Vir Biotechnology, Inc. (VIR)
NASDAQ: VIR · Real-Time Price · USD
9.69
+0.14 (1.47%)
May 29, 2026, 2:49 PM EDT - Market open
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AGM 2026

May 26, 2026

Operator

Good morning, and welcome to the Vir Biotechnology, Inc. A nnual Meeting of Stockholders. It is now my pleasure to turn over today's meeting to Dr. Marianne De Backer, President and CEO of Vir Biotechnology. Dr. De Backer, the floor is yours.

Marianne De Backer
President and CEO, Vir Biotechnology

Good morning. I'm Marianne De Backer, President and Chief Executive Officer of Vir Biotechnology. I would like to welcome all of you to Vir Biotechnology's 2026 Annual Meeting of Stockholders. As you know, we are hosting today's meeting through a virtual online platform. We have designed this meeting to provide stockholders with the same rights and opportunities to participate as they would at an in-person meeting. Before I call the meeting to order, I'd like to take this opportunity to introduce you to the members of the Vir Biotechnology board who are joining me today.

They are Jeffrey Hatfield, Chair of our Nominating and Corporate Governance Committee and Member of our Audit Committee, Robert More, Chair of Compensation Committee and Member of our Audit Committee, Dr. Elliott Sigal, Chair of our Science and Technology Committee and Member of our Compensation Committee, Dr. Norbert Bischofberger, Member of our Compensation and Science and Technology Committees, Dr. Ramy Farid, Member of Audit and Science and Technology Committees, and Janet Napolitano, Member of our Compensation and Nominating and Corporate Governance Committees. I'd like to thank all our Board Members for their dedication and willingness to serve on Vir Biotechnology's Board. A special thank you to Dr. Vicki Sato, who is not standing for re-election to the Board, for her service and contributions to the Board and the company. Following the conclusion of today's meeting, Jeffrey Hatfield will be assuming the role of Chair of our Board.

In a few minutes, you will hear from Vanina de Verneuil, our Executive Vice President, General Counsel, and Corporate Secretary, who is serving as Secretary for today's meeting. Also with us today from our management team are Jason O'Byrne, our Executive Vice President and Chief Financial Officer, and Toby Medaris, our Senior Vice President, Human Resources. In addition, Richard Shunn and Jenna Shintaku of Ernst & Young LLP, the company's independent registered public accounting firm, are available to respond to appropriate questions consistent with meeting practices. The meeting will now officially come to order. We will proceed with the formal business of the meeting as set forth in the notice of the annual meeting and proxy statement. It is 9:02 A.M. Pacific Time, and the polls are now open.

If you have not previously voted your shares or if you previously voted by proxy and wish to change your vote, you may vote online prior to the closing of the polls. The polls will be closed for voting after I go through each of the proposals to be voted on. If you have already submitted your vote by proxy and do not wish to change your vote, you do not need to vote now. Your shares will be voted as previously instructed. You are welcome to submit questions that are germane to the proposals during the meeting using the online platform. Questions submitted that are germane to the proposals will be reviewed and addressed following the meeting. Will the Secretary please report at this time with respect to the stockholders' list and the mailing of the notice of the meeting?

Vanina de Verneuil
EVP, General Counsel and Corporate Secretary, Vir Biotechnology

I have at this meeting a certified list of the stockholders of record of the company's common stock at the close of business on March 31st, 2026, the record date for this meeting. I also have an affidavit of mailing stating that on April 16th, 2026, Broadridge Financial Solutions commenced the mailing of a notice of the Annual Meeting of Stockholders of the company to be deposited in the United States Mail to each of the stockholders of record at the close of business on March 31st, 2026.

Marianne De Backer
President and CEO, Vir Biotechnology

At this time, I would like to introduce [Kris Fiacco], the representative of Broadridge Financial Solutions. I am appointing [Kris] to act as Inspector of Election at this meeting. [Kris] has taken and subscribed the customary oaths of office to execute her duties with strict impartiality. We will file this oath with the records of the meeting. Her function is to determine the qualifications of voters, accept their votes, and when balloting on all matters is completed, to tally the final votes. Will the Secretary please report at this time with respect to the existence of a quorum.

Vanina de Verneuil
EVP, General Counsel and Corporate Secretary, Vir Biotechnology

I have been informed by the Inspector of Election that holders of a majority of the 161,234,058 shares of common stock outstanding on the record date are present at the meeting by remote participation or by proxy. This constitutes a quorum for the meeting today. We may now carry out the official business of the meeting.

Marianne De Backer
President and CEO, Vir Biotechnology

There are three proposals to be considered today. Proposal one, to elect the board's three Class I Director nominees to hold office until the 2029 annual meeting and until their successors are duly elected and qualified, or until their earlier death, resignation, or removal. The nominees for Director are Robert More, Janet Napolitano, and Elliott Sigal.

Proposal 2, to approve, on an advisory basis, the compensation of the company's named Executive Officers. The proxy statement for this meeting contains the text of the resolution that stockholders are asked to approve. Proposal 3, to ratify the selection by the Audit Committee of the Board of Ernst & Young LLP as the independent registered public accounting firm for the company for the fiscal year ending December 31st, 2026.

Vanina de Verneuil
EVP, General Counsel and Corporate Secretary, Vir Biotechnology

Thank you, Marianne. As stated earlier, you are welcome to ask questions that are germane to the proposals during the meeting using the online platform. Questions that are germane to the proposals will be reviewed and addressed following the meeting. To ask a question online, enter your question or comment in the box on the left side of your screen called Ask a Question and click the Submit button.

Please note that any matters of individual concerns to a stockholder or any questions that are not germane to today's proposals can be raised separately after the annual meeting by contacting ir@vir.bio.

Marianne De Backer
President and CEO, Vir Biotechnology

Okay. Thank you, Vanina. It is 9:07 A.M. Pacific Time, and I now declare the polls closed. The Inspector of Election has provided us with preliminary results and confirmed that we have received the necessary votes required to pass the following. Each of the three nominees for election as Class I Directors have been elected to serve until the 2029 Annual Meeting of Stockholders and until their successors are duly elected and qualified or until their earlier death, resignation, or removal. The advisory resolution approving executive compensation has been approved. The appointment of Ernst & Young LLP as the independent registered public accounting firm for the company for the year ending December 31st, 2026, has been ratified.

The final results of voting will be reported on a Form 8-K filed with the Securities and Exchange Commission. As there is no other business to be conducted, this meeting is adjourned. Thank you again for your attendance at today's meeting and for your continued support of Vir Biotechnology.

Operator

Thank you for attending today's meeting. This conference has now concluded. You may disconnect. Have a great day.

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