VIR BIOTECHNOLOGY, INC., DEF 14A filed on 4/17/2025
Proxy Statement (definitive)
v3.25.1
Cover
 12 Months Ended
Dec. 31, 2024
Document Information [Line Items]  
Document Type DEF 14A
Amendment Flag false
Entity Information [Line Items]  
Entity Registrant Name Vir Biotechnology, Inc.
Entity Central Index Key 0001706431
v3.25.1
Pay vs Performance Disclosure - USD ($)
 12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Pay vs Performance Disclosure          
Named Executive Officers, Footnote Dr. Scangos is our PEO 1 (2020-2023) and Dr. De Backer is our PEO 2 (2023 and 2024). Our Other NEOs were Jeffrey Calcagno, M.D. (2023), Vanina de Verneuil, J.D. (2024), Mark Eisner, M.D., M.P.H (2024), Johanna Friedl-Naderer (2022 and 2023), Ann (Aine) Hanly (2021-2024), Howard Horn (2020-2023), Michael Kamarck, Ph.D. (2020), Sung Lee (2023 and 2024), Jason O’Byrne, MBA (2024), Phillip Pang, M.D., PhD. (2021-2023), Steven Rice (2020 and 2023), and Herbert (Skip) Virgin, M.D., Ph.D. (2020-2022).        
PEO Total Compensation Amount $ 9,255,903        
PEO Actually Paid Compensation Amount $ 3,992,869        
Adjustment To PEO Compensation, Footnote The following table describes the adjustments, each of which is prescribed by SEC rule, to calculate the CAP Amounts from the SCT Amounts. The SCT Amounts and the CAP Amounts do not reflect the actual amount of compensation earned by or paid to our executives during 2024, but rather are amounts determined in accordance with Item 402 of Regulation S-K under the Exchange Act.
Adjustments
Prior FYE
Current FYE
Fiscal Year
PEO 2
12/31/2023
12/31/2024
2024		Other NEOs*
12/31/2023
12/31/2024
2024
SCT Total$9,255,903 $1,896,056 
- Grant Date Fair Value of Option Awards and Stock Awards Granted in Fiscal Year
(4,467,050)(1,168,430)
+ Fair Value at Fiscal Year-End of Outstanding and Unvested Option Awards and Stock Awards Granted in Fiscal Year
3,056,095 731,681 
+ Change in Fair Value of Outstanding and Unvested Option Awards and Stock Awards Granted in Prior Fiscal Years
(3,221,291)(106,869)
+ Fair Value at Vesting of Option Awards and Stock Awards Granted in Fiscal Year That Vested During Fiscal Year
— — 
+ Change in Fair Value as of Vesting Date of Option Awards and Stock Awards Granted in Prior Fiscal Years For Which Applicable Vesting Conditions Were Satisfied During Fiscal Year
(630,788)(34,400)
- Fair Value as of Prior Fiscal Year-End of Option Awards and Stock Awards Granted in Prior Fiscal Years That Failed to Meet Applicable Vesting Conditions During Fiscal Year
— (234,165)
+ Value of Dividends or other Earnings Paid on Stock or Option Awards not Otherwise Reflected in Fair Value or Total Compensation
— — 
Compensation Actually Paid$3,992,869 $1,083,873 
*Amounts presented are averages for the entire group of Other NEOs. Valuation assumptions used to calculate fair values did not materially differ from those used to calculate fair values at the time of grant as reflected in the SCT Amounts.
        
Non-PEO NEO Average Total Compensation Amount $ 1,896,056 $ 3,530,255 $ 4,044,309 $ 5,685,910 $ 1,431,729
Non-PEO NEO Average Compensation Actually Paid Amount $ 1,083,873 203,774 1,084,615 6,198,242 6,929,113
Adjustment to Non-PEO NEO Compensation Footnote The following table describes the adjustments, each of which is prescribed by SEC rule, to calculate the CAP Amounts from the SCT Amounts. The SCT Amounts and the CAP Amounts do not reflect the actual amount of compensation earned by or paid to our executives during 2024, but rather are amounts determined in accordance with Item 402 of Regulation S-K under the Exchange Act.
Adjustments
Prior FYE
Current FYE
Fiscal Year
PEO 2
12/31/2023
12/31/2024
2024		Other NEOs*
12/31/2023
12/31/2024
2024
SCT Total$9,255,903 $1,896,056 
- Grant Date Fair Value of Option Awards and Stock Awards Granted in Fiscal Year
(4,467,050)(1,168,430)
+ Fair Value at Fiscal Year-End of Outstanding and Unvested Option Awards and Stock Awards Granted in Fiscal Year
3,056,095 731,681 
+ Change in Fair Value of Outstanding and Unvested Option Awards and Stock Awards Granted in Prior Fiscal Years
(3,221,291)(106,869)
+ Fair Value at Vesting of Option Awards and Stock Awards Granted in Fiscal Year That Vested During Fiscal Year
— — 
+ Change in Fair Value as of Vesting Date of Option Awards and Stock Awards Granted in Prior Fiscal Years For Which Applicable Vesting Conditions Were Satisfied During Fiscal Year
(630,788)(34,400)
- Fair Value as of Prior Fiscal Year-End of Option Awards and Stock Awards Granted in Prior Fiscal Years That Failed to Meet Applicable Vesting Conditions During Fiscal Year
— (234,165)
+ Value of Dividends or other Earnings Paid on Stock or Option Awards not Otherwise Reflected in Fair Value or Total Compensation
— — 
Compensation Actually Paid$3,992,869 $1,083,873 
*Amounts presented are averages for the entire group of Other NEOs. Valuation assumptions used to calculate fair values did not materially differ from those used to calculate fair values at the time of grant as reflected in the SCT Amounts.
        
