Codexis (CDXS) director-linked manager amends filing on November stock sales

Rhea-AI Filing Summary

Codexis, Inc. director-affiliated investor Opaleye Management Inc. filed an amended ownership report detailing recent sales of Codexis common stock made through affiliated investment vehicles.

On 11/07/2025, Opaleye L.P. sold 296,682 shares and a separately managed account sold 10,000 shares, each at a weighted average price of $1.6968 per share. Additional sales occurred on 11/10/2025 of 205,000 and 3,318 shares at a weighted average price of $1.7347, and on 11/11/2025 of 535,000 and 13,211 shares at a weighted average price of $1.7994.

Following these transactions, Opaleye L.P. is reported as indirectly holding 11,508,318 shares, and the managed account 223,461 shares of Codexis common stock. The amendment corrects a clerical error so that the 11/07/2025 trades are properly coded as dispositions rather than acquisitions, with no other changes.

Insights

Equity ownership and governance analyst

Amended insider report corrects a coding error and details multi-day stock sales by an investment manager affiliated with a Codexis director.

This Form 4/A shows that Opaleye Management Inc., identified as a Codexis director, reported indirect sales of Codexis common stock executed on 11/07/2025, 11/10/2025, and 11/11/2025. The transactions were made through Opaleye, L.P. and a separately managed account, with weighted average prices of $1.6968, $1.7347, and $1.7994 per share, respectively.

After these trades, the filing reports Opaleye, L.P. indirectly holding 11,508,318 shares and the managed account holding 223,461 shares of Codexis common stock. The explanatory notes state that Opaleye Management Inc., as investment manager or portfolio manager, may be deemed to beneficially own these securities but expressly disclaims beneficial ownership beyond its pecuniary interest.

The key purpose of this amendment is administrative: it corrects Column 4 of Table I so that the 11/07/2025 transaction is shown as a disposition code "D" rather than an acquisition code "A", with no other data changed. This means the underlying economic activity was previously disclosed; the amendment simply aligns the coding with the actual sale transactions.

SEC Form 4

FORM 4

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Opaleye Management Inc.

(Last) (First) (Middle)

ONE BOSTON PLACE, 26TH FLOOR

(Street)

BOSTON MA 02108

(City) (State) (Zip)

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

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

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

3. Date of Earliest Transaction (Month/Day/Year)
11/07/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)
11/12/2025

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 Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock, par value $0.001 per share	11/07/2025		S		296,682	D	$1.6968	12,248,318	I	By Opaleye, L.P.(1)(3)(4)(5)(6)
Common Stock, par value $0.001 per share	11/07/2025		S		10,000	D	$1.6968	240,000	I	By Managed Account(2)(3)(4)(5)(6)
Common Stock, par value $0.001 per share	11/10/2025		S		205,000	D	$1.7347	12,043,318	I	By Opaleye, L.P.(1)(3)(4)(5)(6)
Common Stock, par value $0.001 per share	11/10/2025		S		3,318	D	$1.7347	236,682	I	By Managed Account(2)(3)(4)(5)(6)
Common Stock, par value $0.001 per share	11/11/2025		S		535,000	D	$1.7994	11,508,318	I	By Opaleye, L.P.(1)(3)(4)(5)(6)
Common Stock, par value $0.001 per share	11/11/2025		S		13,211	D	$1.7994	223,461	I	By Managed Account(2)(3)(4)(5)(6)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents securities owned directly by Opaleye, L.P. (the "Fund"). As the investment manager of the Fund, Opaleye Management Inc. may be deemed to beneficially own the securities owned directly by the Fund.

2. Securities owned by a separately managed account (the "Managed Account"). As the portfolio manager of the Managed Account, Opaleye may be deemed to beneficially own the securities owned directly by the Managed Account.

3. The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1.68 - $1.71 inclusive. The reporting person undertakes to provide, upon request by the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each price.

4. The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1.70 - $1.75 inclusive. The reporting person undertakes to provide, upon request by the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each price.

5. The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1.7696 - $1.81 inclusive. The reporting person undertakes to provide, upon request by the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each price.

6. Opaleye Management Inc. disclaims beneficial ownership of the shares reported herein except to the extent of its pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that Opaleye Management Inc. is the beneficial owner of any such shares for purposes of Section 16(a) of the Securities Exchange Act of 1934, as amended, or for any other purpose.

Remarks:

This Form 4/A is being filed to correct a clerical error in Column 4 of Table I for the transaction on 11/07/2025, which was originally reported as an acquisition ('A') and has been corrected to a disposition ('D'). No other changes have been made.

	Opaleye Management Inc., By: /s/ James Silverman, President	12/15/2025
	** 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 4 (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).
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FAQ

What did Opaleye Management Inc. report in this Codexis (CDXS) Form 4/A?

Opaleye Management Inc., identified as a director of Codexis, Inc., reported indirect sales of Codexis common stock made through Opaleye, L.P. and a separately managed account on several dates in November 2025.

When did the reported Codexis (CDXS) stock sales occur and at what prices?

The filing shows sales on 11/07/2025, 11/10/2025, and 11/11/2025. Weighted average sale prices were $1.6968 per share on 11/07, $1.7347 per share on 11/10, and $1.7994 per share on 11/11.

How many Codexis (CDXS) shares were sold in these transactions?

The report lists multiple sales, including 296,682 shares and 10,000 shares on 11/07/2025, 205,000 and 3,318 shares on 11/10/2025, and 535,000 and 13,211 shares on 11/11/2025, across Opaleye, L.P. and the managed account.

How many Codexis (CDXS) shares does Opaleye still indirectly own after these sales?

After the reported transactions, the filing shows Opaleye, L.P. indirectly holding 11,508,318 shares of Codexis common stock and the separately managed account holding 223,461 shares.

Why was this Codexis (CDXS) insider report filed as an amendment (Form 4/A)?

The report states that this amendment was filed to correct a clerical error in Column 4 of Table I for the 11/07/2025 transaction, changing it from an acquisition ("A") to a disposition ("D"), with no other changes.

Through which entities does Opaleye Management Inc. hold Codexis (CDXS) shares?

The filing explains that Codexis shares are held by Opaleye, L.P. and by a separately managed account. As investment manager or portfolio manager for these entities, Opaleye Management Inc. may be deemed to beneficially own their holdings, while disclaiming beneficial ownership beyond its pecuniary interest.