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Vir Biotechnology, Inc.

For the period ended Dec 31, 2025. Filed Feb 23, 2026.

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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2025 · Filed Feb 23, 2026

VIR$13.15-3.6%Stored close · as of Nov 10, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

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Contents

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
3.1Amended and Restated Certificate of Incorporation of the Company8-K001-390833.110/16/2019
3.2Amended and Restated Bylaws of the Company8-K001-390833.103/08/2023
4.1Form of Common Stock Certificate of the CompanyS-1333-2336044.109/30/2019
4.2Description of Capital Stock10-K001-390834.403/26/2020
10.1+Vir Biotechnology, Inc. 2019 Equity Incentive PlanS-8333-2342124.810/15/2019
10.2+Vir Biotechnology, Inc. 2019 Employee Stock Purchase PlanS-8333-2342124.1110/15/2019
10.3+Form of Indemnity Agreement by and between the Company and its directors and executive officersS-1333-23360410.109/03/2019
10.4+Forms of Option Grant Notice and Option Agreement under Vir Biotechnology, Inc. 2019 Equity Incentive PlanS-1333-23360410.309/03/2019
10.5+Forms of Restricted Stock Unit Grant Notice and Restricted Stock Unit Award Agreement under Vir Biotechnology, Inc. 2019 Equity Incentive Plan10-K001-3908310.502/25/2021
10.6+Amended and Restated Vir Biotechnology, Inc. 2016 Equity Incentive Plan, as amendedS-1333-23360410.509/03/2019
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 PlanS-1333-23360410.609/03/2019
10.8+Non-Employee Director Compensation PolicyDEF 14A001-39083Appendix A04/17/2025
10.9+Vir Biotechnology, Inc. Discretionary Bonus Plan10-K001-3908310.902/26/2025
10.10+Offer Letter between the Company and Marianne De Backer, dated January 19, 202310-Q001-3908310.105/08/2023
10.11+Offer Letter between the Company and Jason O’Byrne, dated September 6, 202410-Q001-3908310.211/05/2024
10.12+Promotion Letter between the Company and Vanina de Verneuil, dated November 1, 202310-K001-3908310.1202/26/2025
10.13+Offer Letter between the Company and Mark Eisner, dated May 20, 202410-K001-3908310.1302/26/2025
10.14+Amended and Restated Employment Letter Agreement between the Company and Ann (Aine) M. Hanly, dated May 4, 202110-Q001-3908310.605/06/2021
10.15+Vir Biotechnology, Inc. Change in Control and Severance Benefit Plan10-K001-3908310.1502/26/2025
Incorporation by Reference
ExhibitNumber · Description · Form · File Number · Exhibit Reference · Filing Date · Filed Herewith
10.16+Amended and Restated Employment Letter Agreement between the Company and George Scangos, dated August 27, 2019S-1333-23360410.909/03/2019
10.17†Collaboration, Option, and License Agreement between the Company and Brii Biosciences Limited (previously named BiiG Therapeutics Limited), dated May 23, 2018S-1333-23360410.1609/03/2019
10.18†Amended and Restated Collaboration and License Agreement between the Company and Alnylam Pharmaceuticals, Inc., dated March 7, 202510-Q001-3908310.205/07/2025
10.19†License Agreement between the Company and MedImmune, LLC, dated September 7, 2018S-1333-23360410.2009/03/2019
10.20†Amendment No. 1 to License Agreement between the Company and MedImmune, LLC, dated September 1, 202010-K001-3908310.2902/25/2021
10.21†Grant Agreement between the Company and the Bill & Melinda Gates Foundation, dated January 26, 2018S-1333-23360410.2609/03/2019
10.22†Amendment No. 1 to the Grant Agreement between the Company and the Bill & Melinda Gates Foundation, dated April 18, 201910-K001-3908310.3103/26/2020
10.23†Amendment No. 2 to the Grant Agreement between the Company and the Bill & Melinda Gates Foundation, dated February 24, 202010-K001-3908310.3203/26/2020
10.24†Amendment No. 3 to the Grant Agreement between the Company and the Bill & Melinda Gates Foundation, dated May 22, 202010-K001-3908310.3802/25/2021
10.25†Amendment No. 4 to the Grant Agreement between the Company and the Bill & Melinda Gates Foundation, dated December 8, 202010-K001-3908310.3902/25/2021
10.26†Amendment No. 5 to the Grant Agreement between the Company and the Bill & Melinda Gates Foundation, dated June 2, 202110-Q001-3908310.308/05/2021
10.27†Grant Agreement between the Company and the Bill & Melinda Gates Foundation, dated March 16, 2018S-1333-23360410.2709/03/2019
10.28†Amendment No. 1 to the Grant Agreement between the Company and the Bill & Melinda Gates Foundation, dated April 22, 201910-K001-3908310.3403/26/2020
10.29†Amendment No. 2 to the Grant Agreement between the Company and the Bill & Melinda Gates Foundation, dated October 28, 201910-K001-3908310.3503/26/2020
10.30†Amendment No. 3 to the Grant Agreement between the Company and the Bill & Melinda Gates Foundation, dated May 29, 202010-Q001-3908310.1208/11/2020
10.31†Amendment No. 4 to the Grant Agreement between the Company and the Bill & Melinda Gates Foundation, dated June 16, 202110-Q001-3908310.408/05/2021
10.32†Amendment No. 5 to the Grant Agreement between the Company and the Bill & Melinda Gates Foundation, dated December 8, 202110-K001-3908310.4302/28/2022
10.33†Grant Agreement between the Company and the Bill & Melinda Gates Foundation, dated November 5, 202110-K001-3908310.4402/28/2022
10.34†Amended and Restated Letter Agreement between the Company and the Bill & Melinda Gates Foundation, dated January 12, 202210-K001-3908310.4502/28/2022
10.35Stock Purchase Agreement between the Company and the Bill & Melinda Gates Foundation, dated January 12, 202210-K001-3908310.4602/28/2022
