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VolitionRx (VNRX) director exits at 2026 meeting as board shrinks to seven

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

Rhea-AI Filing Summary

VolitionRx Limited reported a planned change in its Board of Directors. On May 12, 2026, director Mickie Henshall, who has served since August 2022, informed the Board that she will not stand for re-election at the Company’s 2026 Annual Meeting of Stockholders.

The Company stated that her decision did not involve any disagreement with VolitionRx on operations, policies or practices. In connection with her decision, the Board will reduce its size from eight to seven directors, effective immediately prior to the 2026 Annual Meeting.

Positive

  • None.

Negative

  • None.
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance
Key personnel changes including departures, elections, or appointments of directors and executive officers.
Board size before change 8 directors Board size prior to 2026 Annual Meeting
Board size after change 7 directors Effective immediately before 2026 Annual Meeting
Director service start August 2022 Mickie Henshall’s start date on the Board
Notice date May 12, 2026 Date Henshall notified the Board
Board of Directors financial
"notified the Board of Directors (the “Board”) of VolitionRx Limited"
The Board of Directors is a group of people chosen by a company's owners to help make big decisions and oversee how the company is run. They act like a team of advisors or managers, making sure the company stays on track and meets its goals. Their choices can influence the company's success and how it grows.
Annual Meeting of Stockholders financial
"not to stand for re-election to the Board at the Company’s 2026 Annual Meeting of Stockholders"
Emerging growth company regulatory
"Emerging growth company VOLITIONRX LIMITED Item 5.02."
An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.
Item 5.02 regulatory
"Item 5.02. Departure of Directors or Certain Officers; Election of Directors"
Understanding 8-K Material Events →

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION 

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

 

PURSUANT TO SECTION 13 OR 15(d) OF

THE SECURITIES EXCHANGE ACT OF 1934

 

Date of Report (Date of earliest event reported):  May 12, 2026

 

VOLITIONRX LIMITED

(Exact name of registrant as specified in its charter)

  

Delaware

 

001-36833

 

91-1949078

(State or other jurisdiction

 

(Commission File Number)

 

(IRS Employer

of Incorporation)

 

 

 

Identification Number)

 

1489 West Warm Springs Road, Suite 110

Henderson, Nevada 89014

(Address of principal executive offices and Zip Code)

 

+1 (512) 774-8930

(Registrant’s telephone number, including area code )

 

Not applicable

(Former name or former address, if changed since last report.)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

☐

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

 

☐

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

 

☐

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

 

☐

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of Each Class

 

Trading Symbol(s)

 

Name of Each Exchange on which Registered

Common Stock, par value $0.001 per share

 

VNRX

 

NYSE American, LLC

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company ☐

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 

 

VOLITIONRX LIMITED

Form 8-K

Current Report

 

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

 

On May 12, 2026, Mickie Henshall notified the Board of Directors (the “Board”) of VolitionRx Limited (the “Company”) of her decision not to stand for re-election to the Board at the Company’s 2026 Annual Meeting of Stockholders (the “2026 Annual Meeting”). Ms. Henshall has served on the Board since August 2022. Ms. Henshall’s decision not to stand for re-election did not involve any disagreement with the Company on any matter relating to the Company’s operations, policies or practices.

 

In connection with Ms. Henshall’s decision not to stand for re-election at the Annual Meeting, the Board will reduce its size from eight to seven directors, effective immediately prior to the 2026 Annual Meeting.

 

 

2

 

 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

VOLITIONRX LIMITED

 

 

 

 

Dated: May 15, 2026

By:  

/s/ Cameron Reynolds

 

Name:

Cameron Reynolds

 

 

Title:

Chief Executive Officer & President

 

 

 

3

Source: View Original Filing on SEC EDGAR

FAQ

What board change did VolitionRx (VNRX) disclose in this 8-K?

VolitionRx disclosed that director Mickie Henshall will not stand for re-election at the 2026 Annual Meeting of Stockholders. As a result, the company’s Board of Directors will be reduced from eight to seven members immediately before that meeting.

Did Mickie Henshall resign from the VolitionRx (VNRX) board due to a disagreement?

No. VolitionRx stated that Mickie Henshall’s decision not to stand for re-election did not involve any disagreement with the company on its operations, policies, or practices. This indicates a voluntary transition rather than a conflict-driven departure.

How long has Mickie Henshall served on the VolitionRx (VNRX) Board?

Mickie Henshall has served on the VolitionRx Board since August 2022. Her upcoming departure at the 2026 Annual Meeting means she will have completed several years of service as an independent director helping oversee the company’s governance and strategy.

How will the size of VolitionRx’s (VNRX) Board change before the 2026 Annual Meeting?

Immediately prior to the 2026 Annual Meeting of Stockholders, VolitionRx’s Board of Directors will be reduced from eight members to seven. This adjustment is directly tied to Mickie Henshall’s decision not to stand for re-election to the Board.

What governance item of the Exchange Act does this VolitionRx (VNRX) filing relate to?

The filing relates to Item 5.02 of the Exchange Act, which covers departures of directors or certain officers, elections of directors, and related compensatory arrangements. VolitionRx used it to report a director’s decision not to stand for re-election.

Filing Exhibits & Attachments

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