XBiotech Inc.

Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

Filed by a Party other than the Registrant ☐

☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

☐ Soliciting Material Pursuant to § 240.14a-12

(Name of Registrant as Specified In Its Charter)

☐ Fee paid previously with preliminary materials.

☐ Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a6(i)(1) and 0-11.

NOTICE OF ANNUAL MEETING OF SHAREHOLDERS

You are cordially invited to attend the 2026 Annual Meeting of Shareholders (the "Meeting") of XBiotech Inc., a British Colombia corporation (the "Company"). The meeting will be held on Wednesday, November 24, 2026 at 10:00 a.m. central time in a virtual meeting format only, via the Internet, with no physical in-person meeting, for the following purposes:

To elect the five (5) nominees for director named herein to serve until the next annual meeting and their successors are duly elected and qualified.

To ratify the selection by the Audit Committee of the Board of Directors of Whitley Penn LLP as the independent registered public accounting firm of the Company for its fiscal year ending December 31, 2026.

To approve, on an advisory basis, the compensation of the Company's named executive officers.

These items of business are more fully described in the Proxy Statement accompanying this notice.

To participate in the Annual Meeting virtually via the Internet, please visit www.proxydocs.com/xbit. In order to attend, you must register in advance at www.proxydocs.com/xbit prior to the deadline of November 23, 2026 at 5:00 p.m. central time. Upon completing your registration, you will receive further instructions via email, including your unique links that will allow you access to the meeting. You will not be able to attend the Annual Meeting in person.

Our Board unanimously recommends that you vote "For"the election of all five nominees for director,"For" ratification of the selection by the Audit Committee of the Board of Whitley Penn LLP as the independent registered public accounting firm of the Company for its fiscal year ending December 31, 2026, and "For" approval of the compensation of the Company's executive officers on an advisory basis.

Important Notice Regarding the Availability of Proxy Materials for the Shareholders ' Meeting to Be Held on November 24, 2026 at 10:00 a.m. central time virtually at www.proxydocs.com/xbit:

This Notice, the proxy statement and annual report to shareholders are available at www.proxydocs.com/xbit.

NOTICE OF ANNUAL MEETING OF SHAREHOLDERS 1

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT 7

RATIFICATION OF SELECTION OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM 20

ADVISORY VOTE ON THE EXECUTIVE COMPENSATION OF THE COMPANY ' S NAMED EXECUTIVE OFFICERS 22

Director Compensation for Fiscal Year 2025 41

FOR THE 2026 ANNUAL MEETING OF SHAREHOLDERS

QUESTIONS AND ANSWERS ABOUT THESE PROXY MATERIALS AND VOTING

Why did I receive these proxy materials?

Pursuant to rules adopted by the SEC, we have made these materials available to you over the internet and have delivered printed versions of these materials to you by mail because the Board of Directors (sometimes referred to as the "Board") of XBiotech Inc. (sometimes referred to as "we," "us,"the"Company"or"XBiotech") is soliciting your proxy to vote at our 2026 Annual Meeting of Shareholders, including at any adjournments or postponements of the meeting. All shareholders will have the ability to access the proxy materials on the website referred to in the Notice in addition to a printed set of the proxy materials so delivered. The Notice was first mailed to our Shareholders of record entitled to vote at the annual meeting on or about October 2, 2026.

The meeting will be held on Wednesday, November 24, 2026 at 10:00 a.m. central time virtually at www.proxydocs.com/xbit. In order to attend, you must register in advance at www.proxydocs.com/xbit prior to the deadline of November 23, 2026 at 5:00 p.m. central time. Upon completing your registration, you will receive further instructions via email, including your unique links that will allow you access to the meeting.

Only shareholders of record at the close of business on September 25, 2026 will be entitled to vote at the annual meeting. As of September 25, 2026, there were 30,487,731 shares of common stock outstanding and entitled to vote.

Shareholders of Record: Shares Registered in Your Name

If on September 25, 2026 your shares were registered directly in your name with the Company's transfer agent, Equiniti Trust Company, then you are a shareholder of record. As a shareholder of record, you may vote virtually at www.proxydocs.com/xbit at the meeting or vote by proxy. Whether or not you plan to attend the meeting, we urge you to vote by proxy to ensure your vote is counted.

Beneficial Owner: Shares Registered in the Name of a Broker or Bank

If on September 25, 2026 your shares were not held in your name, but rather in an account at a brokerage firm, bank, dealer or other similar organization, then you are the beneficial owner of shares held in "street name" and will have received a Notice from that organization. The organization holding your account is considered to be the shareholder of record for purposes of voting at the annual meeting. As a beneficial owner, you have the right to direct your broker or other agent regarding how to vote the shares in your account. You are also invited to attend the annual meeting. However, since you are not the shareholder of record, you may not vote your shares through the internet at the meeting unless you request and obtain a valid proxy from your broker or other agent.

There are three matters scheduled for a vote:

Election of the five (5) nominees for director named herein for a one-year term;

Ratification of the selection by the Audit Committee of the Board of Directors of Whitley Penn LLP as the independent registered public accounting firm of the Company for its fiscal year ending December 31, 2026; and

Approval, on an advisory basis, of the compensation of the Company's named executive officers for fiscal year 2026.

What if another matter is properly brought before the meeting?

The Board of Directors knows of no other matters that will be presented for consideration at the annual meeting. If any other matters are properly brought before the meeting, it is the intention of the persons named in the proxy to vote on those matters in accordance with their best judgment.

For Proposal 1, you may either vote "For"all the nominees to the Board of Directors or you may"Withhold" your vote for any nominee you specify. For each of Proposals 2 and 3, you may vote "For"or"Against"or abstain from voting. Our Board unanimously recommends that you vote"For"the election of all five nominees for director,"For" ratification of the selection by the Audit Committee of the Board of Whitley Penn LLP as the independent registered public accounting firm of the Company for its fiscal year ending December 31, 2026, and "For" approval of the compensation of the Company's executive officers.

The procedures for voting are fairly simple: