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What changed 10-Q

Item 5. Other Information

2020-08-11 compared with 2020-05-12 · 26 added, 12 removed, 31 unchanged (55% of the section changed)

Other Information.

Item 3.02 Unregistered Sales of Equity Securities.

In March 2020, we achieved one of the specified development milestones relating to VIR-2218 pursuant to the Alnylam Agreement.

In connection with the milestone, we issued Alnylam 1,111,111 shares of our common stock, or the Milestone Shares, on May 6, 2020.

The Milestone Shares were issued to Alnylam pursuant to the exemption from the registration requirements provided in Section 4(a)(2) of the Securities Act for transactions by an issuer not involving any public offering.

Accordingly, the Milestone Shares have not been registered under the Securities Act and may not be offered or sold in the United States except pursuant to an effective registration statement or an applicable exemption from the registration requirements of the Securities Act.

Not applicable.

(a) Exhibits.

3 unchanged sentences

001-39083), filed with the SEC on October 16, 2019).

First Amendment to Amended and Restated Employment Letter Agreement between the Company and Michael Kamarck, dated March 13, 2020 (incorporated herein by reference to Exhibit 10.12 to the Company’s Form 10-K (File No.

001-39083), filed with the SEC on March 26, 2020).

Patent License Agreement between the Company and Xencor, Inc., dated March 25, 2020 (incorporated herein by reference to Exhibit 99.1 to the Company's Form 8-K (File No.

001-39083), filed with the SEC on June 19, 2020).

Amendment No.

2 to the Collaboration and License Agreement between the Company and Alnylam Pharmaceuticals, Inc., dated March 3, 2020 (incorporated herein by reference to Exhibit 10.20 to the Company’s Annual Report on Form 10-K (File No.

001-39083), filed with the SEC on March 26, 2020).

3 to the Collaboration and License Agreement between the Company and Alnylam Pharmaceuticals, Inc., dated April 1, 2020 (incorporated herein by reference to Exhibit 10.21 to the Company's Registration Statement on Form S-1 (File No.

333-239689), filed with the SEC on July 6, 2020).

Preliminary Collaboration Agreement between the Company, GlaxoSmithKline Intellectual Property Development Limited and GlaxoSmithKline Biologicals SA, dated April 5, 2020 (incorporated herein by reference to Exhibit 10.53 to the Company's Registration Statement on Form S-1 (File No.

333-239689), filed wih the SEC on July 6, 2020).

Definitive Collaboration Agreement between the Company and Glaxo Wellcome UK Limited and Beecham S.A., dated June 9, 2020 (incorporated herein by reference to Exhibit 10.54 to the Company's Registration Statement on Form S-1 (File No.

333-239689), filed with the SEC on July 6, 2020).

Stock Purchase Agreement between the Company and Glaxo Group Limited, dated April 5, 2020 (incorported herein by reference to Exhibit 10.55 to the Company's Registration Statement on Form S-1 (File No.

333-239689), filed with the SEC on July 6, 2020).

Clinical Development and Manufacturing Agreement between the Company and Biogen Inc., dated May 22, 2020 (incorporated herein by reference to Exhibit 10.56 to the Company’s Registration Statement on Form S-1 (File No.

333-239689), filed with the SEC on July 6, 2020).

Binding Letter Agreement between the Company and Samsung Biologics Co., Ltd., dated April 9, 2020 (incorporated herein by reference to Exhibit 10.57 to the Company’s Registration Statement on Form S-1 (File No.

333-239689), filed with the SEC on July 6, 2020).

Assignment and Novation Agreement among the Company, GlaxoSmithKline Trading Services Limited and Samsung Biologics Co., Ltd., dated July 31, 2020 (incorporated herein by reference to Exhibit 99.2 to the Company’s Form 8-K (File No.

001-39083), filed with the SEC on August 7, 2020).

Development and Manufacturing Collaboration Agreement between the Company and Wuxi Biologics (Hong Kong) Limited, dated February 25, 2020 (incorporated herein by reference to Exhibit 10.58 to the Company’s Registration Statement on Form S-1 (File No.

333-239689), filed with the SEC on July 6, 2020).

Letter of Intent between the Company and Wuxi Biologics (Hong Kong) Limited, dated June 15, 2020 (incorporated herein by reference to Exhibit 10.59 to the Company’s Registration Statement on Form S-1 (File No.

333-239689), filed with the SEC on July 6, 2020).

Assignment and Novation Agreement among the Company, GlaxoSmithKline Trading Services Limited and WuXi Biologics (Hong Kong) Limited, dated July 29, 2020 (incorporated herein by reference to Exhibit 99.1 to the Company’s Form 8-K (File No.

001-39083), filed with the SEC on August 7, 2020).

Amendment No.

2 to the Grant Agreement between the Company and the Bill & Melinda Gates Foundation, dated February 24, 2020 (incorporated herein by reference to Exhibit 10.32 to the Company’s Form 10-K (File No.

001-39083), filed with the SEC on March 26, 2020).

3 to the Grant Agreement between the Company and the Bill & Melinda Gates Foundation, dated May 29, 2020.

Certification of Principal Executive Officer pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

9 unchanged sentences

Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101).

Indicates a management contract or compensatory plan.

Certain portions of this exhibit (indicated by “[***]”) have been omitted pursuant to confidential treatment.

3 unchanged sentences

VIR BIOTECHNOLOGY, INC .

August 11, 2020

/s/ George Scangos

2 unchanged sentences

(Principal Executive Officer)

August 11, 2020

/s/ Howard Horn

2 unchanged sentences

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.