Vir Biotechnology, Inc.

Proxy Statement Summary

This summary highlights important information you will find in this proxy statement. As it is only a summary, please review the complete proxy statement before you vote.

Annual Meeting Information

Voting Matters and Vote Recommendation

Corporate Governance Matters

We are committed to the highest standards of ethics, business integrity and corporate governance, which we believe will ensure that our Company is managed for the long-term benefit of our stockholders. Our governance practices are designed to establish and preserve the accountability of the Board of Directors (the Board) and management, provide a structure that allows the Board to set objectives and monitor performance, ensure the efficient use of Company resources and enhance stockholder value. Please see the below narrative section “Corporate Governance” for more information.

Our commitment to good corporate governance is illustrated by the following practices:

•Board independenceà 8 out of 9 current directors are independent (and 7 out of 8 of our directors will be independent following the Annual Meeting, assuming all three Class I nominees are re-elected as directors)

•Independent Board Chair

•Independent directors regularly meet in executive sessions without management or non-independent directors present

•100% independent directors serving on Audit, Compensation and Nominating and Corporate Governance Committees

•Board refreshment practices

•Annual Board and committee self-assessments

•Strong corporate governance guidelines and policies

•Multiple clawback policies that provide the Compensation Committee additional ability to recoup compensation beyond what the Dodd-Frank Act requires

•Stock ownership guidelines for directors and executive management

•Well-established Board strategic and risk oversight function

•Proactive engagement with stockholders

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Our Director Nominees

Proposal 1 — Election of Directors

You are being asked to vote to elect three Class I directors to hold office until the 2029 Annual Meeting of Stockholders. Each Class I director nominee is listed below, and you can find additional information regarding our nominees in the section titled “Proposal 1—Election of Directors” beginning on page 6.

Executive Compensation Matters

Proposal 2 – Advisory Vote on Executive Compensation

You are being asked to vote to approve, on an advisory basis, the compensation paid to the Company’s named executive officers (NEOs) as described in this proxy statement (the say-on-pay vote). Detailed information about the compensation paid and awarded to our NEOs can be found beginning on page 23.

Our executive compensation programs are designed to attract, motivate and retain our executive officers, who are critical to our success. Highlights of our executive compensation best practices follow.

•Strong pay-for-performance alignment: The majority of each NEO’s compensation is “at-risk” and is tied directly to corporate performance, whether through our annual incentive plan or equity-based awards. We prioritize alignment with the interests of our stockholders in our pay decisions and did not grant any special awards or make off-cycle compensation adjustments in 2025.

•Continued commitment to provide clear disclosure on pay decisions: Building on previous disclosure enhancements, we strive to continue providing greater transparency into how we design and size our pay programs, particularly for equity compensation, and our stockholder engagement efforts.

•Significant corporate achievements reflected in annual incentive plan results: The above-target 2025 corporate attainment recognizes the Company’s significant achievements in 2025 including successfully advancing the ECLIPSE Phase 3 registrational program, the publication of compelling SOLSTICE Week 48 data, the advancement of three T-cell engager programs into clinical trials, and the execution of the licensing agreement with Norgine Pharma UK Limited that strengthened our financial position and extended our cash runway.

Our Auditors

Proposal 3 – Ratification of Appointment of Independent Registered Public Accounting Firm

You are being asked to vote to ratify the appointment of Ernst & Young LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2026. Detailed information about this proposal can be found beginning on page 24.

YOUR VOTE IS IMPORTANT. Whether or not you plan to attend the Annual Meeting, we urge you to submit your vote via the Internet, telephone or mail as soon as possible to ensure your shares are represented. For additional instructions on voting by the Internet or telephone, please refer to your proxy card or Notice of Internet Availability of Proxy Materials. Returning the proxy does not deprive you of your right to attend the Annual Meeting and to vote your shares at the Annual Meeting.

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