VolitionRx Limited filings document an operating epigenetics diagnostics company with public-company disclosures centered on Nu.Q® assays, capital structure and exchange compliance. Recent 8-K reports and proxy materials cover shareholder votes on common-stock issuance capacity and reverse-stock-split authority, the effectiveness of a one-for-twenty reverse split, and amendments to the company’s certificate of incorporation.
The filing record also includes material-event reports on NYSE American continued-listing standards, annual financial-result updates, unregistered sales of equity securities, convertible-note share settlements, private placements and warrants. These documents describe governance approvals, security-holder rights, financing mechanics, listing-compliance matters and operating updates for Volition’s diagnostics and monitoring business.
VolitionRx Limited (VNRX) announced a $500,000 cash partial prepayment to Lind Global Asset Management XII LLC, reducing outstanding principal to $706,667 as of October 27, 2026, on a note with original principal of $2.4 million.
Under a waiver and consent, Lind agreed not to exercise conversion rights on or prior to January 1, 2027, unless and until Volition’s closing share price equals or exceeds $0.275 per share. The parties also deferred required monthly repayments for November and December 2026, with those amounts continuing to be reflected in outstanding principal until otherwise satisfied. A separate note with original principal of $7.5 million was fully satisfied in September. Volition said debt reduction across both notes exceeded $5.0 million since June 30, 2026, and CEO Cameron Reynolds said the company expects to satisfy the remaining note before maturity.
VolitionRx Ltd (VNRX) reported that Group Chief Marketing Officer Ann-Louise Batchelor was awarded 12,000 RSUs on October 21, 2026. The RSUs vest in full on January 9, 2027, subject to her continued service through that date, and are to settle in an equal number of common shares. The report lists 27,786 securities beneficially owned directly, reflecting forfeiture of previously reported RSUs and adjustment for the April 28, 2026 one-for-20 reverse stock split; it also lists 1,471 common shares held indirectly by her spouse.
VolitionRx Ltd. (VNRX) Chief Commercial Officer Gael Forterre reported 284 shares retained by the company for cancellation to satisfy tax-withholding obligations upon settlement of 687 restricted stock units. The footnote states that neither Forterre nor VolitionRx sold shares in the transaction. Afterward, Forterre directly held 16,284 shares; reported indirect holdings included 250 shares held by his spouse and 1,625 shares managed by Armorica Partners, LLC. Forterre has voting and dispositive control over the Armorica Partners shares and disclaims beneficial ownership except to the extent of his pecuniary interest.
VolitionRx Ltd (VNRX) reported that Chief Operating Officer Michel Gaetan had 608 common shares retained by VolitionRx for cancellation to satisfy tax-withholding obligations upon settlement of 1,137 restricted stock units. The footnote states that no shares were sold by Gaetan or VolitionRx in the transaction. Gaetan held 12,232 common shares directly following the transaction.
VolitionRx Limited issued Lind Global Asset Management XII LLC 698,113 shares of common stock on September 18, 2026, to satisfy a $185,000 conversion obligation under its senior secured convertible note. On September 23, 2026, VolitionRx issued Lind another 1,459,227 shares to satisfy a $340,000 conversion obligation. The note had an original principal amount of $2,400,000. The issuances were made to an existing securityholder without paid commissions, a public offering, or general solicitation, in reliance on stated Securities Act exemptions.
VolitionRx Limited (VNRX) received an amended Schedule 13D from Lagoda Investment Management, L.P., Lagoda Investment Management, LLC, and Fatima Dickey updating their beneficial ownership in the company’s common stock. As of this amendment, the reporting persons may be deemed to beneficially own 1,650,505 shares of common stock, including 171,055 shares underlying warrants held in managed accounts. This position represents approximately 5.9% of the outstanding common stock, calculated under Rule 13d-3 using 27,903,326 shares outstanding as of September 14, 2026 plus the warrant shares. The amendment also notes that on September 16, 2026 the investment manager sold 1,500 shares in an open-market transaction at $0.2855 per share; aside from this trade, no other transactions in VolitionRx common stock have been reported since September 4, 2026.
VolitionRx Limited (VNRX) reported unregistered equity issuances related to conversions of its senior secured convertible promissory notes held by Lind Global Asset Management XII LLC. On September 2, 2026, the company issued 706,214 shares of common stock to satisfy a $250,000 conversion obligation. On September 10, 2026, it issued an additional 707,236 shares of common stock to satisfy a $215,000 conversion obligation. These issuances were made to an existing securityholder in reliance on exemptions from registration under the Securities Act, without commissions, public offering, or general solicitation. As of September 14, 2026, common shares issued and outstanding totaled 27,903,326.
VolitionRx Limited (VNRX) has fully prepaid in cash its senior secured convertible promissory note issued to Lind Global Asset Management XII LLC, originally for $7.5 million and due May 20, 2027, eliminating all obligations under that note and reducing potential equity overhang from future conversions. A second senior secured convertible promissory note issued to Lind on January 7, 2026, with an original principal amount of $2.4 million, remains outstanding in the amount of $2,041,667. Management states that further debt and expense reduction remains a top priority.
VolitionRx Limited (VNRX) filed a pre-effective amendment to its Form S-3 to register for resale up to 10,006,360 shares of common stock for a single selling stockholder, Lind Global Asset Management XII LLC. These shares may be issued upon conversion and/or repayment of VolitionRx’s outstanding secured convertible notes and exercise of related warrants.
The registration is solely for resales by the selling stockholder; VolitionRx will not receive any proceeds from the sale of these shares, though it will bear an estimated $31,539 of registration expenses. The notes are convertible at the lower of a fixed conversion price or 90% of the three lowest volume weighted average prices over a 20-trading-day lookback, and prior covenant non-compliance increased note principal by $623,333, which, together with down-round price adjustments, has substantially increased potential share issuances to Lind.
As of August 27, 2026, VolitionRx had 18,727,948 shares outstanding, and Lind’s beneficial ownership through notes and warrants could reach 12,434,859 shares, subject to contractual caps of 4.99%–9.99% of outstanding shares at any time. The company highlights risks that conversions and resales under this structure could significantly dilute existing stockholders and pressure the trading price.