Welcome to our dedicated page for Volitionrx SEC filings (Ticker: VNRX), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
The VolitionRx Limited (VNRX) SEC filings page provides direct access to the company’s U.S. regulatory disclosures, including current reports on Form 8-K, periodic reports, and registration-related documents. As a NYSE American-listed issuer, VolitionRx uses these filings to report material agreements, capital-raising transactions, governance changes, and other significant events related to its epigenetics and diagnostic testing business.
Recent Forms 8-K describe several key financing arrangements, such as an amended and restated securities purchase agreement with an institutional investor involving a senior secured convertible promissory note and common stock purchase warrant, underwritten public offerings of common stock and warrants, and a registered direct offering of shares and warrants to existing stockholders and insiders. Other 8-K filings detail amendments to the company’s certificate of incorporation to increase authorized common stock, results of stockholder votes at the annual meeting, and announcements of quarterly financial results and business updates.
These filings also outline the terms of VolitionRx’s securities, including conversion prices, warrant exercise prices, ownership limitations, repayment schedules, security interests in company assets, and conditions that constitute events of default. Investors can review how the company structures its capital, secures funding for research and commercialization of its Nu.Q® and related platforms, and manages its obligations to lenders and underwriters.
On Stock Titan, each VolitionRx filing is accompanied by AI-powered summaries that highlight the most important points, such as new financing terms, changes to authorized share capital, or disclosure of financial results. Users can quickly see which filings relate to earnings (often furnished under Item 2.02), which involve material definitive agreements (Item 1.01), and which concern governance or charter amendments (Items 5.02 and 5.03). This structure helps readers navigate lengthy documents and focus on the aspects most relevant to their analysis of VNRX.
VolitionRx Ltd CEO Salvatore Thomas Butera reported an equity award related to restricted stock units (RSUs). On March 17, 2025 he was granted 178,000 RSUs under the company’s 2024 Stock Incentive Plan, tied to corporate performance goals and time-based vesting. Certain performance goals were achieved, causing 53,400 RSUs to vest, which are reported as an acquisition of 53,400 shares of common stock at a price of
The 53,400 vested RSUs are subject to a 3‑year time-based schedule, vesting in three equal installments of 17,800 units on each of
VolitionRx Ltd. officer Rodney Gerard Rootsaert reported an equity award tied to restricted stock units (RSUs). On January 22, 2026, he acquired 28,200 shares of common stock at a price of $0, reflecting vesting tied to a prior grant of 94,000 RSUs under the company’s 2024 Stock Incentive Plan. Certain performance goals were achieved, causing rights to 28,200 RSUs to vest, while rights to the remaining 65,800 RSUs were cancelled on June 30, 2025 and January 22, 2026.
The vested RSUs are also subject to a three-year time-based vesting schedule in equal installments of 9,400 units on March 17, 2026, 2027 and 2028, after which shares are delivered upon settlement. Following the reported transaction, Rootsaert directly owned 165,458 shares of VolitionRx common stock and indirectly owned 1,007,718 shares through Concord International, Inc., where he is a controlling director and shares voting and dispositive control.
VolitionRx Ltd's chief scientific officer, Jacob Vincent Micallef, reported the acquisition of 35,400 shares of common stock on January 22, 2026. These shares relate to restricted stock units granted on March 17, 2025 under the company’s 2024 Stock Incentive Plan, where certain corporate performance goals were achieved, allowing 35,400 RSUs to vest. The RSUs are subject to a three-year time-based schedule, vesting in three equal installments of 11,800 units on March 17, 2026, 2027, and 2028, after which an equal number of common shares will be delivered. Following this award, Micallef beneficially owns 428,489 shares directly, plus 55,000 shares indirectly via his spouse and 38,113 shares indirectly through Borlaug Limited, where he serves as a controlling director with voting and dispositive control.
VolitionRX Ltd GC Nicholas Plummer reported an equity award tied to performance-based RSUs. On January 22, 2026, he acquired 44,700 shares of common stock at $0 per share, increasing his directly held stake to 238,784 shares.
