8-K current report · filed Feb 23, 2026

Vir Biotechnology, Inc. (VIR) 8-K Current Report: February 23, 2026

Item 8.01Item 1.01Item 2.02VIR overview

Short answer

Vir Biotechnology, Inc. (VIR) filed an 8-K current report with the SEC on February 23, 2026 reporting Item 8.01 (Other Events), Item 1.01 (Entry into a Material Definitive Agreement), Item 2.02 (Results of Operations and Financial Condition). Vir Bio receives $335M upfront/near-term: $240M cash + $75M equity + $20M milestone on manufacturing transfer (expected Q2-Q3 2027).

Vir Biotechnology, Inc. 8-K event analysis

AI summary of each reported item and its exhibits

Item 1.01 · Entry into a Material Definitive Agreement

  • Vir Bio receives $335M upfront/near-term: $240M cash + $75M equity + $20M milestone on manufacturing transfer (expected Q2-Q3 2027)
  • Astellas buys 7.24M shares at $10.36/share (~$75M), a 50% premium to 30-day VWAP: significant vote of confidence in VIR-5500
  • Total deal value up to $1.705B ($335M near-term + $1.37B milestones), plus tiered double-digit royalties on ex-U.S. net sales
  • U.S. profit/loss split 50/50; global clinical costs split 40% Vir Bio / 60% Astellas: Astellas bears majority of development burden
  • Vir Bio opt-out option preserves flexibility: exit cost-sharing in exchange for up to $1.60B in milestones + global royalties; Sanofi entitled to a portion of proceeds per existing license

Item 2.02 · Results of Operations and Financial Condition

  • Q4 and full-year 2025 financial results announced Feb 23, 2026
  • Detailed figures in Exhibit 99.2 of this filing

Item 8.01 · Other Events

  • VIR-5500 Phase 1 updated results announced Feb 23, 2026; oral presentation at ASCO GU Symposium Feb 26, 2026
  • VIR-5500 targets prostate cancer: early-stage data readout; Phase 1 results not indicative of later-stage outcomes
  • Filing also references an Agreement and SPA with Astellas, signaling a partnership or licensing deal in parallel

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