Amanda Koenig Fuisz
About Amanda Koenig Fuisz
Interim General Counsel of LanzaTech Global, Inc. since June 13, 2025; joined as Associate General Counsel in August 2023 and was promoted to Deputy General Counsel in April 2025 before assuming the interim GC role . Age 46, with a J.D. (University of Virginia Law), M.A. in Bioethics (University of Virginia), and B.S. in Foreign Affairs (Georgetown) . Company performance context: revenues declined from 2023 to 2024 with continued negative EBITDA and net losses, and cumulative TSR fell to $14 on a $100 base by year-end 2024 ; see detailed performance table below.
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| LanzaTech Global, Inc. | Associate General Counsel → Deputy General Counsel → Interim General Counsel | Aug 2023–Apr 2025 → Apr 2025–Jun 2025 → Jun 13, 2025–present | Progressively expanded remit across legal and compliance; currently leads legal function as Interim GC . |
| Datadog | Senior Counsel → Associate General Counsel, Product & IP | Dec 2020–Oct 2021 → Oct 2021–May 2023 | Product/IP counsel supporting cloud monitoring platform growth . |
| Elastic | Legal roles | May 2019–Nov 2020 | Legal support at a software development company . |
| NASA | Legal roles | Oct 2010–May 2019 | Long-tenure public sector legal experience in complex technology environments . |
| McDermott Will & Emery LLP | Associate | (early career) | Foundational law firm training . |
External Roles
No public company directorships or committee roles disclosed for Amanda Koenig Fuisz .
Fixed Compensation
Not individually disclosed for Fuisz (2024 NEOs were CEO, former GC, and President) .
Performance Compensation
LanzaTech’s equity program design (company-wide terms referenced in proxy):
- Options: 10-year term; typical vesting in three equal annual installments (e.g., 2024 grants first tranche vesting Mar 6, 2025) .
- RSUs: Three equal annual installments (e.g., 2024 grants with first tranche vesting Mar 6, 2025) .
- PSUs: Dual vesting—time-based in three equal annual installments and performance-based if average closing price reaches $11.50 over any 20-day period (window begins 151 days post-Feb 8, 2023); must meet both by Feb 10, 2028 or be forfeited. Performance condition not achieved as of Dec 31, 2024 .
Equity Ownership & Alignment
| Policy/Practice | Details |
|---|---|
| Hedging, short-selling, margin, pledging | Prohibited for directors, officers, and employees; no derivative transactions; pledging prohibited unless specifically authorized by the Board . |
| Insider trading controls | Window periods, special blackout periods, and mandatory pre-clearance for designated persons; Rule 10b5‑1 plan governance and approvals described . |
| Clawback policy | Executive compensation recovery policy adopted Aug 2023, compliant with Nasdaq/SEC rules (mandatory recoupment for accounting restatements/material noncompliance) . |
| Beneficial ownership disclosure | Fuisz not listed individually in beneficial ownership table; executives/directors as group owned ~4.5% of common stock as of record date . |
Additional indications of role activity: Fuisz signed multiple Form 8‑K filings as Interim GC (e.g., June 16, 2025; July 29, 2025; Aug 15, 2025; Aug 19, 2025; Sept 26, 2025) .
Employment Terms
| Term | Executive Plan Provision |
|---|---|
| Severance (termination without Cause or resignation for Good Reason) | Lump sum = 12 months base salary; pro‑rated actual annual bonus for year of termination; up to 12 months employer portion of COBRA premiums if elected. CEO has higher multiples (18 months) . |
| Change‑in‑Control (CIC) double trigger | If termination without Cause/for Good Reason occurs from 30 days before through 24 months after a Corporate Transaction, lump sum increases to 18 months of base salary (24 months for CEO) . |
| Equity vesting on termination | Pro‑rata vesting mechanics for PSUs/RSUs/options on disability or retirement eligibility; full vesting of outstanding awards for executives (performance waived for PSUs) upon CIC‑related qualifying termination; legacy option acceleration for CEO . |
| Severance Plan eligibility | Employees at VP+ level designated by Compensation Committee are eligible; NEO severance benefits match above . |
| Clawback | Mandatory recoupment policy per Nasdaq/SEC (Aug 2023) . |
| Hedging/Pledging | Prohibited across employees/directors; enhances alignment by disallowing risk‑reducing hedges/pledges . |
Performance & Track Record
Company performance during Amanda’s LNZA tenure context (latest reported fiscal years):
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Revenues ($USD) | $37.343m | $62.631m | $49.592m |
| EBITDA ($USD) | -$70.939m* | -$100.928m* | -$103.341m* |
| Net Income ($USD) | -$76.356m* | -$134.098m | -$137.731m |
- Values retrieved from S&P Global.
TSR context (Pay Versus Performance table values of $100 initial investment):
| Period | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Value of $100 investment based on cumulative TSR ($) | $101 | $51 | $14 |
Compensation Committee Analysis (governance levers)
- Committee responsibilities include executive and director pay, incentive plans, equity grants, benefit plans, risk reviews, consultant independence, and consideration of say‑on‑pay results .
- Use of independent consultant: Willis Towers Watson previously advised on executive/director pay and incentive design; engagement ended January 2024; no current independent consultant engaged .
Related Policies and Risk Indicators
- Insider trading and information controls: detailed policy with window periods, blackout periods, tipping prohibitions, and social media restrictions .
- Section 16 compliance: noted untimely filings for certain directors/executives in 2024 (not including Fuisz) .
- Capital structure concentration risk: Khosla Ventures and affiliates could hold ~48.7% post‑transactions under scenarios described, potentially influencing outcomes requiring shareholder approval .
Investment Implications
- Alignment: Hedging/short‑selling/margin/pledging prohibitions and a formal clawback policy strengthen pay‑for‑performance alignment and reduce red‑flag risks .
- Retention and selling pressure: No individual equity ownership or grant details disclosed for Fuisz, limiting visibility on near‑term selling pressure; company‑level vesting structures (multi‑year RSU/options; PSU price hurdle) and CIC acceleration can influence retention incentives and timing of potential monetization .
- Governance influence: As Interim GC, Fuisz is central to legal oversight of capital structure changes (reverse split, authorized share increase, preferred stock amendments) and filings—an execution lever amid financing and restructuring efforts .
- Performance backdrop: Declining revenues from 2023 to 2024, persistent negative EBITDA/net losses, and sharply negative cumulative TSR underscore execution risk and increase the importance of disciplined legal/compliance leadership during financing and restructuring phases .