Vir Biotechnology Inc
For the period ended Dec 31, 2024. Filed Feb 27, 2025.
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FY2024 · Filed Feb 27, 2025
VIR$13.15-3.6%Stored close · as of Nov 10, 2026
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Item 15. Exhibits, Financial Statement Schedules
The financial statements, financial statement schedules and exhibits filed as part of this Annual Report on Form 10-K are as follows:
(a)(1)Financial Statements
Reference is made to the financial statements included in Item 8 of Part II hereof.
(a)(2)Financial Statement Schedules
All financial statements schedules are omitted because the required information is included in the consolidated financial statements or the notes thereto included in Item 8 of Part II hereof.
(a)(3)Exhibits
| Incorporation by Reference | ||||||
|---|---|---|---|---|---|---|
| ExhibitNumber | Description | Form | File Number | Exhibit Reference | Filing Date | Filed Herewith |
| 3.1 | Amended and Restated Certificate of Incorporation of the Company | 8-K | 001-39083 | 3.1 | 10/16/2019 | |
| 3.2 | Amended and Restated Bylaws of the Company | 8-K | 001-39083 | 3.1 | 03/08/2023 | |
| 4.1 | Form of Common Stock Certificate of the Company | S-1 | 333-233604 | 4.1 | 09/30/2019 | |
| 4.2 | Amended and Restated Investors’ Rights Agreement, by and among the Company and certain of its stockholders, dated November 29, 2017 | S-1 | 333-233604 | 4.2 | 09/03/2019 | |
| 4.3 | Description of Capital Stock | 10-K | 001-39083 | 4.4 | 03/26/2020 | |
| 10.1+ | Vir Biotechnology, Inc. 2019 Equity Incentive Plan | S-8 | 333-234212 | 4.8 | 10/15/2019 | |
| 10.2+ | 2019 Employee Stock Purchase Plan | S-8 | 333-234212 | 4.11 | 10/15/2019 | |
| 10.3+ | Form of Indemnity Agreement by and between the Company and its directors and executive officers | S-1 | 333-233604 | 10.1 | 09/03/2019 | |
| 10.4+ | Forms of Option Grant Notice and Option Agreement under Vir Biotechnology, Inc. 2019 Equity Incentive Plan | S-1 | 333-233604 | 10.3 | 09/03/2019 | |
| 10.5+ | Forms of Restricted Stock Unit Grant Notice and Unit Award Agreement under Vir Biotechnology, Inc. 2019 Equity Incentive Plan | 10-K | 001-39083 | 10.5 | 02/25/2021 | |
| 10.6+ | Amended and Restated Vir Biotechnology, Inc. 2016 Equity Incentive Plan, as amended | S-1 | 333-233604 | 10.5 | 09/03/2019 | |
| 10.7+ | Forms of Incentive Stock Option Notice and Agreement, Non-Qualified Stock Option Notice and Agreement, Restricted Stock Agreement and Restricted Stock Purchase Agreement under the Vir Biotechnology, Inc. 2016 Equity Incentive Plan | S-1 | 333-233604 | 10.6 | 09/03/2019 | |
| 10.8+ | Non-Employee Director Compensation Policy | X | ||||
| 10.9+ | Vir Biotechnology, Inc. Discretionary Bonus Plan | X | ||||
| 10.10+ | Offer Letter between the Company and Marianne De Backer, dated January 19, 2023 | 10-Q | 001-39083 | 10.1 | 05/08/2023 | |
| 10.11+ | Offer Letter between the Company and Jason O’Byrne, dated September 6, 2024 | 10-Q | 001-39083 | 10.2 | 11/05/2024 | |
| 10.12+ | Promotion Letter between the Company and Vanina de Verneuil, dated November 1, 2023 | X | ||||
| Incorporation by Reference | ||||||
|---|---|---|---|---|---|---|
| ExhibitNumber | Description | Form | File Number | Exhibit Reference | Filing Date | Filed Herewith |
| 10.13+ · Offer Letter between the Company and Mark Eisner, dated May 20, 2024 · X | ||||||
| 10.14+ | Amended and Restated Employment Letter Agreement between the Company and Ann (Aine) M. Hanly, dated May 4, 2021 | 10-Q | 001-39083 | 10.6 | 05/06/2021 | |
| 10.15+ | Vir Biotechnology, Inc. Change in Control and Severance Benefit Plan | X | ||||
| 10.16+ | Amended and Restated Employment Letter Agreement between the Company and George Scangos, dated August 27, 2019 | S-1 | 333-233604 | 10.9 | 09/03/2019 | |
| 10.17† | Collaboration, Option, and License Agreement between the Company and Brii Biosciences Limited (previously named BiiG Therapeutics Limited), dated May 23, 2018 | S-1 | 333-233604 | 10.16 | 09/03/2019 | |