Compensation Actually Paid vs. Total Shareholder Return
The following charts show graphically the relationships over the past three years of the CAP Amounts for our PEOs and Other NEOs as compared to our cumulative total shareholder return (TSR), Peer Group TSR and net income, as well as the relationship between TSR and Peer Group TSR:
Compensation Actually Paid versus TSR and Peer Group TSR(1)
75196
(1)The peer group is Nasdaq Biotechnology Index.
        
Compensation Actually Paid vs. Net Income
Compensation Actually Paid versus Net Income
75290
        
Total Shareholder Return Vs Peer Group
The following charts show graphically the relationships over the past three years of the CAP Amounts for our PEOs and Other NEOs as compared to our cumulative total shareholder return (TSR), Peer Group TSR and net income, as well as the relationship between TSR and Peer Group TSR:
Compensation Actually Paid versus TSR and Peer Group TSR(1)
75196
(1)The peer group is Nasdaq Biotechnology Index.
        
Total Shareholder Return Amount $ 58 80 201 333 213
Peer Group Total Shareholder Return Amount 114 115 111 125 126
Net Income (Loss) (521,960,000) (615,061,000) 515,837,000 528,584,000 (298,665,000)
Dr. Scangos [Member]          
Pay vs Performance Disclosure          
PEO Total Compensation Amount 0 338,200 7,479,898 20,682,838 994,883
PEO Actually Paid Compensation Amount 0 $ (4,717,018) $ 3,498,740 $ 15,032,868 $ 34,542,658
PEO Name   Dr. Scangos Dr. Scangos Dr. Scangos Dr. Scangos
Dr. De Backer [Member]          
Pay vs Performance Disclosure          
PEO Total Compensation Amount 9,255,903 $ 39,491,495 $ 0 $ 0 $ 0
PEO Actually Paid Compensation Amount $ 3,992,869 $ 18,206,997 $ 0 $ 0 $ 0
PEO Name Dr. De Backer Dr. De Backer      
PEO | Aggregate Grant Date Fair Value of Equity Award Amounts Reported in Summary Compensation Table          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount $ (4,467,050)        
PEO | Year-end Fair Value of Equity Awards Granted in Covered Year that are Outstanding and Unvested          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 3,056,095        
PEO | Year-over-Year Change in Fair Value of Equity Awards Granted in Prior Years That are Outstanding and Unvested          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount (3,221,291)        
PEO | Vesting Date Fair Value of Equity Awards Granted and Vested in Covered Year          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 0        
PEO | Change in Fair Value as of Vesting Date of Prior Year Equity Awards Vested in Covered Year          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount (630,788)        
PEO | Prior Year End Fair Value of Equity Awards Granted in Any Prior Year that Fail to Meet Applicable Vesting Conditions During Covered Year          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 0        
PEO | Dividends or Other Earnings Paid on Equity Awards not Otherwise Reflected in Total Compensation for Covered Year          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 0        
Non-PEO NEO | Aggregate Grant Date Fair Value of Equity Award Amounts Reported in Summary Compensation Table          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount (1,168,430)        
Non-PEO NEO | Year-end Fair Value of Equity Awards Granted in Covered Year that are Outstanding and Unvested          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 731,681        
Non-PEO NEO | Year-over-Year Change in Fair Value of Equity Awards Granted in Prior Years That are Outstanding and Unvested          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount (106,869)        
Non-PEO NEO | Vesting Date Fair Value of Equity Awards Granted and Vested in Covered Year          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 0        
Non-PEO NEO | Change in Fair Value as of Vesting Date of Prior Year Equity Awards Vested in Covered Year          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount (34,400)        
Non-PEO NEO | Prior Year End Fair Value of Equity Awards Granted in Any Prior Year that Fail to Meet Applicable Vesting Conditions During Covered Year          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount (234,165)        
Non-PEO NEO | Dividends or Other Earnings Paid on Equity Awards not Otherwise Reflected in Total Compensation for Covered Year          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount $ 0        
v3.25.1
Award Timing Disclosure
 12 Months Ended
Dec. 31, 2024
Award Timing Disclosures [Line Items]  
Award Timing MNPI Disclosure
In addition, with respect to the timing of the grant of equity awards:
•We do not time the grant date to align, or not, with the release of material, non-public information, and we have never had a practice of doing so; and
•We have never timed, and do not plan to time, our releases of material non-public information for the purpose of affecting the grant date value of equity awards for employees, including executives, or Board members.
Award Timing MNPI Considered false
Award Timing, How MNPI Considered
In addition, with respect to the timing of the grant of equity awards:
•We do not time the grant date to align, or not, with the release of material, non-public information, and we have never had a practice of doing so; and
•We have never timed, and do not plan to time, our releases of material non-public information for the purpose of affecting the grant date value of equity awards for employees, including executives, or Board members.
MNPI Disclosure Timed for Compensation Value false
v3.25.1
Insider Trading Policies and Procedures
 12 Months Ended
Dec. 31, 2024
Insider Trading Policies and Procedures [Line Items]  
Insider Trading Policies and Procedures Adopted true