VolitionRx Receives Notice of Non-Compliance with NYSE American Continued Listing Standards

VolitionRx (NYSE AMERICAN: VNRX) received a NYSE American notice dated February 6, 2026, that it is not in compliance with stockholders' equity listing standards in Sections 1003(a)(i)-(iii).

Rhea-AI Summary

VolitionRx (NYSE AMERICAN: VNRX) received a NYSE American notice dated February 6, 2026, that it is not in compliance with stockholders' equity listing standards in Sections 1003(a)(i)-(iii).

The company must file a compliance Plan by March 8, 2026 to regain compliance by August 6, 2027, or face potential delisting proceedings; shares will trade with a ".BC" designation meanwhile.

Positive

• Shares remain listed and tradable on NYSE American during review
• Deadline to submit a compliance plan: March 8, 2026
• Compliance cure period extends through August 6, 2027

Negative

• Non-compliance with equity thresholds of $2M, $4M, and $6M
• Shares will carry a ".BC" below-compliance designation
• Risk of delisting if plan not accepted or compliance not met

Argus Feb 10 session

-3.05% close to close Open Argus

Details

News Market Reaction – VNRX

On Feb 10, the first trading day after this news, VNRX closed 3.05% below the previous close.

Data tracked by StockTitan Argus for the Feb 10 session.

Market Context

This announcement highlights heightened listing risk, as VNRX fell short of NYSE American equity thr...

Analysis

This announcement highlights heightened listing risk, as VNRX fell short of NYSE American equity thresholds tied to multi-year losses and failed to qualify for the $50 million market-cap exemption. The company must submit a remediation plan by March 8, 2026 and regain compliance by August 6, 2027, while its stock already trades below the $0.50 200-day MA and well under its 52-week high. Investors may track progress on the NYSE plan alongside potential impacts from 17,968,090 registered resale shares.

Key Figures

Equity threshold (2-year losses): $2.0 million Equity threshold (3-year losses): $4.0 million Equity threshold (5-year losses): $6.0 million +5 more

Equity threshold (2-year losses)

$2.0 million

NYSE American Section 1003(a)(i) stockholders' equity requirement

Equity threshold (3-year losses)

$4.0 million

NYSE American Section 1003(a)(ii) stockholders' equity requirement

Equity threshold (5-year losses)

$6.0 million

NYSE American Section 1003(a)(iii) stockholders' equity requirement

Market cap exemption level

$50 million

Exemption test in Section 1003(a) not currently met

Plan submission deadline

March 8, 2026

Date to submit compliance plan to NYSE American

Compliance deadline

August 6, 2027

Target date to regain NYSE American continued listing compliance

Resale shares registered

17,968,090 shares

Shares registered for resale under S-3 shelf

52-week position

73.12% below high

Price vs 52-week high before non-compliance notice

Historical Context

5 past events · Latest: Feb 04

5 events

1. Feb 04

   Clinical data update

   24h Move

   -4.5%

   Sponsored HS symposium presenting Nu.Q® NETs clinical data and market opportunity.

2. Jan 30

   Reimbursement planning

   24h Move

   +13.5%

   Preparing French reimbursement submission for Nu.Q® Cancer assays with HCL support.

3. Jan 27

   New indication data

   24h Move

   -0.2%

   Nu.Q® NETs study supporting use in Hidradenitis Suppurativa and TAM disclosure.

4. Jan 20

   Vet test expansion

   24h Move

   +8.4%

   New lab partnerships to broaden Nu.Q® Vet Cancer Test access in US and Asia.

5. Jan 16

   Conference sponsorship

   24h Move

   +0.6%

   Sponsoring VMX symposium to promote Nu.Q® Vet Cancer Test in clinical practice.

24h Move is the share-price change in the day after each event; other market factors may also have contributed.