| 10.18† | Collaboration and License Agreement between the Company and Alnylam Pharmaceuticals, Inc., dated October 16, 2017 | S-1 | 333-233604 | 10.17 | 09/03/2019 | |
| 10.19† | Amendment No. 1 to the Collaboration and License Agreement between the Company and Alnylam Pharmaceuticals, Inc., dated December 17, 2019 | 10-K | 001-39083 | 10.19 | 03/26/2020 | |
| 10.20† | Amendment No. 2 to the Collaboration and License Agreement between the Company and Alnylam Pharmaceuticals, Inc., dated March 3, 2020 | 10-K | 001-39083 | 10.20 | 03/26/2020 | |
| 10.21† | Amendment No. 3 to the Collaboration and License Agreement between the Company and Alnylam Pharmaceuticals, Inc., dated April 1, 2020 | S-1 | 333-239689 | 10.21 | 07/06/2020 | |
| 10.22† | Letter Agreement between the Company and Alnylam Pharmaceuticals, Inc., dated December 23, 2020 | 10-K | 001-39083 | 10.24 | 02/25/2021 | |
| 10.23† | Common Stock Issuance Agreement between the Company and Alnylam Pharmaceuticals, Inc., dated October 16, 2017 | S-1 | 333-233604 | 10.18 | 09/03/2019 | |
| 10.24† | Amendment No. 1 to the Common Stock Issuance Agreement between the Company and Alnylam Pharmaceuticals, Inc., dated December 17, 2019 | 10-K | 001-39083 | 10.22 | 03/26/2020 | |
| 10.25† | Letter Agreement between the Company and Alnylam Pharmaceuticals, Inc., dated November 13, 2018 | S-1 | 333-233604 | 10.19 | 09/03/2019 | |
| 10.26† | License Agreement between the Company and MedImmune, LLC, dated September 7, 2018 | S-1 | 333-233604 | 10.20 | 09/03/2019 | |
| 10.27† | Amendment No. 1 to License Agreement between the Company and MedImmune, LLC, dated September 1, 2020 | 10-K | 001-39083 | 10.29 | 02/25/2021 | |
| 10.28† | Grant Agreement between the Company and the Bill & Melinda Gates Foundation, dated January 26, 2018 | S-1 | 333-233604 | 10.26 | 09/03/2019 | |
| 10.29† | Amendment No. 1 to the Grant Agreement between the Company and the Bill & Melinda Gates Foundation, dated April 18, 2019 | 10-K | 001-39083 | 10.31 | 03/26/2020 | |
| 10.30† | Amendment No. 2 to the Grant Agreement between the Company and the Bill & Melinda Gates Foundation, dated February 24, 2020 | 10-K | 001-39083 | 10.32 | 03/26/2020 | |
| 10.31† | Amendment No. 3 to the Grant Agreement between the Company and the Bill & Melinda Gates Foundation, dated May 22, 2020 | 10-K | 001-39083 | 10.38 | 02/25/2021 | |
| Incorporation by Reference | |||||
|---|---|---|---|---|---|
| ExhibitNumber · Description · Form · File Number · Exhibit Reference · Filing Date · Filed Herewith | |||||
| 10.32† | Amendment No. 4 to the Grant Agreement between the Company and the Bill & Melinda Gates Foundation, dated December 8, 2020 | 10-K | 001-39083 | 10.39 | 02/25/2021 |
| 10.33† | Amendment No. 5 to the Grant Agreement between the Company and the Bill & Melinda Gates Foundation, dated June 2, 2021) | 10-Q | 001-39083 | 10.3 | 08/05/2021 |
| 10.34† | Grant Agreement between the Company and the Bill & Melinda Gates Foundation, dated March 16, 2018 | S-1 | 333-233604 | 10.27 | 09/03/2019 |
| 10.35† | Amendment No. 1 to the Grant Agreement between the Company and the Bill & Melinda Gates Foundation, dated April 22, 2019 | 10-K | 001-39083 | 10.34 | 03/26/2020 |
| 10.36† | Amendment No. 2 to the Grant Agreement between the Company and the Bill & Melinda Gates Foundation, dated October 28, 2019 | 10-K | 001-39083 | 10.35 | 03/26/2020 |
| 10.37† | Amendment No. 3 to the Grant Agreement between the Company and the Bill & Melinda Gates Foundation, dated May 29, 2020 | 10-Q | 001-39083 | 10.12 | 08/11/2020 |
| 10.38† | Amendment No. 4 to the Grant Agreement between the Company and the Bill & Melinda Gates Foundation, dated June 16, 2021 | 10-Q | 001-39083 | 10.4 | 08/05/2021 |
| 10.39† | Amendment No. 5 to the Grant Agreement between the Company and the Bill & Melinda Gates Foundation, dated December 8, 2021 | 10-K | 001-39083 | 10.43 | 02/28/2022 |
| 10.40† | Grant Agreement between the Company and the Bill & Melinda Gates Foundation, dated November 5, 2021 | 10-K | 001-39083 | 10.44 | 02/28/2022 |
| 10.41† | Amended and Restated Letter Agreement between the Company and the Bill & Melinda Gates Foundation, dated January 12, 2022 | 10-K | 001-39083 | 10.45 | 02/28/2022 |
