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 (VNRX) reported an insider Form 4 reflecting an administrative tax-withholding event. On 11/01/2025, the reporting officer (GC) had 5,647 shares of common stock withheld and canceled at $0.434 per share to satisfy taxes upon settlement of 12,016 restricted stock units awarded in lieu of cash compensation. The filing states no shares were sold by the insider or the company.
Following the transaction, the reporting person beneficially owned 194,084 shares, held directly.
VolitionRx Ltd. (VNRX) reported an insider transaction on a Form 4. On 11/01/2025, Officer and Secretary Rodney Gerard Rootsaert had 3,197 shares of common stock withheld by the company at $0.434 per share (transaction code F) to satisfy tax withholding upon settlement of 7,612 RSUs that were awarded in lieu of cash compensation. After the transaction, he beneficially owns 137,258 shares directly and 1,007,718 shares indirectly through Concord International, Inc. The filing states that no shares were sold in this transaction.
VolitionRx Ltd (VNRX) reported an insider tax-withholding event. On 11/01/2025, Salvatore Thomas Butera, CEO of Volition Veterinary, had 4,648 shares of common stock withheld and cancelled at $0.434 per share to satisfy taxes upon settlement of 16,996 restricted stock units awarded in lieu of cash compensation. The filing states no shares were sold by the insider or the company.
Following the transaction, Mr. Butera beneficially owned 321,803 shares directly, and 99,350 shares are jointly owned with his spouse.
VolitionRx Ltd (VNRX) reported an insider transaction by Chief Commercial Officer Gael Forterre. On 11/01/2025, 1,753 shares of common stock were withheld and cancelled by the company (Transaction Code F) at $0.434 per share to cover taxes upon settlement of 4,864 RSUs awarded in lieu of cash compensation. The filing states no shares were sold in this transaction.
Following the reported activity, Forterre beneficially owned 153,782 shares directly, plus 5,000 shares indirectly via spouse and 32,500 shares indirectly via Armorica Partners, LLC.
VolitionRx Ltd (VNRX) President & CEO Cameron John Reynolds, also a director, reported buying 110,000 common shares at $0.51 each and acquiring 110,000 warrants for $0.01 apiece, in connection with an underwritten public offering that closed on October 14, 2025.
The warrants are exercisable at $0.60 and expire on October 14, 2030. Following these transactions, he directly owns 2,534,847 common shares, with additional indirect holdings of 1,007,718 shares via Concord International, Inc. and 34,076 shares held by his spouse.
VolitionRx Ltd (VNRX) director Guy Archibald Innes purchased 96,153 shares of common stock on October 14, 2025 at $0.51 per share (the stock portion of a $0.52 unit price), and received warrants to buy 96,153 shares at an exercise price of $0.60 expiring October 14, 2030. The transaction occurred in connection with an underwritten public offering.
Following the transaction, he directly holds 1,062,967 common shares. Indirect positions are listed, including 1,400,000 shares by The Innes Family Bare Trust 2023 and 356,000 shares by The Dill Faulkes Educational Trust Limited, as disclosed. Additional indirect holdings include shares held for his children.
VolitionRx (VNRX) director reported buying 48,076 shares of common stock on October 14, 2025 in an underwritten public offering. The stock was acquired at $0.51 per share, and the purchase included warrants for 48,076 shares exercisable at $0.60 until October 14, 2030. The total unit price was $0.52, with $0.01 allocated to the warrant.
Following the transaction, the reporting person beneficially owned 1,535,458 shares directly.
VolitionRx Limited entered into an underwriting agreement for an underwritten public offering of 11,550,000 shares of common stock with accompanying warrants at a combined price of $0.52 per share and warrant, including a 30‑day option for 1,732,500 additional shares and warrants. After fees and expenses, the Company expects approximately $5.4 million in net proceeds.
The warrants are immediately exercisable at $0.60 per share for five years and include a beneficial ownership cap of 4.99% (or 9.99% at the holder’s election). The underwriter will receive warrants to purchase up to 929,775 shares at $0.63, exercisable starting six months after issuance for five years. Certain directors and officers purchased 254,229 shares and accompanying warrants on the same terms. The offering was made off the Company’s effective Form S-3 shelf and closed on October 14, 2025.
VolitionRx plans to use proceeds for research and continued product development, clinical studies, commercialization, working capital and other general corporate purposes, including potential strategic acquisitions. As disclosed in the related prospectus supplement, cash and cash equivalents were estimated at approximately $0.3 million as of September 30, 2025.
VolitionRx Limited is offering 11,550,000 shares of common stock together with accompanying warrants to purchase 11,550,000 shares at a combined price of $0.52 per share-and-warrant, including $0.01 allocated to each warrant. The warrants are exercisable immediately at $0.60 per share and expire five years from issuance, subject to a 4.99% or 9.99% beneficial ownership limitation. The underwriter has a 30‑day option to purchase up to an additional 1,732,500 shares and accompanying warrants.
The offering implies a gross proceed of $6,006,000, underwriting discounts of $420,420, and proceeds to the company before expenses of $5,585,580; net proceeds are estimated at approximately $5.4 million. The company plans to use the funds for research and product development, clinical studies, commercialization, working capital and general corporate purposes, including potential strategic acquisitions. Shares outstanding are expected to be 115,532,020 immediately after the offering, excluding any warrant exercises. Certain directors and officers agreed to purchase an aggregate of 254,229 units. The warrants will not be listed, which may limit their liquidity. Underwriter warrants equal to 7.0% of shares sold (808,500, or 929,775 if the option is fully exercised) carry a $0.63 exercise price.
VolitionRx Limited is launching an underwritten public offering of common stock bundled with five-year common stock warrants, with each share sold together with one warrant. The warrants are immediately exercisable, include 4.99% or 9.99% beneficial ownership caps, and will not be listed on any exchange, limiting their liquidity.
The company plans to use net proceeds for research and product development, clinical studies, commercialization, working capital and potential strategic acquisitions. VolitionRx highlights substantial existing warrants, options and RSUs and warns that new investors will face immediate and potentially further dilution. Auditors have issued a “going concern” opinion, and the company does not expect to pay cash dividends, so returns would rely on share price appreciation.
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