SEC FORM 3 SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
 
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1. Name and Address of Reporting Person*
SVF Endurance (Cayman) Ltd

(Last) (First) (Middle)
C/O WALKERS CORP LTD CAYMAN CORP CENTRE
27 HOSPITAL ROAD

(Street)
GEORGETOWN, GRAND CAYMAN E9 KY1-9008

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
10/10/2019
3. Issuer Name and Ticker or Trading Symbol
Vir Biotechnology, Inc. [ VIR ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Series A-1 Convertible Preferred Stock (1) (1) Common Stock 15,555,555(1) (1) I See Footnote(2)
Series B Convertible Preferred Stock (1) (1) Common Stock 6,111,111(1) (1) I See Footnote(2)
1. Name and Address of Reporting Person*
SVF Endurance (Cayman) Ltd

(Last) (First) (Middle)
C/O WALKERS CORP LTD CAYMAN CORP CENTRE
27 HOSPITAL ROAD

(Street)
GEORGETOWN, GRAND CAYMAN E9 KY1-9008

(City) (State) (Zip)
1. Name and Address of Reporting Person*
SB INVESTMENT ADVISERS (UK) LTD

(Last) (First) (Middle)
69 GROSVENOR STREET

(Street)
LONDON X0 W1K 3JW

(City) (State) (Zip)
1. Name and Address of Reporting Person*
SOFTBANK VISION FUND (AIV M1) L.P.

(Last) (First) (Middle)
251 LITTLE FALLS DRIVE

(Street)
WILMINGTON DE 19808

(City) (State) (Zip)
Explanation of Responses:
1. The Series A-1 Convertible Preferred Stock and the Series B Convertible Preferred Stock are each convertible into Vir Biotechnology, Inc. common stock, have no expiration date and will convert into common stock automatically upon completion of the issuer's initial public offering.
2. SVF Endurance (Cayman) Limited is a wholly-owned subsidiary of SoftBank Vision Fund (AIV M1) L.P. ("SVF"). SB Investment Advisers (UK) Limited ("SBIA UK") has been appointed as alternative investment fund manager ("AIFM") and is exclusively responsible for managing SVF in accordance with the Alternative Investment Fund Managers Directive and is authorized and regulated by the UK Financial Conduct Authority accordingly. As AIFM of SVF, SBIA UK is exclusively responsible for making all decisions related to the acquisition, structuring, financing, voting and disposal of SVF's investments. SBIA UK is wholly owned by SoftBank Group Corp.
Remarks:
/s/ Karen Ellerbe, Director of SVF Endurance (Cayman) Limited 10/10/2019
/s/ Brian Wheeler, General Counsel of SB Investment Advisers (UK) Limited, manager of SoftBank Vision Fund (AIV M1) L.P. 10/10/2019
/s/ Brian Wheeler, General Counsel of SB Investment Advisers (UK) Limited 10/10/2019
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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