VNRX insider settles 13,000 RSUs; 5,850 shares retained for taxes
Rhea-AI Filing Summary
VolitionRx Ltd. reporting person Jacob Vincent Micallef, Chief Scientific Officer and director, reported a non‑derivative transaction on 10/04/2025 that reduced his direct common stock holdings by 5,850 shares at a price of $0.648 per share. The form states these 5,850 shares represent the portion of shares retained by the company to satisfy tax withholding upon settlement of 13,000 restricted stock units (RSUs); no shares were sold by the reporting person. After the transaction he beneficially owns 393,089 shares directly, plus 55,000 shares held by his spouse and 38,113 shares held by Borlaug Limited, a company he controls. The filing is informational and documents insider ownership and the tax‑withholding mechanics tied to RSU settlement.
Positive
- No shares were sold by the reporting person; retained shares were used solely for tax withholding
- Transparent disclosure of direct and indirect holdings: 393,089 direct, 55,000 spouse, 38,113 Borlaug Limited
Negative
- Direct holdings decreased by 5,850 shares due to share retention for tax withholding
Insights
Insider disclosed RSU settlement and minor share reduction; ownership remains concentrated.
The reporting person completed RSU settlement that resulted in 5,850 shares being retained by the issuer to satisfy tax withholding related to 13,000 RSUs, and explicitly stated that no shares were sold. This preserves the economic position while reducing the reporting person's direct share count by a small amount.
The reporting person continues to control additional shares through familial and controlled‑entity holdings (55,000 spouse; 38,113 Borlaug Limited), leaving total reported beneficial ownership at 486,202 shares. Watch near‑term Form 4 filings for further RSU settlements or option exercises that could change voting or dilution dynamics within 30 days.
Share retention by issuer used to satisfy tax withholding is a standard, non‑cash method of RSU settlement.
The filing explains that shares were retained by the company for tax withholding rather than sold on market, meaning the reporting person did not generate proceeds from a sale but realized RSU value subject to withholding. The per‑share figure applied was $0.648.
This method impacts outstanding share count marginally; if similar settlements continue each vesting event will produce small, periodic reductions in reported direct holdings. Monitor scheduled vesting or disclosure of additional RSU grants within the next 12 months for cumulative effect.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Tax Withholding | Common Stock | 5,850 | $0.648 | $4K |
| holding | Common Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
Footnotes (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 13,000 restricted stock units. No shares were sold by the reporting person or VolitionRx in such transaction. The shares of common stock are held directly by Borlaug Limited. The reporting person is a controlling director of Borlaug Limited and has voting and dispositive control over the shares of common stock held by Borlaug Limited.