Key Terms

nyse american, continued listing standards, delisting proceedings, u.s. securities and exchange commission

4 terms

nyse american regulatory

"received a notice (the "Notice") from the NYSE American LLC (the "NYSE American")"

NYSE American is a stock exchange where companies can list their shares to be bought and sold by investors. It functions like a marketplace, helping businesses raise money and providing investors with opportunities to buy ownership in these companies. Its role is important because it facilitates the trading of smaller or emerging companies, offering investors access to a broader range of investment options.

continued listing standards regulatory

"not in compliance with the NYSE American continued listing standards set forth in Section 1003(a)(i)"

Ongoing rules a stock exchange requires a listed company to meet to keep its shares trading publicly, such as minimum share price, market value, timely financial reports, and governance practices. Think of it as a membership checklist for a club: falling short can lead to warnings or removal from the exchange, which can sharply reduce liquidity, investor confidence, and a stock’s value. Investors watch these standards to gauge regulatory risk and the stability of their holdings.

delisting proceedings regulatory

"If the Company does not submit a plan or if the Plan is not accepted, NYSE American will commence delisting proceedings."

Delisting proceedings are the formal steps taken to remove a company’s shares from a stock exchange, either because the company chose to leave or failed to meet rules like minimum share price, reporting or solvency requirements. For investors this matters because removal usually cuts trading access and liquidity, can sharply lower the share price, and makes it harder to buy, sell or get transparent information — similar to a product being pulled off supermarket shelves.

u.s. securities and exchange commission regulatory

"does not affect the Company's ongoing business operations or its reporting requirements with the U.S. Securities and Exchange Commission."

The U.S. Securities and Exchange Commission is a government agency responsible for overseeing the stock market and protecting investors. It sets rules to ensure that companies share truthful information and that trading is fair, helping to maintain trust in the financial system. This oversight is important because it helps prevent fraud and ensures that investors can make informed decisions.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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HENDERSON, Nev., Feb. 9, 2026 /PRNewswire/ -- VolitionRx Limited (NYSE AMERICAN: VNRX) ("Volition" or the "Company"), a multi-national epigenetics company, announced today that on February 6, 2026, it received a notice (the "Notice") from the NYSE American LLC (the "NYSE American") stating that the Company is not in compliance with the NYSE American continued listing standards set forth in Section 1003(a)(i) of the NYSE American Company Guide (the "Company Guide") requiring a company to have stockholders' equity of at least $2.0 million if it has reported losses from continuing operations and/or net losses in two of its three most recent fiscal years, Section 1003(a)(ii) of the Company Guide requiring a company to have stockholders' equity of at least $4.0 million if it has reported losses from continuing operations and/or net losses in three of its four most recent fiscal years and Section 1003(a)(iii) of the Company Guide requiring a company to have stockholders' equity at least $6.0 million if it has reported losses from continuing operations and/or net losses in its five most recent fiscal years.  The Notice also indicates that the Company is also not currently eligible for any exemption in Section 1003(a) of the Company Guide (including the exemption provided for companies with total value of market capitalization exceeding $50 million among other things).

In connection with its non-compliance with Section 1003(a)(i), Section 1003(a)(ii) and Section 1003(a)(iii), the Company must submit a plan (the "Plan") to the NYSE American by March 8, 2026, advising of actions it has taken or will take to regain compliance with the continued listing standards by August 6, 2027. If the NYSE American determines to accept the Plan, the Company will be notified in writing and will be subject to periodic reviews, including quarterly monitoring for compliance with the Plan.  If the Company does not submit a plan or if the Plan is not accepted, NYSE American will commence delisting proceedings. Furthermore, if the Plan is accepted but the Company is not in compliance with the continued listing standards by August 6, 2027 or if the Company does not make progress consistent with the Plan, the NYSE American will initiate delisting proceedings as appropriate. The Company may appeal a staff delisting determination in accordance with Section 1010 and Part 12 of the Company Guide.

The Notice has no immediate impact on the listing of the Company's shares of common stock, which will continue to be listed and traded on the NYSE American during this period, subject to the Company's compliance with the other listing requirements of the NYSE American. The common stock will continue to trade under the symbol "VNRX", but will have an added designation of ".BC" to indicate the status of the common stock are "below compliance". The Notice does not affect the Company's ongoing business operations or its reporting requirements with the U.S. Securities and Exchange Commission.

The Company is committed to achieving compliance with the NYSE American's requirements and intends to submit a plan to the NYSE American on or before March 8, 2026 that will regain compliance with the NYSE American continued listing standards by August 6, 2027. However, there can be no assurance that the Company will be able to achieve compliance with the NYSE American's continued listing standards within the required timeframe.