| 10.42 | Stock Purchase Agreement between the Company and the Bill & Melinda Gates Foundation, dated January 12, 2022 | 10-K | 001-39083 | 10.46 | 02/28/2022 |
| 10.43† | Grant Agreement between the Company and the Bill & Melinda Gates Foundation, dated January 12, 2022 | 10-K | 001-39083 | 10.47 | 02/28/2022 |
| 10.44† | Amended and Restated Exclusive License Agreement between the Company (as successor in interest to Humabs BioMed SA (f/k/a Humabs Holding GmbH)) and the Institute for Research in Biomedicine, dated December 16, 2011 | S-1 | 333-233604 | 10.28 | 09/03/2019 |
| 10.45† | Amendment to Amended and Restated Exclusive License Agreement between the Company (as successor in interest to Humabs BioMed SA (f/k/a Humabs Holding GmbH)) and the Institute for Research in Biomedicine, dated February 10, 2012 | S-1 | 333-233604 | 10.29 | 09/03/2019 |
| 10.46† | Exclusive License Agreement between the Company (as successor in interest to Humabs BioMed SA) and the Institute for Research in Biomedicine, dated December 16, 2011 | S-1 | 333-233604 | 10.30 | 09/03/2019 |
| 10.47 | Amendment to License Agreement between the Company (as successor in interest to Humabs BioMed SA) and the Institute for Research in Biomedicine, dated February 10, 2012 | S-1 | 333-233604 | 10.31 | 09/03/2019 |
| Incorporation by Reference | |||||
|---|---|---|---|---|---|
| ExhibitNumber · Description · Form · File Number · Exhibit Reference · Filing Date · Filed Herewith | |||||
| 10.48† | Amendment Agreement between the Company (as successor in interest to Humabs BioMed SA) and the Institute for Research in Biomedicine, dated January 29, 2018 | S-1 | 333-233604 | 10.32 | 09/03/2019 |
| 10.49† | Exclusive License Agreement between the Company and The Rockefeller University, dated July 31, 2018 | S-1 | 333-233604 | 10.33 | 09/03/2019 |
| 10.50† | Amendment to Exclusive License Agreement between the Company and The Rockefeller University, dated May 17, 2019 | S-1 | 333-233604 | 10.34 | 09/03/2019 |
| 10.51† | Second Amendment to Exclusive License Agreement between the Company and The Rockefeller University, dated September 28, 2020 | 10-K | 001-39083 | 10.51 | 02/25/2021 |
| 10.52† | Third Amendment to Exclusive License Agreement between the Company and The Rockefeller University, dated March 1, 2021 | 10-Q | 001-39083 | 10.5 | 05/06/2021 |
| 10.53† | Sub-License and Collaboration Agreement between the Company (as successor in interest to Humabs BioMed SA) and MedImmune, LLC, dated March 20, 2012 | S-1 | 333-233604 | 10.35 | 09/03/2019 |
| 10.54† | Amendment 1 to Sub-License and Collaboration Agreement between the Company (as successor in interest to Humabs BioMed SA) and MedImmune, LLC, dated April 19, 2013 | S-1 | 333-233604 | 10.36 | 09/03/2019 |
| 10.55† | Amendment 2 to Sub-License and Collaboration Agreement between the Company (as successor in interest to Humabs BioMed SA) and MedImmune, LLC, dated April 27, 2015 | S-1 | 333-233604 | 10.37 | 09/03/2019 |
| 10.56† | Amendment 3 to Sub-License and Collaboration Agreement between the Company (as successor in interest to Humabs BioMed SA) and MedImmune, LLC, dated December 31, 2015 | S-1 | 333-233604 | 10.38 | 09/03/2019 |
| 10.57† | Amendment 4 to Sub-License and Collaboration Agreement between the Company (as successor in interest to Humabs BioMed SA) and MedImmune, LLC, dated August 29, 2016 | S-1 | 333-233604 | 10.39 | 09/03/2019 |
| 10.58† | Amendment 5 to Sub-License and Collaboration Agreement between the Company (as successor in interest to Humabs BioMed SA) and MedImmune, LLC, dated July 15, 2017 | S-1 | 333-233604 | 10.40 | 09/03/2019 |
| 10.59† | Amendment 6 to Sub-License and Collaboration Agreement between the Company (as successor in interest to Humabs BioMed SA) and MedImmune, LLC, dated September 7, 2018 | S-1 | 333-233604 | 10.41 | 09/03/2019 |
| 10.60 | Lease Agreement between the Company and ARE-SAN FRANCISCO NO. 43, LLC, dated March 30, 2017 | S-1 | 333-233604 | 10.42 | 09/03/2019 |
