Tax withholding reduces VolitionRx (NYSE: VNRX) secretary’s share count

Rhea-AI Filing Summary

VolitionRx Ltd secretary Rodney Gerard Rootsaert reported a compensation-related tax withholding event. VolitionRx retained and cancelled 3,948 shares of common stock at $0.19 per share to satisfy tax obligations triggered by the settlement of 9,400 restricted stock units, and no shares were sold by him or the company in this transaction. After the withholding, he holds 273,993 shares directly and 1,007,718 shares indirectly through Concord International, Inc., where he is a controlling director sharing voting and dispositive control.

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^*

Rootsaert Rodney Gerard

(Last) (First) (Middle)

1489 WEST WARM SPRINGS ROAD

SUITE 110

(Street)

HENDERSON NEVADA 89014

(City) (State) (Zip)

UNITED STATES

(Country)

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)
	Secretary

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/17/2026

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

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

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

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	03/17/2026		F		3,948(1)	D	$0.19	273,993	D
Common Stock								1,007,718	I	By Concord International, Inc.(2)

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 9,400 restricted stock units. No shares were sold by the reporting person or VolitionRx in such transaction.

2. The shares of common stock are held directly by Concord International, Inc. The reporting person is a controlling director of Concord International, Inc. and shares voting and dispositive control over the shares of common stock held by Concord International, Inc.

Remarks:

	/s/ Rodney Gerard Rootsaert	03/19/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did VolitionRx (VNRX) report for Rodney Rootsaert?

VolitionRx reported a tax-related share withholding for secretary Rodney Rootsaert. The company retained and cancelled shares to cover his tax obligations on vested restricted stock units, rather than an open-market buy or sell, so no trading decision was involved.

How many VolitionRx (VNRX) shares were withheld for taxes and why?

VolitionRx retained 3,948 common shares at $0.19 each to satisfy Rodney Rootsaert’s tax withholding obligations. This was tied to the settlement of 9,400 restricted stock units, meaning the shares were cancelled by the company instead of being sold in the market.

Did Rodney Rootsaert sell any VolitionRx (VNRX) shares in this Form 4 filing?

No shares were sold by Rodney Rootsaert or VolitionRx in this event. The filing specifies that the company simply retained and cancelled shares to meet tax withholding obligations arising from restricted stock unit settlement, with no open-market sale occurring.

What are Rodney Rootsaert’s VolitionRx (VNRX) shareholdings after this transaction?

Following the tax withholding, Rodney Rootsaert holds 273,993 VolitionRx common shares directly. He also has indirect ownership of 1,007,718 additional shares through Concord International, Inc., reflecting both his personal stake and his role in that entity.

What is Concord International, Inc.’s role in VolitionRx (VNRX) share ownership?

Concord International, Inc. directly holds a block of VolitionRx common shares reported as indirect ownership for Rodney Rootsaert. He is a controlling director of Concord International, Inc. and shares voting and dispositive control over those indirectly held VolitionRx shares.

What does the ‘F’ code mean in this VolitionRx (VNRX) Form 4 filing?

The ‘F’ code indicates shares were disposed of to pay tax obligations or exercise costs. Here, VolitionRx kept and cancelled 3,948 shares to cover Rodney Rootsaert’s tax withholding on settled restricted stock units, rather than executing an open-market sale transaction.