Form of Notice of Grant of Stock Option (non-Exempt)



 Exhibit 10.39 

NON-EXEMPT EMPLOYEE 

UNDER FAIR LABOR STANDARDS ACT 

AMYRIS BIOTECHNOLOGIES, INC. 

NOTICE OF GRANT OF STOCK OPTION 

Notice is hereby given of the following option grant (the “Option”) to purchase shares of the Common Stock of
Amyris Biotechnologies, Inc. (the “Corporation”): 

Optionee:                 
                                         
                                         
                                         
               

Grant Date:               
                                         
                                         
                                         
              
 Vesting Commencement
Date:                                       
                                         
                                       

Exercise Price:
$                                         
                per share 

Number of Option Shares:
                                        
shares of Common Stock 

Expiration Date:               
                                         
                                         
                                         
      
 Type of Option:
                 Incentive Stock Option 

                 Non-Statutory
Stock Option 
 Date Exercisable: The Option shall become exercisable for all the Option Shares upon the
Optionee’s completion of six (6) months of Service measured from the Grant Date. 
 Vesting
Schedule: The Option Shares shall initially be unvested and subject to repurchase by the Corporation at the lower of (i) the Exercise Price paid per share or (ii) the Fair Market Value per share at the time of Optionee’s cessation
of Service. Optionee shall acquire a vested interest in, and the Corporation’s repurchase right shall accordingly lapse with respect to, (i) twenty percent (20%) of the Option Shares upon Optionee’s completion of one
(1) year of Service measured from the Vesting Commencement Date and (ii) the balance of the Option Shares in a series of forty-eight (48) successive equal monthly installments upon Optionee’s completion of each additional month
of Service over the forty-eight (48)-month period measured from the first anniversary of the Vesting Commencement Date. The Option shall not become exercisable for any additional Option Shares following the Optionee’s cessation of Service,
except to the extent (if any) specifically authorized by the Plan Administrator in its sole discretion pursuant to an express written agreement with Optionee. 







 Optionee understands and agrees that the Option is granted subject to and
in accordance with the terms of the Amyris Biotechnologies, Inc. 2005 Stock Option/Stock Issuance Plan (the “Plan”). Optionee further agrees to be bound by the terms of the Plan and the terms of the Option as set forth in the Stock Option
Agreement attached hereto as Exhibit A. Optionee understands that any Option Shares purchased under the Option will be subject to the terms set forth in the Stock Purchase Agreement attached hereto as Exhibit B. Optionee hereby acknowledges receipt
of a copy of the Plan in the form attached hereto as Exhibit C. 
 REPURCHASE RIGHTS. OPTIONEE HEREBY
AGREES THAT ALL OPTION SHARES ACQUIRED UPON THE EXERCISE OF THE OPTION SHALL BE SUBJECT TO CERTAIN REPURCHASE RIGHTS AND RIGHTS OF FIRST REFUSAL EXERCISABLE BY THE CORPORATION AND ITS ASSIGNS. THE TERMS OF SUCH RIGHTS ARE SPECIFIED IN THE ATTACHED
STOCK PURCHASE AGREEMENT. 
 At Will Employment. Nothing in this Notice or in the attached Stock
Option Agreement or Plan shall confer upon Optionee any right to continue in Service for any period of specific duration or interfere with or otherwise restrict in any way the rights of the Corporation (or any Parent or Subsidiary employing or
retaining Optionee) or of Optionee, which rights are hereby expressly reserved by each, to terminate Optionee’s Service at any time for any reason, with or without cause. 

Definitions. All capitalized terms in this Notice shall have the meaning assigned to them in this Notice or in
the attached Stock Option Agreement. 
 DATED:
                            ,
             
  

			
	 AMYRIS BIOTECHNOLOGIES, INC.

		
	 By:
	 	 
		
	 Name:
	 	 
		
	 Title:
	 	 
		
		 	 
		 	, OPTIONEE        
		
	 Address:
	 	 
		
		 	 


 Attachments: 

Exhibit A - Stock Option Agreement 

Exhibit B - Stock Purchase Agreement 

Exhibit C - 2005 Stock Option/Stock Issuance Plan 
  


 2 








 EXHIBIT A 

STOCK OPTION AGREEMENT 







 EXHIBIT B 

STOCK PURCHASE AGREEMENT 







 EXHIBIT C 

2005 STOCK OPTION/STOCK ISSUANCE PLAN