| 10.61 | First Amendment to Lease Agreement between the Company and ARE-SAN FRANCISCO NO. 43, LLC, dated April 10, 2019 | S-1 | 333-233604 | 10.43 | 09/03/2019 |
| 10.62† | Lease Agreement between the Company and KRE Exchange Owner LLC, dated December 16, 2021 | 10-K | 001-39083 | 10.66 | 02/28/2022 |
| 10.63† | Patent License Agreement between the Company and Xencor, Inc., dated August 15, 2019 | S-1 | 333-233604 | 10.44 | 09/03/2019 |
| 10.64† | Amendment 1 to Patent License Agreement between the Company and Xencor, Inc., dated February 23, 2021 | 10-Q | 001-39083 | 10.3 | 05/06/2021 |
| Incorporation by Reference | ||||||
|---|---|---|---|---|---|---|
| ExhibitNumber | Description | Form | File Number | Exhibit Reference | Filing Date | Filed Herewith |
| 10.65† | Patent License Agreement between the Company and Xencor, Inc., dated March 25, 2020 | 8-K | 001-39083 | 99.1 | 06/19/2020 | |
| 10.66† | Amendment 1 to Patent License Agreement between the Company and Xencor, Inc., dated February 23, 2021 | 10-Q | 001-39083 | 10.4 | 05/06/2021 | |
| 10.67† | Definitive Collaboration Agreement between the Company, Glaxo Wellcome UK Limited and Beecham S.A., dated June 9, 2020 | S-1 | 333-239689 | 10.54 | 07/06/2020 | |
| 10.68 | Stock Purchase Agreement between the Company and Glaxo Group Limited, dated April 5, 2020 | S-1 | 333-239689 | 10.55 | 07/06/2020 | |
| 10.69† | Amendment No. 1 to the Definitive Collaboration Agreement between the Company and Glaxo Wellcome UK Limited dated May 27, 2022 | 10-Q | 001-39083 | 10.2 | 08/09/2022 | |
| 10.70† | Amendment No. 2 to the Definitive Collaboration Agreement between the Company and Glaxo Wellcome UK Limited, dated February 8, 2023 | 10-Q | 001-39083 | 10.3 | 05/08/2023 | |
| 10.71† | Amendment No. 3 to the Definitive Collaboration Agreement between the Company and Glaxo Wellcome UK Limited, dated February 8, 2023 | 10-Q | 001-39083 | 10.4 | 05/08/2023 | |
| 10.72† | License Agreement between the Company and Amunix Pharmaceuticals, Inc., dated as July 31, 2024 | 10-Q | 001-39083 | 10.1 | 11/04/2024 | |
| 19 | Insider Trading Policy | X | ||||
| 21.1 | List of subsidiaries of the Company | X | ||||
| 23.1 | Consent of Independent Registered Public Accounting Firm | X | ||||
| 24.1 | Power of Attorney (included on the signature page to this report) | X | ||||
| 31.1 | Certification of Principal Executive Officer pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | X | ||||
| 31.2 | Certification of Principal Financial Officer pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | X | ||||
| 32.1* | Certification of Principal Executive Officer and Principal Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | X | ||||
| 97 | Dodd-Frank Compensation Recovery Policy | 10-K | 001-39083 | 97 | 02/26/2024 | |
| 101.INS | Inline XBRL Instance Document the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document. | X | ||||
| 101.SCH | Inline XBRL Taxonomy Extension Schema Document. | X | ||||
| 101.CAL | Inline XBRL Taxonomy Extension Calculation Linkbase Document. | X | ||||
| 101.DEF | Inline XBRL Taxonomy Extension Definition Linkbase Document. | X | ||||
| 101.LAB | Inline XBRL Taxonomy Extension Label Linkbase Document. | X | ||||
| Incorporation by Reference | |||||||
| ExhibitNumber | Description | Form | File Number | Exhibit Reference | Filing Date | Filed Herewith | |
| 101.PRE | Inline XBRL Taxonomy Extension Presentation Linkbase Document. | X | |||||
| 104 | Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101). | X | |||||
+Indicates a management contract or compensatory plan or arrangement.
†Certain portions of this exhibit (indicated by “[***]”) have been omitted pursuant to Item 601(b)(10)(iv) of Regulation S-K.
*The certification attached as Exhibit 32.1 that accompany this Annual Report on Form 10-K is not deemed filed with the Securities and Exchange Commission and is not to be incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, whether made before or after the date of this Annual Report on Form 10-K, irrespective of any general incorporation language contained in such filing.
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