VolitionRx Limited filings document an operating epigenetics diagnostics company with public-company disclosures centered on Nu.Q® assays, capital structure and exchange compliance. Recent 8-K reports and proxy materials cover shareholder votes on common-stock issuance capacity and reverse-stock-split authority, the effectiveness of a one-for-twenty reverse split, and amendments to the company’s certificate of incorporation.
The filing record also includes material-event reports on NYSE American continued-listing standards, annual financial-result updates, unregistered sales of equity securities, convertible-note share settlements, private placements and warrants. These documents describe governance approvals, security-holder rights, financing mechanics, listing-compliance matters and operating updates for Volition’s diagnostics and monitoring business.
VolitionRx Limited reported full fiscal year 2025 revenue of $1.7 million, a 40% increase from the prior year, with Q4 revenue up 133% year over year. Operating expenses fell by $4.8 million, or 17%, and net loss decreased 14%, while net cash used in operating activities was $19.7 million, down 24%. The company highlighted its first order for Nu.Q® Cancer assays ahead of routine lung cancer use and participation of its Nu.Q® NETs assay in a government-backed sepsis program of approximately $7.3 million in France. After year-end, VolitionRx raised $5.4 million via at-the-market equity sales, $1.9 million from a convertible note and warrant, and received $1.0 million of non-dilutive funding, with about $0.9 million more expected over the next 12 months. The company also disclosed that its 2025 audited financial statements include an audit opinion with an explanatory paragraph about its ability to continue as a going concern.
VolitionRx Ltd Chief Commercial Officer Gael Forterre had shares withheld to cover taxes on equity compensation, not from an open-market sale. VolitionRx retained and cancelled 5,251 shares of common stock at $0.19 per share to satisfy tax withholding triggered by the settlement of 12,700 restricted stock units.
After this tax-withholding disposition, Forterre directly holds 331,338 common shares. He also has indirect holdings of 5,000 shares through his spouse and 32,500 shares managed by Armorica Partners, LLC, where he has voting and dispositive control but disclaims beneficial ownership beyond his economic interest.
VolitionRx Ltd secretary Rodney Gerard Rootsaert reported a compensation-related tax withholding event. VolitionRx retained and cancelled 3,948 shares of common stock at $0.19 per share to satisfy tax obligations triggered by the settlement of 9,400 restricted stock units, and no shares were sold by him or the company in this transaction. After the withholding, he holds 273,993 shares directly and 1,007,718 shares indirectly through Concord International, Inc., where he is a controlling director sharing voting and dispositive control.
VolitionRx Ltd Chief Scientific Officer Jacob Vincent Micallef reported a tax-related share disposition rather than a market sale. On 2026-03-17, 5,310 shares of common stock at $0.19 per share were retained by VolitionRx and cancelled to satisfy his tax withholding obligations upon settlement of 11,800 restricted stock units. The filing states that no shares were sold by Micallef or VolitionRx in this transaction.
After this event, he holds 572,179 common shares directly. Indirectly, 55,000 shares are held by his spouse, and 38,113 shares are held by Borlaug Limited, where he serves as a controlling director with voting and dispositive control.
VolitionRx Ltd reported a Form 4 for General Counsel of Volition Diagnostics, Nicholas Plummer, reflecting a routine tax-related share disposition. 7,003 shares of common stock were retained by VolitionRx for cancellation to satisfy his tax withholding obligations upon settlement of 14,900 restricted stock units. No shares were sold by Plummer or the company in this transaction. Following the cancellation, Plummer holds 407,267 shares of VolitionRx common stock directly.
VolitionRx Ltd reported that officer Rodney Gerard Rootsaert had 3,321 shares of common stock withheld and retained by the company for cancellation to cover tax obligations arising from the settlement of 7,908 restricted stock units that had been awarded in lieu of cash compensation. The filing specifies that no shares were sold by either the officer or VolitionRx in this transaction. After this tax-withholding event, Rootsaert directly holds 277,941 shares of common stock and indirectly is reported as having voting and dispositive control over 1,007,718 shares held by Concord International, Inc.
VolitionRx Ltd’s Chief Commercial Officer Gael Forterre had 2,283 shares of common stock withheld and cancelled by VolitionRx at $0.213 per share to cover tax obligations when 5,523 restricted stock units settled, and no shares were sold in the market. Following this tax-withholding disposition, he directly owns 336,589 common shares, with additional indirect holdings of 5,000 shares by his spouse and 32,500 shares managed by Armorica Partners, LLC.
VolitionRx Ltd reported an insider equity adjustment involving its General Counsel of Volition Diagnostics, Nicholas Plummer. A total of 5,867 shares of common stock were retained by VolitionRx for cancellation to cover tax withholding on the settlement of 12,483 restricted stock units that had been awarded in lieu of cash compensation. The filing notes that no shares were sold by Plummer or by VolitionRx in this transaction. Following this tax-withholding disposition, Plummer directly holds 414,270 shares of VolitionRx common stock.
Forterre Gael reported acquisition or exercise transactions in this Form 4 filing.
VolitionRx Ltd reported that Chief Commercial Officer Gael Forterre was awarded 149,000 restricted stock units (RSUs) of common stock under the 2024 Stock Incentive Plan in lieu of cash compensation. The RSUs are earned in twelve approximately equal monthly installments starting March 1, 2026, then remain subject to additional time-based vesting in a single installment on February 26, 2027, generally requiring continued service through each earning and vesting date. Upon vesting and settlement, he will receive one share of common stock for each earned and vested RSU. After this grant, he directly holds 338,872 common shares. Indirect holdings reported include 5,000 shares held by his spouse and 32,500 shares held by Armorica Partners, LLC, where he has voting and dispositive control but disclaims beneficial ownership except to the extent of his pecuniary interest.
Rubin Ethel reported acquisition or exercise transactions in this Form 4 filing.
VolitionRx Ltd director Ethel Rubin reported an equity award rather than a stock purchase or sale. On February 26, 2026, Rubin was granted 178,000 restricted stock units (RSUs) under the company’s 2024 Stock Incentive Plan in lieu of cash compensation. The RSUs are earned in twelve roughly equal monthly installments beginning February 1, 2026, then are scheduled to vest in a single installment on February 26, 2027, subject to Rubin’s continued service. Upon vesting and settlement, Rubin will receive one share of common stock for each RSU that has been earned and vested, and direct holdings after this grant are reported at 252,948 shares of common stock.