Amyris, Inc. (NASDAQ:AMRS) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Item 5.02 Departure of Directors or Certain Officers; Election of
Directors; Appointment of Certain Officers; Compensatory
Arrangements of Certain Officers.
2017 Cash Bonus Plan
On March 6, 2017, the Leadership Development and Compensation
Committee (the Committee) of the Board
of Directors of Amyris, Inc. (the
Company) approved a 2017 cash bonus
plan that included the cash bonus plan for its executive officers
(the Bonus Plan).The Bonus Plan
provides the following structure for executives, including the
Companys current named executive officers from the Companys 2016
proxy statement filed with the Securities and Exchange Commission
(the SEC) on April 15, 2016 (the
Proxy Statement):
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General Structure.The Bonus Plan provides for funding and payout of cash bonus awards based on quarterly and annual performance during 2017.The total potential funding of the Bonus Plan for each of these bonus periods is based on the Companys performance under certain metrics set by the Committee for each quarter and for the year.Payouts under the Bonus Plan would occur following a review of the Companys results and performance each quarter and for the year and the executive officers individual performance results at the end of the year. |
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Funding Target Levels and Performance Metrics. The total funding possible under the bonus plan is based on a cash value (the Target Bonus Fund) determined by the executive officers target bonus levels. Target bonuses for the Companys executive officers vary by officer, but are generally set between 30% and 35% of annual base salary, other than for the Companys Chief Executive Officer, whose target bonus is set at approximately 80% of his annual base salary. The aggregate amount of these target bonuses are the basis for the total funding of the Bonus Plan. The quarterly and annual funding of the Bonus Plan is based on achievement of the following Company performance metrics for each quarter during 2017 (as determined by the Committee and, in the case of quarterly funding, as applicable for the quarter based on the Companys operating plan): GAAP revenues (weighted 40%), technical milestone dollars received (weighted 30%), production costs (weighted 15%) and cash operating expenditures (weighted 15%). For each quarterly period and for the annual period of the Bonus Plan, threshold, target and superior performance levels are set for each performance metric, which performance levels are intended to capture the relative difficulty of achievement of that metric. |
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Funding Calculation. For each of the four quarterly periods of the Bonus Plan, the Bonus Plan allocates 12.5% of the total Target Bonus Fund. For the annual period of the Bonus Plan, the Bonus Plan allocates 50% of the total Target Bonus Fund. Funding is based on the weighted average achievement of the performance metrics that achieve at least the threshold performance level for a given Bonus Plan period. If the Company does not achieve at least a 70% weighted average achievement level of the performance metrics described above for a given Bonus Plan period (funding threshold), no funding would occur under the Bonus Plan for such period. If the Company achieves at least the funding threshold level, 70% funding would occur. For a weighted average achievement between the funding threshold level and target level, a pro rata increase in funding would occur up to 50% of the Target Bonus Fund allocated to such period. For weighted average achievement above the target level, an increase in funding of 2.5% for every 1% above target performance would occur up to, for the quarterly funding, 125% of the Target Bonus Fund for such quarter, and for the annual funding, 150% of the annual Target Bonus Fund. |
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Payouts. Any payouts for the quarterly bonus periods would be the same as the funded level (provided the recipient meets eligibility requirements through the payout date), and would be subject to a cap of 50% of the allocated quarterly Target Bonus Fund. Any funding in excess of 50% of the allocated quarterly Target Bonus Fund would not be paid out, and instead would be allocable to the annual bonus fund. Excess quarterly funding not paid, but added to the annual bonus fund, is in addition to the annual bonus fund maximum of 150% of the annual Target Bonus Fund. Payouts for the annual bonus period would be made from the aggregate funded amount in the discretion of the Committee based on Company and individual performance, and could range from 0% to 200% of an individuals funded amount for the annual bonus period (including any excess quarterly funding). |
Offer Letter Amendment
As previously reported, on January 4, 2017, Kathleen Valiasek
commenced employment with the Company as its Chief Financial
Officer to an offer letter between the Company and Ms. Valiasek
(the Offer Letter). The terms of the
Offer Letter were previously reported in a Current Report on Form
8-K filed by the Company with the SEC on January 5, 2017, which
is incorporated herein by reference.
On March 6, 2017, the Company and Ms. Valiasek entered into an
amendment to the Offer Letter, which amendment provides that Ms.
Valiasek will be eligible to participate in the Companys
Executive Severance Plan, as described under Executive
Compensation Potential Payments upon Termination and upon
Termination Following a Change in Control in the Proxy Statement,
beginning immediately.
About Amyris, Inc. (NASDAQ:AMRS)
Amyris, Inc. is an integrated industrial biotechnology company. The Company is engaged in research and development and sales of fuels and farnesene-derived products. It is applying its industrial synthetic biology platform to engineer, manufacture and sell products into a range of consumer and industrial markets, including cosmetics, flavors and fragrances (F&F), solvents and cleaners, polymers, lubricants, healthcare products and fuels. The Company focuses on a renewable hydrocarbon molecule called farnesene (Biofene). The Company is expanding its range of products across various categories divided into consumer and industrial applications. For consumer applications, the Company is developing and selling personal care products (which include ingredients for cosmetics and F&F), healthcare products and formulated end user products, such as Biossance brand skincare products and Muck Daddy brand hand cleaner product. Amyris, Inc. (NASDAQ:AMRS) Recent Trading Information
Amyris, Inc. (NASDAQ:AMRS) closed its last trading session down -0.006 at 0.500 with 1,683,594 shares trading hands.
