Amendment to Employment Agreement -- Jeffrey G. Black



 Exhibit 10.59 
 AMENDMENT TO 
 EMPLOYMENT AGREEMENT 

THIS AMENDMENT TO EMPLOYMENT AGREEMENT
(the “Amendment”) is effective as of March 31, 2011 (the “Effective Date”), and as of the Effective Date amends the Employment Agreement dated December 17, 2008 by and between
VERENIUM CORPORATION (hereinafter the “Company”), and Jeffrey Black (hereinafter “Executive”) (the “Employment Agreement”).

 RECITALS 
 WHEREAS, the Company and Executive wish to amend the Employment Agreement as of the Effective Date to reflect the Executive’s (1) new duties and
responsibilities as the Company’s Senior Vice President and Chief Financial Officer, and (2) revised compensation arrangement; 
 NOW, THEREFORE, the Company and Executive, in consideration of the mutual promises set forth herein, agree that the Employment Agreement is amended as
of the Effective Date as follows: 
 ARTICLE 1 
 AMENDMENTS 
 1.1 Section 2. Section 2 of the
Employment Agreement is hereby amended and restated in its entirety as follows: 
 “2. Duties and
Responsibilities. During the Term of this Agreement, you shall have, and you agree to carry out to the best of your ability, the duties and responsibilities of Senior Vice President and Chief Financial Officer. You shall have such
responsibilities and duties as are assigned by the President and Chief Executive Officer (“CEO”) and/or the Board of Directors of the Company (the “Board”) and are consistent with the position of
Senior Vice President and Chief Financial Officer. In the performance of your duties and responsibilities hereunder, you shall regularly report to the CEO. You agree to devote your full business time, attention and energies to the business and
interests of the Company during the Term of this Agreement and you will not accept any outside position without the prior written consent of the CEO or the Board, except that you may serve on up to a maximum of two boards of directors provided that
you have approval of the CEO or the Board’s Compensation Committee and provided that your time spent in such service is reasonable and does not detract from the performance of your duties to the Company. You warrant that you are free to enter
into and fully perform this Agreement and are not subject to any employment, confidentiality, non-competition or other agreement which would restrict your performance under this Agreement. You shall fulfill your duties and responsibilities to the
Company hereunder primarily from the Company’s office located in San Diego, California provided, however, that the Company may from time to time require you to travel temporarily to other locations in connection with the Company’s
business.” 

  
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 1.2 Section 3(a). The first sentence of Section 3(a) of the
Employment Agreement is hereby amended and restated in its entirety to read as follows: 
 “During the Term of this
Agreement, the Company will pay you a base salary at not less than the bi-weekly rate of $10,769.23 (“Base Salary”), minus withholdings as required by law or other deductions authorized by you, which amount shall be paid to
you in periodic installments in accordance with the Company’s payroll practices then in effect.” 
 1.3
Section 3(i). A new Section 3(i) is hereby added to the Employment Agreement as follows: 
 “(i) Stock
Options and Restricted Stock. The Company granted a stock option to you on February 24, 2011 to purchase up to 42,626 shares of the Company’s common stock with an exercise price of $3.31 per share, subject to vesting and the other
terms and conditions set forth in the stock option grant notice and agreement previously provided to you. All Company stock option and restricted stock awards previously granted to you shall continue in effect from and following the Effective Date
in accordance with their existing terms. You may be eligible to receive additional grants of Company stock option and restricted stock awards in the sole discretion and subject to the approval of the Compensation Committee of the Board.”

 1.4 Effective Date and Term of Amended Employment Agreement. With respect to application of the amendments to
the Employment Agreement that are set forth in this Amendment, all references to the “Effective Date” contained in the amended Employment Agreement are with respect to the date of March 31, 2011, and all references to the
“Term” of the Employment Agreement are with respect to the period of employment commencing on March 31, 2011. 
 ARTICLE 2 
 GENERAL PROVISIONS 

2.1 Impact of Amendment. Except as expressly amended by this Amendment, the terms of the Employment Agreement remain in
full force and effect. 
 2.2 Governing Law. The validity, interpretation, construction and performance of this
Amendment and the amended Employment Agreement and the rights of the parties thereunder shall be interpreted and enforced under the law of the Commonwealth of Massachusetts. 
 2.3 Validity. The invalidity or unenforceability of any provision of this Amendment or the Employment Agreement shall not affect the validity or enforceability of any other provision of this
Amendment or the Employment Agreement, which shall remain in full force and effect. 
 2.4 Controlling Document.
In case of conflict between any of the terms and condition of this Amendment and the Employment Agreement herein referred to, the terms and conditions of this Amendment shall control. 

  
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 2.5 Executive Acknowledgment. Executive acknowledges (a) that he has
consulted with or has had the opportunity to consult with independent counsel of his own choice concerning this Amendment, and has been advised to do so by the Company, and (b) that he has read and understands the Amendment, is fully aware of
its legal effect, and has entered into it freely based on his own judgment. 
 2.6 Counterparts. This Amendment
may be executed in one or more counterparts, all of which taken together shall constitute one and the same document. 
 Executed by the parties
hereto on the date(s) set forth below: 
  

									
	EXECUTIVE	 		 	VERENIUM CORPORATION
					
	By:	 	/s/ Jeffrey Black	 		 	By:	 	/s/ Dr. James Cavanaugh
		 	Jeffrey Black	 		 		 	Dr. James Cavanaugh
		 		 		 		 	Chairman of the Board of Directors
					
	Date:	 	March 4, 2011	 		 	Date:	 	March 4, 2011


  
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