Vir Biotechnology, Inc. — Director's Dealing 2019

Oct 18, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Vir Biotechnology, Inc. (VIR)
CIK: 0001706431
Period of Report: 2019-10-16

Reporting Person: Temasek Holdings (Private) Ltd (10% Owner)
Reporting Person: Fullerton Management Pte Ltd (10% Owner)
Reporting Person: Temasek Life Sciences Private Ltd (10% Owner)
Reporting Person: TLS Beta Pte. Ltd. (10% Owner)
Reporting Person: V-Sciences Investments Pte Ltd (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-10-16	Common Stock	C	3333333	—	Acquired	3333333	Indirect
2019-10-16	Common Stock	C	1666666	—	Acquired	4999999	Indirect
2019-10-16	Common Stock	P	500000	$20.00	Acquired	5499999	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2019-10-16	Series A-1 Preferred Stock	$	C	3333333	Disposed		Common Stock (3333333)	Indirect
2019-10-16	Series B Preferred Stock	$	C	1666666	Disposed		Common Stock (1666666)	Indirect

Footnotes

F1: The Series A-1 Preferred Stock of Vir Biotechnology, Inc. (the "Issuer") held of record by TLS Beta Pte. Ltd. ("TLS Beta") automatically converted into Common Stock on a 1:1 basis immediately prior to the closing of the initial public offering of the Issuer. Pursuant to the Amended and Restated Certificate of Incorporation of the Issuer, the shares of Series A-1 Preferred Stock had been convertible, at the option of the holder, at any time into shares of Common Stock at an initial conversion rate equal to one share of Common Stock per share of Series A-1 Preferred Stock, subject to adjustment and had no expiration date.

F2: The Series B Preferred Stock of the Issuer held of record by TLS Beta automatically converted into Common Stock on a 1:1 basis immediately prior to the closing of the initial public offering of the Issuer. Pursuant to the Amended and Restated Certificate of Incorporation of the Issuer, the shares of Series B Preferred Stock had been convertible, at the option of the holder, at any time into shares of Common Stock at an initial conversion rate equal to one share of Common Stock per share of Series B Preferred Stock, subject to adjustment and had no expiration date.

F3: Consists of 3,333,333 shares of Common Stock held of record by TLS Beta.

F4: Consists of 1,666,666 shares of Common Stock held of record by TLS Beta.

F5: Consists of 500,000 shares of Common Stock held of record by V-Sciences Investments Pte Ltd ("V-Sciences") which were purchased in the Issuer's initial public offering at a price of $20.00 per share. V-Sciences Investments Pte Ltd is a direct wholly-owned subsidiary of Temasek Life Sciences Private Limited. Temasek Life Sciences Private Limited ("TLS") is a direct wholly-owned subsidiary of Fullerton Management Pte Ltd ("FMPL"), which in turn is a direct wholly-owned subsidiary of Temasek Holdings (Private) Limited ("Temasek"). TLS, FMPL and Temasek may therefore be deemed to have or share beneficial ownership of the securities held by V-Sciences. Each Reporting Person disclaims beneficial ownership of such shares except to the extent of its pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.

F6: TLS Beta is a direct wholly-owned subsidiary of TLS. TLS is a direct wholly-owned subsidiary of FMPL, which in turn is a direct wholly-owned subsidiary of Temasek. TLS, FMPL and Temasek may therefore be deemed to have or share beneficial ownership of the securities held by TLS Beta. Each Reporting Person disclaims beneficial ownership of such shares except to the extent of its pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.