VolitionRx (VNRX) insider: 18,341 RSUs settled, shares retained for tax

Rhea-AI Filing Summary

Transaction summary: Ann-Louise Batchelor, Group Chief Marketing Officer, filed a Form 4 for VolitionRx Ltd (VNRX) reporting activity dated 08/01/2025.

Details: The filing states 18,341 restricted stock units were settled in lieu of cash compensation and that 8,620 shares were retained by VolitionRx for cancellation to satisfy the reporting person’s tax withholding obligations. The filing explicitly states no shares were sold. Following the reported transaction, Batchelor beneficially owns 132,486 shares directly and 29,406 shares indirectly (by spouse). The table shows a price of $0.64. Form signed 08/05/2025.

Insights

Financial Analyst

TL;DR: Routine RSU settlement used for tax withholding; no sale reported and limited investor impact.

The Form 4 documents settlement of 18,341 RSUs with 8,620 shares retained for tax withholding. The company retained and cancelled shares to meet withholding obligations, and the filer did not sell shares. Post-transaction beneficial ownership is 132,486 direct and 29,406 indirect. This is a compensatory equity event and, per the filing, not a market disposition, so it is unlikely to materially affect valuation or liquidity in the absence of other disclosures.

Corporate Governance Expert

TL;DR: Disclosure appears compliant; transaction reflects standard tax-withholding mechanics on RSU settlement.

The filing identifies the reporting person, relationship (Group Chief Marketing Officer), transaction date (08/01/2025) and explains the retained shares were cancelled by VolitionRx to satisfy tax withholding. The Form 4 is signed and dated 08/05/2025. From a governance and compliance perspective, the document contains the required explanatory note and shows no indicia of an unscheduled sale or other compensatory irregularity.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Batchelor Ann-Louise

(Last) (First) (Middle)

1489 WEST WARM SPRINGS ROAD,

SUITE 110

(Street)

HENDERSON NV 89014

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
VOLITIONRX LTD [ VNRX ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Group Chief Marketing Officer

3. Date of Earliest Transaction (Month/Day/Year)
08/01/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	08/01/2025		F		8,620(1)	D	$0.64	132,486	D
Common Stock								29,406	I	By Spouse

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents the aggregate number of shares of common stock retained by VolitionRx for cancellation to satisfy the tax withholding obligations of the reporting person upon settlement of 18,341 restricted stock units that were awarded in lieu of cash compensation that would otherwise have been owed to the reporting person. No shares were sold by the reporting person or VolitionRx in such transaction.

Remarks:

	/s/ Ann-Louise Batchelor	08/05/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What transaction did Ann-Louise Batchelor report on Form 4 for VNRX?

The Form 4 reports settlement of 18,341 restricted stock units on 08/01/2025, with shares retained to satisfy tax withholding.

How many shares were retained or cancelled for tax withholding?

8,620 shares were retained by VolitionRx for cancellation to satisfy the reporting person’s tax withholding obligations.

Did Batchelor sell any shares in the reported transaction?

No. The filing explicitly states no shares were sold by the reporting person or VolitionRx in this transaction.

What is Batchelor’s beneficial ownership after the transaction?

Following the transaction, Batchelor beneficially owns 132,486 shares directly and 29,406 shares indirectly (by spouse).

When was the Form 4 signed and filed?

The Form 4 is signed by Ann-Louise Batchelor on 08/05/2025, reporting a transaction date of 08/01/2025.