ARCH funds detail 8% Vir Biotechnology (NASDAQ: VIR) stake

Rhea-AI Filing Summary

Vir Biotechnology, Inc. received an amended Schedule 13D (Amendment No. 7) from ARCH Venture-affiliated funds and related individuals updating their ownership of the company’s common stock. ARCH Venture Fund IX, L.P. and related ARCH funds together are record owners of 12,916,663 shares of common stock, representing about 8.1% of the outstanding class.

Including personal and shared holdings, Robert Nelsen reports beneficial ownership of 13,534,704 shares (8.5%), Keith Crandell 13,189,627 shares (8.3%), and Clinton Bybee 13,008,393 shares (8.1%). The percentages are based on 159,811,395 Vir Biotechnology shares outstanding, combining 139,517,278 shares outstanding as of February 17, 2026 and 20,294,117 shares issued on February 27, 2026. The filing notes shared voting and dispositive power among affiliated ARCH entities and that no reporting person has effected transactions in the stock during the last 60 days.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 7)

Vir Biotechnology, Inc.

(Name of Issuer)

Common Stock, $0.0001 par value

(Title of Class of Securities)

Mark McDonnell
ARCH Venture Management, LLC, 8755 W. Higgins Road, Suite 1025
Chicago, IL, 60631
(773) 380-6600

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

02/27/2026

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

SCHEDULE 13D

CUSIP Number(s):

1

Name of reporting person

ARCH Venture Fund IX, L.P.

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 12,916,663.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 12,916,663.00

11

Aggregate amount beneficially owned by each reporting person

12,916,663.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

8.1 %

14

Type of Reporting Person (See Instructions)

PN

SCHEDULE 13D

CUSIP Number(s):

1

Name of reporting person

ARCH Venture Fund IX Overage, L.P.

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 12,916,663.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 12,916,663.00

11

Aggregate amount beneficially owned by each reporting person

12,916,663.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

8.1 %

14

Type of Reporting Person (See Instructions)

PN

SCHEDULE 13D

CUSIP Number(s):

1

Name of reporting person

ARCH Venture Partners IX, L.P.

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 12,916,663.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 12,916,663.00

11

Aggregate amount beneficially owned by each reporting person

12,916,663.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

8.1 %

14

Type of Reporting Person (See Instructions)

PN

SCHEDULE 13D

CUSIP Number(s):

1

Name of reporting person

ARCH Venture Partners IX Overage, L.P.

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 12,916,663.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 12,916,663.00

11

Aggregate amount beneficially owned by each reporting person

12,916,663.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

8.1 %

14

Type of Reporting Person (See Instructions)

PN

SCHEDULE 13D

CUSIP Number(s):

1

Name of reporting person

ARCH Venture Partners IX, LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 12,916,663.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 12,916,663.00

11

Aggregate amount beneficially owned by each reporting person

12,916,663.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

8.1 %

14

Type of Reporting Person (See Instructions)

OO

SCHEDULE 13D

CUSIP Number(s):

1

Name of reporting person

Robert Nelsen

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 584,148.00
8	Shared Voting Power 12,950,556.00
9	Sole Dispositive Power 584,148.00
10	Shared Dispositive Power 12,950,556.00

11

Aggregate amount beneficially owned by each reporting person

13,534,704.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

8.5 %

14

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13D

CUSIP Number(s):

1

Name of reporting person

Keith Crandell

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 272,964.00
8	Shared Voting Power 12,916,663.00
9	Sole Dispositive Power 272,964.00
10	Shared Dispositive Power 12,916,663.00

11

Aggregate amount beneficially owned by each reporting person

13,189,627.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

8.3 %

14

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13D

CUSIP Number(s):

1

Name of reporting person

Clinton Bybee

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 30,570.00
8	Shared Voting Power 12,977,823.00
9	Sole Dispositive Power 30,570.00
10	Shared Dispositive Power 12,977,823.00

