VNRX Insider: 17,333 RSUs Settled; 8,146 Shares Retained for Tax

Rhea-AI Filing Summary

VolitionRx Ltd. reported a Form 4 showing that Nicholas Plummer, General Counsel of Volition Diagnostics, had 8,146 shares of common stock cancelled on 10/04/2025 to satisfy tax withholding on the settlement of 17,333 restricted stock units (RSUs). The report states no shares were sold by the reporting person or the company; instead, the firm retained shares for cancellation. After the withholding/cancellation, the reporting person beneficially owns 199,731 shares. The reported per-share price tied to the transaction is $0.648.

Positive

• No open‑market saleretained by the company for tax withholding
• Reporting person retains a meaningful ownership stake of 199,731 shares after the transaction

Negative

• 8,146 shares were cancelled to satisfy withholding, which reduces outstanding shares available after RSU settlement

Insights

Corporate Governance Analyst

Insider compensation settled via share withholding; ownership remains substantial.

The entry documents an RSU settlement where 8,146 shares were retained by the company to meet withholding obligations related to 17,333 RSUs settled on 10/04/2025. No open‑market sale occurred, which indicates the transaction was an administrative tax withholding rather than a liquidity event.

Key dependencies include the ongoing equity compensation program and future RSU vesting schedules; investors can note the reporting person still holds 199,731 shares, which preserves governance alignment in the near term.

Compensation/Tax Specialist

Share cancellation for tax withholding is routine but reduces outstanding shares available after settlement.

The firm retained 8,146 shares at an implied per‑share figure of $0.648 to cover tax withholding on settled RSUs. This method avoids selling shares on the open market and is a common practice for equity compensation settlement.

Watch for additional RSU settlements or withholding events that could modestly affect share count and reported ownership; the immediate tax withholding did not change beneficial ownership through open‑market sales.

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^*

Plummer Nicholas

(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)
	GC - Volition Diagnostics

3. Date of Earliest Transaction (Month/Day/Year)
10/04/2025

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	10/04/2025		F		8,146(1)	D	$0.648	199,731	D

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 17,333 restricted stock units. No shares were sold by the reporting person or VolitionRx in such transaction.

Remarks:

	/s/ Nicholas Plummer	10/07/2025
	** 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 did the VolitionRx (VNRX) Form 4 filed by Nicholas Plummer report?

It reported that 8,146 common shares were retained/cancelled to satisfy tax withholding on the settlement of 17,333 RSUs on 10/04/2025; no shares were sold.

Did Nicholas Plummer sell any VolitionRx shares according to the Form 4?

No. The filing states no shares were sold by the reporting person or the company; the shares were retained by the company to cover tax withholding.

How many VolitionRx shares does the reporting person beneficially own after the transaction?

The reporting person beneficially owns 199,731 shares following the reported transaction.

What price is shown on the Form 4 for the withholding/cancellation?

The Form 4 shows a per‑share figure of $0.648 associated with the reported transaction.

When was the RSU settlement and withholding recorded?

The transaction date listed is 10/04/2025, and the Form 4 was signed on 10/07/2025.