About Volition

Volition is a multi-national company focused on advancing the science of epigenetics. Volition is dedicated to saving lives and improving outcomes for people and animals with life- altering diseases through earlier detection, as well as disease and treatment monitoring.

Through its subsidiaries, Volition is developing and commercializing simple, easy to use, cost-effective blood tests to help detect and monitor a range of diseases, including some cancers and diseases associated with NETosis, such as sepsis. Early detection and monitoring have the potential not only to prolong the life of patients, but also to improve their quality of life.

Volition's research and development activities are centered in Belgium, with an innovation laboratory and office in the U.S. and an office in London.

Media Enquiries
Louise Batchelor, Volition mediarelations@volition.com
+44 (0)7557 774620

Cautionary Note Regarding Forward-Looking Statements

Statements in this press release may be "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, that concern matters that involve risks and uncertainties that could cause actual results to differ materially from those anticipated or projected in the forward-looking statements. Words such as "expects," "anticipates," "intends," "plans," "aims," "targets," "believes," "seeks," "estimates," "optimizing," "potential," "goal," "suggests," "could," "would," "should," "may," "will" and similar expressions identify forward-looking statements. These forward-looking statements reflect the current beliefs and expectations of management and include statements regarding the Company's expectations surrounding the submission of a plan and regaining compliance with the NYSE American's continued listing standards, and actions of the Company and/or the NYSE American to be taken with respect to matters discussed in the Notice. . All statements other than statements of historical fact are statements that could be deemed forward-looking statements. Although Volition believes that the expectations reflected in such forward-looking statements are reasonable, it can give no assurance that such expectations will prove to be correct.

Forward-looking statements are subject to risks and uncertainties that may cause Volition's actual activities or results to differ materially from those indicated or implied by any forward-looking statement, including, without limitation, due to risks and uncertainties related to the Company's ability to timely submit its plan to the NYSE American, the acceptance of its plan by the NYSE American and the Company's ability to regain compliance with the listing standards set forth in the Company Guide by August 6, 2027, as well as the risks disclosed in other documents Volition files from time to time with the SEC, including Volition's Quarterly Reports on Form 10-Q and Annual Reports on Form 10-K. These statements are based on current expectations, estimates and projections about Volition's business based, in part, on assumptions made by management. These statements are not guarantees of future performance and involve risks, uncertainties and assumptions that are difficult to predict.

Forward-looking statements are made as of the date of this release, and, except as required by law, Volition does not undertake an obligation to update its forward-looking statements to reflect future events or circumstances.

View original content:https://www.prnewswire.com/news-releases/volitionrx-receives-notice-of-non-compliance-with-nyse-american-continued-listing-standards-302683021.html

SOURCE VolitionRx Limited

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did VolitionRx (VNRX) receive from NYSE American on February 6, 2026?

It received a notice of non-compliance with NYSE American listing standards. According to the company, the notice cites failures to meet stockholders' equity thresholds in Sections 1003(a)(i)-(iii). The notice requires a formal Plan to regain compliance by specified deadlines.

What deadlines must VolitionRx (VNRX) meet after the NYSE notice?

VolitionRx must submit a compliance Plan by March 8, 2026. According to the company, the Plan must show steps to regain compliance by August 6, 2027 or risk delisting proceedings by NYSE American.

Will VolitionRx (VNRX) shares stay listed while the company addresses non-compliance?

Yes, shares will continue trading on NYSE American during the review period. According to the company, trading will carry a ".BC" designation to indicate below-compliance status while the Plan is reviewed.

What listing standards did VolitionRx (VNRX) fail to meet under the NYSE American rules?

The company did not meet stockholders' equity minimums of $2.0M, $4.0M, and $6.0M under Sections 1003(a)(i)-(iii). According to the company, no exemption under Section 1003(a) currently applies.

What are the consequences if VolitionRx (VNRX) does not regain compliance with NYSE American?

If the Plan is not submitted or accepted, NYSE American will commence delisting proceedings. According to the company, even if a Plan is accepted, failure to achieve compliance by August 6, 2027 could trigger delisting actions.