Vir Biotechnology (VIR) SVP receives equity awards and automatic tax-withholding sale

Rhea-AI Filing Summary

Vir Biotechnology SVP and Chief Accounting Officer Brent Sabatini reported both equity awards and an automatic tax-related sale of company stock. He received a grant of 25,000 shares of common stock as restricted stock units under Vir’s equity incentive plan and a stock option for 50,000 shares at an exercise price of $0.0000 per share. According to the vesting terms, 25% of the option will vest on February 22, 2027, with the remaining shares vesting in 36 equal monthly installments afterward. On February 23, 2026, 1,829 shares of common stock were sold at an average price of $7.4528 per share under a Rule 10b5-1 arrangement to satisfy tax withholding obligations tied to RSU vesting, and the filing states this sale was not a discretionary trade. After the tax-related sale, Sabatini directly owned 71,043 shares of Vir common stock, in addition to the newly granted 50,000 stock options.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

X

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Sabatini Brent

(Last) (First) (Middle)

C/O VIR BIOTECHNOLOGY, INC.

1800 OWENS STREET, SUITE 900

(Street)

SAN FRANCISCO CA 94158

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Vir Biotechnology, Inc. [ VIR ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP, Chief Accounting Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/22/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	02/22/2026		A(1)		25,000	A	$0	72,872	D
Common Stock	02/23/2026		S(2)		1,829	D	$7.4528	71,043	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Option (Right to Buy)	$7.56	02/22/2026		A		50,000		(3)	02/21/2036	Common Stock	50,000	$0	50,000	D

Explanation of Responses:

1. Acquisition of restricted stock units (RSUs) pursuant to the Issuer's Equity Incentive Plan.

2. Represents an automatic and mandatory sale of shares under a Rule 10b5-1 arrangement to satisfy the Issuer's tax withholding obligations in connection with the vesting of restricted stock units. The sale does not represent a discretionary trade by the Reporting Person.v

3. 25% of the shares subject to the stock option will vest and become exercisable on February 22, 2027, and the remaining shares will vest in 36 equal monthly installments thereafter.

Remarks:

	/s/ Vanina de Verneuil, Attorney-In-Fact	02/24/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transactions did Vir Biotechnology (VIR) report for Brent Sabatini?

Brent Sabatini reported both equity awards and a tax-related sale. He received 25,000 shares as restricted stock units and a 50,000-share stock option, and 1,829 shares were sold automatically to cover tax withholding obligations after RSU vesting under a Rule 10b5-1 plan.

How many Vir Biotechnology (VIR) shares did Brent Sabatini sell and at what price?

1,829 Vir Biotechnology common shares were sold at an average price of $7.4528 per share. The filing explains this was an automatic, mandatory sale under a Rule 10b5-1 arrangement solely to satisfy tax withholding obligations related to restricted stock unit vesting.

What new stock option grant did Brent Sabatini receive from Vir Biotechnology (VIR)?

Brent Sabatini received a stock option covering 50,000 Vir Biotechnology shares at an exercise price of $0.0000. Twenty-five percent will vest on February 22, 2027, with the remaining shares vesting in 36 equal monthly installments, subject to the stated vesting schedule.

What restricted stock unit (RSU) award did Vir Biotechnology (VIR) grant to Brent Sabatini?

He acquired 25,000 shares of common stock as restricted stock units under Vir Biotechnology’s equity incentive plan. The award was reported as a grant or other acquisition, reflecting equity-based compensation rather than an open-market purchase, according to the transaction coding and associated footnote.

How many Vir Biotechnology (VIR) shares does Brent Sabatini hold after these transactions?

Following the reported transactions, Brent Sabatini directly owned 71,043 shares of Vir Biotechnology common stock. He also held a stock option for 50,000 shares, which will vest over time beginning February 22, 2027, under the specified vesting schedule in the filing.

Was Brent Sabatini’s Vir Biotechnology (VIR) stock sale a discretionary trade?

The sale was not discretionary. The filing notes the 1,829 shares were sold automatically and mandatorily under a Rule 10b5-1 arrangement solely to satisfy Vir Biotechnology’s tax withholding obligations arising from restricted stock unit vesting.