The shares relate to a grant of 149,000 restricted stock units (RSUs) made on March 17, 2025 under the company’s 2024 Stock Incentive Plan. Certain corporate performance goals through June 30, 2025 and December 31, 2025 were achieved, causing rights to the 44,700 RSUs to vest, while the remaining 104,300 RSUs were cancelled on June 30, 2025 and January 22, 2026. The vested RSUs are also subject to a three-year time-based vesting schedule, vesting in three equal installments of 14,900 units on each of March 17, 2026, 2027 and 2028, after which they settle into common shares.
VolitionRx Ltd. director Mickie Henshall reported an acquisition of 12,000 shares of common stock on January 22, 2026, at a price of $0 per share, bringing her directly held stake to 44,206 shares.
The shares relate to a March 17, 2025 award of 40,000 restricted stock units (RSUs) under the company’s 2024 Stock Incentive Plan. Those RSUs were tied to specific corporate performance goals and time-based vesting. Only part of the performance criteria was achieved, so rights to 12,000 RSUs vested, while rights to the remaining 28,000 RSUs were cancelled on June 30, 2025 and January 22, 2026.
The 12,000 vested RSUs are also subject to a three-year time-based schedule, vesting in three equal tranches of 4,000 units on March 17, 2026, 2027 and 2028. Upon each vesting and settlement, Henshall will receive one share of VolitionRx common stock for each RSU that vests.
VolitionRx Ltd director Nguyen Kim reported acquiring 12,000 shares of common stock on January 22, 2026. The shares were acquired at $0 per share through the vesting of restricted stock units (RSUs) previously granted under the company’s 2024 Stock Incentive Plan.
The RSU grant originally covered 40,000 units tied to specific corporate performance goals and time-based vesting. Performance conditions were only met for 12,000 RSUs, which continue to vest in three equal installments of 4,000 units on March 17, 2026, 2027 and 2028, with settlement in common stock upon vesting. The remaining 28,000 RSUs were cancelled after performance goals were not met.
Following this transaction, Nguyen Kim beneficially owns 127,816 shares directly and an additional 30,556 shares indirectly through a spouse.
VolitionRx Ltd insider Jasmine Kway reported an equity award tied to previously granted restricted stock units. On January 22, 2026, she acquired 42,000 shares of common stock at
VolitionRx Limited entered into an amended and restated securities purchase agreement with Lind Global Asset Management XII LLC, providing $2,000,000 in funding through a new financing package. In return, Lind receives a Senior Secured Convertible Promissory Note with a $2,400,000 principal amount and a five-year warrant to purchase 7,000,350 common shares at $0.5714 per share.
The note does not accrue interest and is scheduled to be repaid over 18 monthly installments of $133,333, starting six months after issuance, with the option to repay in cash, stock, or a mix of both, subject to conditions. Lind can convert the note at $0.5714 per share into up to 4,200,210 shares and may accelerate up to two monthly payments to as much as $1,000,000 each.
Share issuance is constrained by ownership caps of 4.99% or 9.99% and a 19.99% stockholder approval threshold under NYSE American rules. The note is secured by a first-priority lien on all company assets and subsidiary guarantees, and includes default and change-of-control provisions that can increase repayment to between 105% and 120% of outstanding principal. VolitionRx agreed to file a registration statement to register the resale of shares issuable under the note and warrant.
VolitionRx Limited reported a leadership change at its majority-owned subsidiary, Volition Veterinary Diagnostics Development, LLC. On December 5, 2025, Volition Veterinary gave notice to terminate the employment agreement of its Chief Executive Officer, Dr. Salvatore Thomas Butera, effective January 31, 2026. The company states this decision was made for operational reasons and not due to any disagreement or dispute about operations, policies, or practices. As part of ongoing cost-realignment efforts, Volition Veterinary will eliminate the Chief Executive Officer position and redistribute Dr. Butera’s duties within the organization. After his employment ends, Dr. Butera is expected to continue with Volition Veterinary on a part-time consulting basis, providing advisory services under mutually agreed terms.
VolitionRx Ltd (VNRX) reported an insider share purchase by its President, CEO, and Director, Cameron John Reynolds. On 11/17/2025, he acquired 20,000 shares of common stock in an open market transaction at $0.35 per share. Following this purchase, he holds 2,554,847 common shares directly. In addition, there are 1,007,718 shares held indirectly through Concord International, Inc., where he is the majority shareholder and shares voting and dispositive control, and 34,076 shares held indirectly through his spouse.
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