UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported)  August 22, 2014

METABOLIX, INC.

(Exact Name of Registrant as Specified in Its Charter)

DELAWARE

(State or Other Jurisdiction of Incorporation)

(617) 583-1700

(Registrant’s Telephone Number, Including Area Code)

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions ( see General Instruction A.2. below):

o            Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o            Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o            Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o            Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 7.01 Regulation FD Disclosure.

On August 25, 2014, the Company issued a press release announcing that it closed its previously announced private placement of $25 million of Company securities. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference into this Item 7.01.

Item 8.01 Other Events.

As previously reported, on August 4, 2014, Metabolix, Inc. (the “Company”), entered into a Securities Purchase Agreement (the “Purchase Agreement”) with certain qualified institutional and individual investors (collectively, the “Investors”), pursuant to which the Company agreed to sell to the Investors units of Company securities (the “Units”) for an aggregate purchase price of $25 million (the “Transaction”). The price of each Unit was $0.50, or $0.25 per share of the Company’s common stock, par value $0.01 per share (“Common Stock”), on an as-converted basis. Each Unit consisted of one (1) share of Common Stock and one one-thousandth (1/1,000) of a share of the Company’s Series B Preferred Stock, par value $0.01 per share (the “Preferred Stock”).

The closing of the Transaction was completed on August 22, 2014.  Upon the closing of the Transaction, the Company issued 50,000,000 new shares of Common Stock and 50,000 shares of Preferred Stock to the Investors. Each share of Preferred Stock issued in the Transaction will automatically convert into 1,000 shares of Common Stock upon the effectiveness of the filing of a charter amendment to increase the number of authorized shares of the Company’s Common Stock to not less than 150,000,000.

As a result of the completion of the Transaction, the Company believes that it is in compliance with the standards for continued listing on The Nasdaq Global Market under Nasdaq Listing Rules 5450(b)(1) and 5450(b)(2). As previously reported, the Company is currently not in compliance with the $1.00 per share minimum bid price requirement under Nasdaq Listing Rule 5450(a)(1).  In accordance with Nasdaq Listing Rule 5810(c)(3)(A), the Company has been provided an initial period of 180 calendar days, or until January 5, 2015, to regain compliance. The Company intends to monitor the bid price of its common stock and take action to regain compliance if it becomes apparent that compliance will not otherwise be achieved within the applicable grace period.

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Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

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Exhibit 99.1

Metabolix, Inc. Closes $25 Million Private Placement

Cambridge, Massachusetts, August  25, 2014 — Metabolix, Inc. (NASDAQ: MBLX),  an advanced biomaterials company focused on sustainable solutions for the plastics and chemicals industries, today announced that it closed its previously announced private placement of $25 million of Company securities. Participants in the private placement include Jack W. Schuler, Oracle Investment Management, Inc., Birchview Capital, certain members of the Company’s Board of Directors and executive management team and other investors.

Proceeds from this transaction will be used to continue executing the Company’s business plan, including its efforts to secure intermediate production capacity, build relationships with key customers and intensify the Company’s focus on application and product development for Metabolix PHA specialty biopolymers.

“We are pleased to have completed this transaction as it is an important first step in our financing plan,” said Joseph Shaulson, President and Chief Executive Officer. “With this new capital, we intend to continue pursuing manufacturing, commercial and technical initiatives that are integral to building a successful specialty materials business based on PHA biopolymers.”

About Metabolix

Metabolix, Inc. is an advanced biomaterials company focused on sustainable solutions for the plastics and chemicals industries. The Company is developing and commercializing a family of high-performance biopolymers targeted at applications for performance additives that can improve performance and/or reduce cost in other material systems such as PVC, PLA and coated paper. Metabolix also is developing platforms for biobased chemicals based on its novel “FAST” recovery process and for co-producing plastics, chemicals and energy from crops. Metabolix has established an industry-leading intellectual property portfolio that, together with its knowledge of advanced industrial practice, provides a foundation for industry collaborations.

For more information, please visit www.metabolix.com.

Safe Harbor for Forward-Looking Statements

This press release contains forward-looking statements which are made pursuant to the safe harbor provisions of Section 27A of the Securities Act of 1933, as amended, and

Section 21E of the Securities Exchange Act of 1934, as amended. The forward-looking statements in this release do not constitute guarantees of future performance. Investors are cautioned that statements in this press release which are not strictly historical statements, including, without limitation, statements regarding expectations for executing its business and financing plan, are forward-looking statements. Such forward-looking statements are subject to a number of risks and uncertainties that could cause actual results to differ materially from those anticipated, including the risks and uncertainties detailed in Metabolix’s filings with the Securities and Exchange Commission. Metabolix assumes no obligation to update any forward-looking information contained in this press release or with respect to the announcements described herein.

(MBLX-G)

Metabolix Contact:

Lynne H. Brum, 617-682-4693, LBrum@metabolix.com