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VolitionRx (NYSE: VNRX) wins NYSE American time to fix listing

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

VolitionRx Limited announced that NYSE American has accepted its plan to regain compliance with the exchange’s continued listing standards. The exchange has granted Volition until August 6, 2027 to restore required stockholders’ equity levels under Sections 1003(a)(i), (ii) and (iii) of its Company Guide.

During this period, Volition’s common stock will continue trading on NYSE American while the exchange periodically reviews progress against the plan. The acceptance does not change Volition’s day-to-day business operations or its SEC reporting, but failure to meet the plan or regain compliance by the deadline could lead to delisting proceedings.

Positive

  • Exchange accepts remediation plan: NYSE American approved VolitionRx’s compliance plan and allowed continued trading during a defined Plan Period ending August 6, 2027.

Negative

  • Ongoing risk of delisting: VolitionRx remains out of compliance with NYSE American equity standards, and failure to meet its plan or regain compliance by August 6, 2027 could trigger delisting proceedings.

Insights

Volition keeps its NYSE American listing for now but faces a firm 2027 compliance deadline.

VolitionRx remains below NYSE American equity thresholds, but the exchange has accepted its remediation plan and granted time until August 6, 2027 to regain compliance. The stock continues to trade normally while the company works to improve its financial position.

The relevant rules require minimum stockholders’ equity of $2.0M, $4.0M, or $6.0M, depending on how many recent years show net losses. Volition also does not currently qualify for an exemption based on a $50M market capitalization threshold.

NYSE American will periodically review Volition’s progress against its plan during the “Plan Period.” If the company fails to make sufficient progress or to regain compliance by August 6, 2027, the exchange may begin delisting proceedings, which would shift trading to a less prominent venue and could affect liquidity.

Equity threshold (2 loss years) $2.0 million stockholders’ equity Required under Section 1003(a)(i) with losses in 2 of 3 years
Equity threshold (3 loss years) $4.0 million stockholders’ equity Required under Section 1003(a)(ii) with losses in 3 of 4 years
Equity threshold (5 loss years) $6.0 million stockholders’ equity Required under Section 1003(a)(iii) with losses in 5 recent years
Market cap exemption level $50 million market capitalization Value referenced for potential exemption from Section 1003(a)
Plan submission deadline March 8, 2026 Date by which VolitionRx had to submit compliance plan
Non-compliance notice date February 6, 2026 Date NYSE American notified VolitionRx of non-compliance
Plan acceptance date April 22, 2026 Date NYSE American accepted VolitionRx’s compliance plan
Plan Period end August 6, 2027 Deadline to regain NYSE American listing compliance
continued listing standards regulatory
"accepted the Company’s plan of compliance for continued listing on the exchange"
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.
NYSE American Company Guide regulatory
"continued listing standards set forth in Section 1003(a)(i) of the NYSE American Company Guide"
A handbook of rules and requirements that govern companies listed on the NYSE American market, covering eligibility to list, ongoing disclosure duties, corporate governance expectations, and trading practices. It matters to investors because it sets the minimum standards companies must meet to join and remain on that exchange — like a routine safety inspection that signals basic reliability and transparency — helping investors judge regulatory compliance, quality of public information, and potential risks to a stock’s value.
stockholders’ equity financial
"requiring a company to have stockholders’ equity of at least $2.0 million"
Stockholders’ equity is the portion of a company’s value that belongs to its owners after subtracting what the company owes from what it owns — like the equity in a house after paying the mortgage. For investors it shows the company’s net worth and can indicate financial strength, a cushion against losses, and the amount potentially available to support dividends or reinvestment; tracking changes helps assess whether the business is building or eroding owner value.
market capitalization financial
"including the exemption provided for companies with total value of market capitalization exceeding $50 million"
Market capitalization is the total market value of a company’s outstanding shares, calculated by multiplying the current share price by the number of shares issued. It gives a quick snapshot of a company’s size and how investors value it, influencing perceived risk, index membership, and roughly how much it might cost to buy the whole company — like using a sticker price to compare the relative size and price of different houses.
epigenetics medical
"a multi-national epigenetics company"
Epigenetics is the study of how environmental factors and experiences can influence how genes are turned on or off without changing the underlying genetic code. Think of it like a dimmer switch for a light, adjusting the brightness without altering the bulb itself. This process can affect health, behavior, and even how diseases develop, which is important for investors interested in long-term trends in medicine, wellness, and biotech industries.
forward-looking statements regulatory
"Statements in this press release may be “forward-looking statements”"
Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.
Understanding 8-K Material Events →

