies from the Company's
stockholders with respect to the matters to be considered at the
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adjourned Annual Meeting. Information regarding the names, affiliations, and
direct or indirect interests (by security holdings or otherwise) of these
persons are described in the Proxy Statement.
Forward-Looking Statements
This release contains forward-looking statements, and any statements other than
statements of historical fact could be deemed to be forward-looking statements.
These forward-looking statements include, but are not limited to, statements
regarding the date of the Company's adjourned Annual Meeting. These statements
are based on management's current expectations and actual results and future
events may differ materially due to risks and uncertainties detailed from time
to time in filings the Company makes with the SEC, including Annual Reports on
Form 10-K, Quarterly Reports on Form 10-Q, and Current Reports on Form 8-K. The
Company disclaims any obligation to update information contained in these
forward-looking statements, whether as a result of new information, future
events, or otherwise.
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AMYRIS, INC. 