10.36†Grant Agreement between the Company and the Bill & Melinda Gates Foundation, dated January 12, 202210-K001-3908310.4702/28/2022
Incorporation by Reference
ExhibitNumber · Description · Form · File Number · Exhibit Reference · Filing Date · Filed Herewith
10.37†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, 2011S-1333-23360410.2809/03/2019
10.38†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, 2012S-1333-23360410.2909/03/2019
10.39†Exclusive License Agreement between the Company (as successor in interest to Humabs BioMed SA) and the Institute for Research in Biomedicine, dated December 16, 2011S-1333-23360410.3009/03/2019
10.40Amendment to License Agreement between the Company (as successor in interest to Humabs BioMed SA) and the Institute for Research in Biomedicine, dated February 10, 2012S-1333-23360410.3109/03/2019
10.41†Amendment Agreement between the Company (as successor in interest to Humabs BioMed SA) and the Institute for Research in Biomedicine, dated January 29, 2018S-1333-23360410.3209/03/2019
10.42†Exclusive License Agreement between the Company and The Rockefeller University, dated July 31, 2018S-1333-23360410.3309/03/2019
10.43†Amendment to Exclusive License Agreement between the Company and The Rockefeller University, dated May 17, 2019S-1333-23360410.3409/03/2019
10.44†Second Amendment to Exclusive License Agreement between the Company and The Rockefeller University, dated September 28, 202010-K001-3908310.5102/25/2021
10.45†Third Amendment to Exclusive License Agreement between the Company and The Rockefeller University, dated March 1, 202110-Q001-3908310.505/06/2021
10.46†Sub-License and Collaboration Agreement between the Company (as successor in interest to Humabs BioMed SA) and MedImmune, LLC, dated March 20, 2012S-1333-23360410.3509/03/2019
10.47†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, 2013S-1333-23360410.3609/03/2019
10.48†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, 2015S-1333-23360410.3709/03/2019
10.49†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, 2015S-1333-23360410.3809/03/2019
10.50†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, 2016S-1333-23360410.3909/03/2019
10.51†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, 2017S-1333-23360410.4009/03/2019
10.52†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, 2018S-1333-23360410.4109/03/2019
10.53Lease Agreement between the Company and ARE-SAN FRANCISCO NO. 43, LLC, dated March 30, 2017S-1333-23360410.4209/03/2019
10.54First Amendment to Lease Agreement between the Company and ARE-SAN FRANCISCO NO. 43, LLC, dated April 10, 2019S-1333-23360410.4309/03/2019
10.55†Lease Agreement between the Company and KRE Exchange Owner LLC, dated December 16, 202110-K001-3908310.6602/28/2022
Incorporation by Reference
ExhibitNumberDescriptionFormFile NumberExhibit ReferenceFiling DateFiled Herewith
10.56†Patent License Agreement between the Company and Xencor, Inc., dated August 15, 2019S-1333-23360410.4409/03/2019
10.57†Amendment 1 to Patent License Agreement between the Company and Xencor, Inc., dated February 23, 202110-Q001-3908310.305/06/2021
10.58†Patent License Agreement between the Company and Xencor, Inc., dated March 25, 20208-K001-3908399.106/19/2020
10.59†Amendment 1 to Patent License Agreement between the Company and Xencor, Inc., dated February 23, 202110-Q001-3908310.405/06/2021
10.60†Definitive Collaboration Agreement between the Company, Glaxo Wellcome UK Limited and Beecham S.A., dated June 9, 2020S-1333-23968910.5407/06/2020
10.61Stock Purchase Agreement between the Company and Glaxo Group Limited, dated April 5, 2020S-1333-23968910.5507/06/2020
10.62†Amendment No. 1 to the Definitive Collaboration Agreement between the Company and Glaxo Wellcome UK Limited dated May 27, 202210-Q001-3908310.208/09/2022
10.63†Amendment No. 2 to the Definitive Collaboration Agreement between the Company and Glaxo Wellcome UK Limited, dated February 8, 202310-Q001-3908310.305/08/2023
10.64†Amendment No. 3 to the Definitive Collaboration Agreement between the Company and Glaxo Wellcome UK Limited, dated February 8, 202310-Q001-3908310.405/08/2023
10.65†License Agreement between the Company and Amunix Pharmaceuticals, Inc., dated July 31, 202410-Q001-3908310.111/04/2024
10.66†First Amendment to the License Agreement between the Company and Amunix Pharmaceuticals, Inc., dated April 14, 202510-Q001-3908310.111/05/2025
10.67†License Agreement between the Company and Norgine Pharma UK Limited, dated December 15, 2025X
19Insider Trading PolicyX
21.1List of subsidiaries of the CompanyX
23.1Consent of Independent Registered Public Accounting FirmX
24.1Power of Attorney (included on the signature page to this report)X
31.1Certification 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 2002X
31.2Certification 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 2002X
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 2002X
97Dodd-Frank Compensation Recovery Policy10-K001-390839702/26/2024
101.INSInline 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.SCHInline XBRL Taxonomy Extension Schema Document.X
101.CALInline XBRL Taxonomy Extension Calculation Linkbase Document.X
Incorporation by Reference
ExhibitNumberDescriptionFormFile NumberExhibit ReferenceFiling DateFiled Herewith
101.DEFInline XBRL Taxonomy Extension Definition Linkbase Document.X
101.LABInline XBRL Taxonomy Extension Label Linkbase Document.X
101.PREInline XBRL Taxonomy Extension Presentation Linkbase Document.X
104Cover 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.

ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.