EXHIBIT 99.1

 

VolitionRx Announces Acceptance of Compliance Plan by NYSE American

 

HENDERSON, Nev., April 23, 2026 /PRNewswire/ -- VolitionRx Limited (NYSE AMERICAN: VNRX) (“Volition” or the “Company”), a multi-national epigenetics company, announced today that on April 22, 2026, the NYSE American LLC (the “NYSE American”) accepted the Company’s plan of compliance for continued listing on the exchange.

 

As previously reported, on February 6, 2026, the Company received a notice from 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 indicated that the Company was 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).

 

The Company was required to submit a 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. The Company submitted a plan prior to the deadline.

 

On April 22, 2026, the Company received a notification (the “Acceptance Letter”) from the NYSE American that the Company’s previously submitted plan to regain compliance with the NYSE American’s listing standards (the “Plan”) was accepted. In the Acceptance Letter, the NYSE American granted the Company until August 6, 2027 (the “Plan Period”) to regain compliance with the continued listing standards.

 

During the Plan Period, the Company will be subject to periodic review by the NYSE American on its progress with the goals and initiatives outlined in the Plan. The Company intends to take all reasonable measures available to regain compliance with Sections 1003(a)(i), (ii) and (iii) of the Company Guide during the Plan Period. If the Company does not regain compliance with the NYSE American listing standards by August 6, 2027, or if the Company does not make sufficient progress consistent with the Plan during the Plan Period, then NYSE American may initiate delisting proceedings.

 

The Acceptance Letter 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 the Plan Period, subject to the Company’s compliance with the other listing requirements of the NYSE American. The Acceptance Letter does not affect the Company’s ongoing business operations or its reporting requirements with the Securities and Exchange Commission.

  

 

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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 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 and the Acceptance Letter. 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 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.

 

 

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Source: View Original Filing on SEC EDGAR

FAQ

What did NYSE American decide about VolitionRx (VNRX) listing compliance?

NYSE American accepted VolitionRx’s plan to regain compliance with its continued listing standards. The company now has until August 6, 2027 to meet required stockholders’ equity levels while its common stock continues trading on the exchange during this Plan Period.

Why was VolitionRx (VNRX) previously considered non-compliant with NYSE American rules?

VolitionRx fell below NYSE American’s stockholders’ equity requirements in Section 1003(a) of the Company Guide. These rules require at least $2.0M, $4.0M, or $6.0M of equity depending on how many recent years show net losses, and the company did not qualify for a market cap-based exemption.

How long does VolitionRx have to regain NYSE American listing compliance?

VolitionRx has until August 6, 2027, defined as the Plan Period, to regain compliance with NYSE American’s continued listing standards. During this time, the exchange will periodically review progress against the company’s submitted compliance plan and can reassess its status.

What happens if VolitionRx does not regain compliance by August 6, 2027?

If VolitionRx fails to regain compliance with NYSE American listing standards by August 6, 2027, or does not make sufficient progress under its plan, the exchange may initiate delisting proceedings. That could ultimately move trading to a different market with potentially lower visibility.

Does the NYSE American compliance plan affect VolitionRx’s operations or SEC reporting?

The acceptance of VolitionRx’s compliance plan does not change its ongoing business operations or SEC reporting requirements. The company continues developing and commercializing blood tests while working to improve stockholders’ equity levels to satisfy NYSE American listing standards.

Is VolitionRx’s stock still trading on NYSE American after the plan acceptance?

Yes. VolitionRx’s common stock remains listed and traded on NYSE American during the Plan Period. Continued trading is subject to the company meeting other exchange requirements and making sufficient progress toward regaining full compliance with the equity standards.

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