[Form 3] CODEXIS, INC. Initial Statement of Beneficial Ownership

Rhea-AI Filing Summary

Codexis, Inc. (CDXS) chief scientific officer reports equity holdings in a beneficial ownership statement dated 11/07/2025. The officer directly owns 143,460 shares of Codexis common stock, including 53,266 restricted stock units that each convert into one share upon vesting. In addition, the officer holds multiple stock options covering shares of common stock with exercise prices ranging from $3.05 to $26.16 and expirations between 2030 and 2035. Some options are already fully vested and exercisable, while others vest over time based on specified schedules tied to dates from 2021 through 2026.

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0104
Estimated average burden
hours per response:			0.5

1. Name and Address of Reporting Person^*

Lutz Stefan

(Last) (First) (Middle)

C/O CODEXIS, INC.

200 PENOBSCOT DRIVE

(Street)

REDWOOD CITY CA 94063

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
11/07/2025

3. Issuer Name and Ticker or Trading Symbol
CODEXIS, INC. [ CDXS ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CSO

5. If Amendment, Date of 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

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	143,460(1)	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Option (Right to Buy)	(2)	05/05/2030	Common Stock	25,500	$11.79	D
Stock Option (Right to Buy)	(3)	05/05/2030	Common Stock	8,800	$11.79	D
Stock Option (Right to Buy)	(4)	02/16/2031	Common Stock	10,000	$26.16	D
Stock Option (Right to Buy)	(3)	02/16/2031	Common Stock	16,006	$26.16	D
Stock Option (Right to Buy)	(5)	02/07/2032	Common Stock	13,000	$19.39	D
Stock Option (Right to Buy)	(3)	02/07/2032	Common Stock	17,000	$19.39	D
Stock Option (Right to Buy)	(6)	02/21/2033	Common Stock	112,500	$5.44	D
Stock Option (Right to Buy)	(7)	01/01/2034	Common Stock	209,400	$3.05	D
Stock Option (Right to Buy)	(8)	02/05/2035	Common Stock	105,000	$4.37	D

Explanation of Responses:

1. Includes 53,266 Restricted stock units. The Reporting Person is entitled to receive one (1) share of common stock for each one (1) restricted stock unit.

2. Option vests with respect to 25% of the shares subject thereto on May 1, 2021, with 1/36th of the shares vesting monthly thereafter.

3. The option is fully vested and exercisable.

4. Option vests with respect to 25% of the shares subject thereto on February 16, 2022, with 1/36th of the shares vesting monthly thereafter.

5. Option vests with respect to 25% of the shares subject thereto on February 7, 2023, with 1/36th of the shares vesting monthly thereafter.

6. Option vests with respect to 25% of the shares subject thereto on February 21, 2024, with 1/36th of the shares vesting monthly thereafter.

7. Option vests with respect to 1/3 of the shares subject thereto on January 1, 2025, with 1/24th of the shares vesting monthly thereafter.

8. Option vests with respect to 25% of the shares subject thereto on February 5, 2026, with 1/36th of the shares vesting monthly thereafter.

Remarks:

Exhibit 24.1 - Power of Attorney

	/s/ Georgia Erbez, as Attorney-in-Fact for Stefan Lutz	11/17/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What does this Codexis (CDXS) insider ownership filing report?

The filing reports the Codexis chief scientific officer’s beneficial ownership of common stock and stock options as of an event dated 11/07/2025, including both directly owned shares and equity awards subject to vesting.

How many Codexis (CDXS) common shares does the officer beneficially own?

The officer beneficially owns 143,460 shares of Codexis common stock, reported as directly held.

How many restricted stock units does the Codexis officer hold?

The filing states that the total shares include 53,266 restricted stock units, each of which entitles the officer to receive one share of common stock upon vesting.

What stock options are reported for the Codexis (CDXS) officer?

The officer holds several stock options to buy Codexis common stock, with individual awards covering between 8,800 and 209,400 shares and exercise prices from $3.05 to $26.16, expiring between 05/05/2030 and 02/05/2035.

Are any of the Codexis stock options already vested and exercisable?

Yes. One option grant is explicitly described as fully vested and exercisable, while other grants vest over time under specified schedules based on dates such as May 1, 2021 and February 5, 2026.

What role does the reporting person hold at Codexis (CDXS)?

The reporting person is identified as an officer of Codexis, serving in the role of chief scientific officer (CSO).

Is this Codexis (CDXS) insider filing made by a single reporting person?

Yes. The form indicates it is filed by one reporting person, not by a group or multiple insiders.