11

Aggregate amount beneficially owned by each reporting person

13,008,393.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

8.1 %

14

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Common Stock, $0.0001 par value
(b)	Name of Issuer: Vir Biotechnology, Inc.
(c)	Address of Issuer's Principal Executive Offices: 1800 Owens Street, Suite 900, San Francisco, CALIFORNIA , 94158.
Item 1 Comment: This Amendment No. 7 (the "Amendment No. 7") amends the statement on Schedule 13D filed on November 8, 2019 (as amended, the "Original 13D"), relating to the Common Stock, $0.0001 par value per share (the "Common Stock"), of Vir Biotechnology, Inc. (the "Issuer") having its principal executive office at 1800 Owens Street, Suite 900, San Francisco, California 94158. Certain terms used but not defined in this Amendment No. 7 have the meanings assigned thereto in the Original 13D.
Item 5.	Interest in Securities of the Issuer
(a)	Items 5(a)-(c) of the Original 13D are hereby amended and supplemented as follows: AVF IX is the record owner of 5,626,008 shares of Common Stock ("AVF IX Record Shares"). AVP IX LP, as the sole general partner of AVF IX, may be deemed to beneficially own the AVF IX Record Shares. AVP IX LLC, as the sole general partner of AVP IX LP, may be deemed to beneficially own the AVF IX Record Shares. AVF IX Overage is the record holder of 7,290,655 shares of Common Stock ("IX Overage Record Shares" and, together with the AVF IX Record Shares, the "Record Shares"). AVP IX Overage GP, as the sole general partner of AVF IX Overage, may be deemed to beneficially own the IX Overage Record Shares. AVP IX LLC, as the sole general partner of AVF IX Overage GP, may be deemed to beneficially own the IX Overage Record Shares. By virtue of their relationship as affiliated entities who have overlapping general partners and managing directors, each entity and Reporting Person may be deemed to share the power to direct the disposition and vote of the Record Shares. In addition, each of the AVP IX Managing Directors may be deemed to share the power to direct the disposition and vote of the Record Shares. Each Reporting Person disclaims beneficial ownership of all securities except for the shares, if any, held of record by such Reporting Person. The percentage of outstanding Common Stock of the Issuer which may be deemed to be beneficially owned by each Reporting Person is set forth on Line 13 of such Reporting Person's cover sheet. Such percentage was calculated based on 159,811,395 outstanding shares of Common Stock, consisting of (i) 139,517,278 shares of Common Stock outstanding as of February 17, 2026, as reported by the Issuer in its Annual Report on Form 10-K filed with the Securities and Exchange Commission (the "SEC") on February 23, 2026, and (ii) 20,294,117 shares of Common Stock issued by the Issuer on February 27, 2026, as reported by the Issuer in its Current Report on Form 8-K filed with the SEC on March 2, 2026. In addition, as of February 17, 2026, Crandell is a record holder of 272,964 Shares of Common Stock, Bybee is a record holder of 30,570 shares of Common Stock, and Nelsen is a beneficial owner of 584,148 shares of Common Stock. For Nelsen and Bybee, respectively, 33,893 shares and 61,160 shares of Common Stock held by family trusts are included in Shared Voting and Shared Dispositive figures on cover sheets.
(b)	Regarding the number of shares as to which such person has: (i) sole power to vote or to direct the vote: See line 7 of cover sheets. (ii) shared power to vote or to direct the vote: See line 8 of cover sheets. (iii) sole power to dispose or to direct the disposition: See line 9 of cover sheets. (iv) shared power to dispose or to direct the disposition: See line 10 of cover sheets.
(c)	Except as set forth above, none of the Reporting Persons has effected any transaction in the Common Stock during the last 60 days.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

ARCH Venture Fund IX, L.P.

Signature:	ARCH Venture Partners IX, L.P.
Name/Title:	its General Partner
Date:	03/03/2026

Signature:	ARCH Venture Partners IX, LLC
Name/Title:	its General Partner
Date:	03/03/2026

Signature:	/s/ Mark McDonnell
Name/Title:	Mark McDonnell as Attorney-in-Fact for Keith Crandell, Managing Director
Date:	03/03/2026

ARCH Venture Fund IX Overage, L.P.

