Vir Biotechnology Inc 2024年度报告

ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year endedDecember 31, 2024OR oTRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934FOR THE TRANSITION PERIOD FROMTO Commission File Number1-39083________________________________________________ Vir Biotechnology, Inc. (Exact Name of Registrant as Specified in its Charter)________________________________________________ 81-2730369 Registrant’s telephone number, including area code: (415)906-4324________________________________________________ Securities registered pursuant to Section 12(b) of the Act: Nasdaq Global Select Market Securities registered pursuant to Section 12(g) of the Act: None Indicate by check mark if the Registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.YesxNoo Indicate by check mark if the Registrant is not required to file reports pursuant to Section 13 or 15(d) of the Act. YesoNox Indicate by check mark whether the Registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during thepreceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90days.YesxNoo Indicate by check mark whether the Registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T(§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the Registrant was required to submit such files).YesxNoo Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growthcompany. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of theExchange Act. If an emerging growth company, indicate by check mark if the Registrant has elected not to use the extended transition period for complying with any new or revisedfinancial accounting standards provided pursuant to Section 13(a) of the Exchange Act.o Indicate by check mark whether the Registrant has filed a report on and attestation to its management's assessment of the effectiveness of its internal control overfinancial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.x If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect thecorrection of an error to previously issued financial statements.o Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of theregistrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b).o Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). YesoNox The aggregate market value of the voting and non-voting common equity held by non-affiliates of the Registrant as of June30, 2024 was approximately $745.6millionbased upon the closing price of its Common Stock on June30, 2024 of $8.90 per share, as reported by The Nasdaq Global Select Market. The number of shares of the Registrant’s Common Stock outstanding as of February20, 2025 was137,143,286. DOCUMENTS INCORPORATED BY REFERENCE Portions of the definitive proxy statement, or the Proxy Statement, for the Registrant’s 2025 Annual Meeting of Stockholders are incorporated by reference into Part IIIof this Annual Report on Form 10-K. The Proxy Statement will be filed with the Securities and Exchange Commission within 120 days of the Registrant’s fiscal yearended December31, 2024. Auditor PCAOB ID:42Auditor:Ernst & Young LLPAddress:San Mateo, California Table of Contents PART IItem 1.Business2Item 1A.Risk Factors36Item 1B.Unresolved Staff Comments70Item 1C.Cybersecurity70Item 2.Properties71Item 3.Legal Proceedings71Item 4.Mine Safety Disclosures71PART IIItem 5.Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities72Item 6.[Reserved]73Item 7.Management’s Discussion and Analysis of Financial Condition and Results of Operations74Item 7A.Quantitative and Qualitative Disclosures About Market Risk85Item 8.Financial Statements and Supplementary Data86Item 9.Changes in and Disagreements With Accountants on Accounting and Financial Disclosure123Item 9A.Controls and Procedures123Item 9B.Other Information125Item 9C.Disclosure Regarding Foreign Jurisdiction that Prevent Inspections125PART IIIItem 10.Directors, Executive Officers and Corporate Governance126Item 11.Executive Compensation126Item 12.S