Executive at VolitionRx (VNRX) awarded 142,000 RSUs in lieu of cash pay

Rhea-AI Filing Summary

Batchelor Ann-Louise reported acquisition or exercise transactions in this Form 4 filing.

VolitionRx Ltd reported that Group Chief Marketing Officer Ann-Louise Batchelor was granted 142,000 restricted stock units (RSUs) on February 26, 2026 under the company’s 2024 Stock Incentive Plan, in lieu of cash compensation. The RSUs will be earned in twelve roughly equal monthly installments starting March 1, 2026, then vest in a single installment on February 26, 2027, subject to her continued service. Upon vesting and settlement, she will receive one share of common stock for each RSU earned and vested. Following these transactions, she also reports indirect ownership of common stock held by her spouse.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Batchelor Ann-Louise

Role Group Chief Marketing Officer

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	142,000	$0.00	--
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 324,072 shares (Direct); Common Stock — 29,406 shares (Indirect, By Spouse)

Footnotes (1)

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Form 4 Insider Transactions: What Each Field Means →

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

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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)
02/26/2026

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	02/26/2026		A		142,000(1)	A	$0	324,072	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. On February 26, 2026, the reporting person was awarded 142,000 restricted stock units ("RSUs") under the Issuer's 2024 Stock Incentive Plan in lieu of cash compensation that would otherwise have been owed to the reporting person. The RSUs will be earned in twelve approximately equal monthly installments commencing on March 1, 2026. Once earned, they will remain subject to additional time-based vesting in a single installment on February 26, 2027, and are generally subject to continued service by the reporting person throughout each applicable earning and vesting date. Upon vesting and settlement, the reporting person will receive a number of shares of common stock equal to the number of RSUs that have been both earned and vested as of the vesting date.

Remarks:

	/s/ Ann-Louise Batchelor	02/27/2026
	** 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.

FAQ

What did VolitionRx (VNRX) insider Ann-Louise Batchelor report on this Form 4?

Ann-Louise Batchelor reported a grant of 142,000 restricted stock units as compensation. These RSUs were awarded under VolitionRx’s 2024 Stock Incentive Plan instead of cash and will convert into common shares only after they are earned and fully vested.

How will the 142,000 RSUs for VolitionRx (VNRX) vest and be earned?

The 142,000 RSUs will be earned in twelve approximately equal monthly installments starting March 1, 2026. All RSUs that are earned will then vest together on February 26, 2027, subject to Ann-Louise Batchelor’s continued service with the company.

Is the RSU grant to Ann-Louise Batchelor at VolitionRx (VNRX) paid in cash or stock?

The RSU grant is provided in lieu of cash compensation that would otherwise have been owed. Once the RSUs are both earned and vested, they will settle into an equivalent number of VolitionRx common shares delivered to the reporting person.

What indirect ownership does Ann-Louise Batchelor report in VolitionRx (VNRX) stock?

Ann-Louise Batchelor reports indirect ownership of VolitionRx common stock held by her spouse. This indirect position is disclosed separately from her directly held shares, reflecting family-related holdings attributed to her under securities ownership reporting rules.

When will Ann-Louise Batchelor receive VolitionRx (VNRX) shares from her RSUs?

She will receive VolitionRx shares only after the RSUs are both earned and vested. Earning occurs in monthly installments beginning March 1, 2026, and all earned RSUs vest and settle into common stock on February 26, 2027, assuming continued service.