Signature:	ARCH Venture Partners IX Overage, L.P.
Name/Title:	its General Partner
Date:	03/03/2026

Signature:	ARCH Venture Partners IX, LLC
Name/Title:	its General Partner
Date:	03/03/2026

Signature:	/s/ Mark McDonnell
Name/Title:	Mark McDonnell as Attorney-in-Fact for Keith Crandell, Managing Director
Date:	03/03/2026

ARCH Venture Partners IX, L.P.

Signature:	ARCH Venture Partners IX, LLC
Name/Title:	its General Partner
Date:	03/03/2026

Signature:	/s/ Mark McDonnell
Name/Title:	Mark McDonnell as Attorney-in-Fact for Keith Crandell, Managing Director
Date:	03/03/2026

ARCH Venture Partners IX Overage, L.P.

Signature:	ARCH Venture Partners IX, LLC
Name/Title:	its General Partner
Date:	03/03/2026

Signature:	/s/ Mark McDonnell
Name/Title:	Mark McDonnell as Attorney-in-Fact for Keith Crandell, Managing Director
Date:	03/03/2026

ARCH Venture Partners IX, LLC

Signature:	/s/ Mark McDonnell
Name/Title:	Mark McDonnell as Attorney-in-Fact for Keith Crandell, Managing Director
Date:	03/03/2026

Robert Nelsen

Signature:	/s/ Mark McDonnell
Name/Title:	Mark McDonnell as Attorney-in-Fact for Robert Nelsen
Date:	03/03/2026

Keith Crandell

Signature:	/s/ Mark McDonnell
Name/Title:	Mark McDonnell as Attorney-in-Fact for Keith Crandell
Date:	03/03/2026

Clinton Bybee

Signature:	/s/ Mark McDonnell
Name/Title:	Mark McDonnell as Attorney-in-Fact for Clinton Bybee
Date:	03/03/2026

FAQ

What does ARCH’s Schedule 13D/A filing mean for Vir Biotechnology (VIR)?

The filing shows ARCH-affiliated funds and insiders collectively report significant ownership in Vir Biotechnology. ARCH funds are record owners of 12,916,663 shares, while key individuals report beneficial ownership between 8.1% and 8.5% of the company’s common stock, based on 159,811,395 shares outstanding.

How many Vir Biotechnology shares do ARCH Venture funds report owning?

ARCH Venture Fund IX, L.P. and related ARCH funds together are record holders of 12,916,663 Vir Biotechnology common shares. These holdings give them shared voting and dispositive power over the “Record Shares,” representing about 8.1% of the company’s outstanding common stock as calculated in the filing.

What percentage of Vir Biotechnology does Robert Nelsen report owning?

Robert Nelsen reports beneficial ownership of 13,534,704 Vir Biotechnology shares, or about 8.5% of the outstanding common stock. This total includes 584,148 shares of common stock beneficially owned by Nelsen and additional shares attributed through shared voting and dispositive power disclosed in the amended Schedule 13D.

How much Vir Biotechnology stock do Keith Crandell and Clinton Bybee hold?

Keith Crandell reports beneficial ownership of 13,189,627 Vir Biotechnology shares (8.3%), including 272,964 shares held of record. Clinton Bybee reports 13,008,393 shares (8.1%), including 30,570 record shares. Both also share voting and dispositive power over the ARCH funds’ Record Shares as described in the filing.

On what share count is ARCH’s Vir Biotechnology ownership percentage based?

The reported ownership percentages use a total of 159,811,395 Vir Biotechnology common shares outstanding. This combines 139,517,278 shares outstanding as of February 17, 2026, from the company’s Form 10-K, plus 20,294,117 shares issued on February 27, 2026, disclosed in a Form 8-K.

Have the ARCH reporting persons recently traded Vir Biotechnology shares?

The amended Schedule 13D states that, except as described in the ownership discussion, none of the reporting persons has effected any transaction in Vir Biotechnology common stock during the last 60 days. The filing primarily updates beneficial ownership and related percentage calculations, rather than reporting new trading activity.