STOCK TITAN

VolitionRx holder reports 5.9% stake, 1.65M shares

Lagoda-affiliated investors report a 5.9% beneficial stake in VolitionRx, including warrants, and disclose a small open-market share sale.

(Moderate)
(Neutral)
Form Type
SCHEDULE 13D/A

Rhea-AI Filing Summary

VolitionRx Limited (VNRX) received an amended Schedule 13D from Lagoda Investment Management, L.P., Lagoda Investment Management, LLC, and Fatima Dickey updating their beneficial ownership in the company’s common stock. As of this amendment, the reporting persons may be deemed to beneficially own 1,650,505 shares of common stock, including 171,055 shares underlying warrants held in managed accounts. This position represents approximately 5.9% of the outstanding common stock, calculated under Rule 13d-3 using 27,903,326 shares outstanding as of September 14, 2026 plus the warrant shares. The amendment also notes that on September 16, 2026 the investment manager sold 1,500 shares in an open-market transaction at $0.2855 per share; aside from this trade, no other transactions in VolitionRx common stock have been reported since September 4, 2026.

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Beneficial ownership 1,650,505 shares Aggregate VolitionRx common stock (including warrants) deemed beneficially owned as of the amendment
Beneficial ownership percentage 5.9% Portion of VolitionRx outstanding common stock represented by the reporting persons’ aggregate holdings
Shares held (common stock only) 1,479,450 shares VolitionRx common shares held in the accounts managed by the reporting persons
Warrants underlying shares 171,055 shares Shares of VolitionRx common stock issuable upon exercise of warrants held in the accounts
Shares outstanding baseline 27,903,326 shares VolitionRx common stock outstanding as of September 14, 2026, used to calculate ownership percentage
Recent sale volume 1,500 shares Shares of VolitionRx common stock sold in an open-market transaction on September 16, 2026
Sale price $0.2855 per share Price for the 1,500 VolitionRx shares sold on September 16, 2026
beneficially own financial
"each of the Reporting Persons may be deemed to beneficially own, in the aggregate, 1,650,505 shares"
Beneficially own means having the economic rights and risks of a security—such as the right to receive dividends, sell the shares, or profit from price changes—whether or not your name appears on the official share register. Think of it like renting a car: you use it and reap the benefits even if the title lists someone else. Investors care because beneficial ownership determines who truly controls value, must be disclosed under securities rules, and can signal potential influence or trading activity that affects a stock’s price.
Rule 13d-3 regulatory
"calculated in accordance with Rule 13d-3 of the Securities Exchange Act"
Rule 13d-3 defines who is treated as the beneficial owner of a company’s shares for U.S. securities disclosure rules — essentially anyone who has the power to vote or direct how shares are voted, or the power to buy or sell them, even if they don’t hold the certificates. For investors this matters because crossing certain ownership thresholds triggers public filing and disclosure obligations and signals potential control or influence, much like having the keys to a car implies you can drive it even if it’s registered to someone else.
warrants financial
"warrants exercisable for an aggregate of 171,055 shares of Common Stock held in the Accounts"
Warrants are special documents that give you the right to buy a company's stock at a set price before a certain date. They are often used as a way for companies to attract investors or raise money, and their value can increase if the company's stock price goes up.
open-market transaction financial
"sold 1,500 shares of Common Stock in an open-market transaction at a price of $0.2855"
An open-market transaction is a buy or sell of a company's shares or other securities conducted on a public exchange at the current market price, rather than through a private agreement. Investors watch these trades because they change the number of shares available and can move the price immediately—similar to how a large purchase at a busy store can raise demand and affect the checkout price—so such activity can signal market sentiment and alter ownership stakes.
Schedule 13D regulatory
"previously filed a statement on Schedule 13G to report the acquisition"
A Schedule 13D is a legal document that investors file with regulators when they buy a large enough stake in a company to potentially influence its management or decisions. It provides details about the investor’s intention, ownership stake, and plans, helping other investors understand who is gaining control and what their motives might be.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What percentage of VolitionRx (VNRX) does Lagoda Investment Management report owning?

The reporting persons state they may be deemed to beneficially own 5.9% of VolitionRx’s outstanding common stock, based on 27,903,326 shares outstanding plus 171,055 shares issuable upon exercise of warrants they are deemed to beneficially own.

How many VolitionRx (VNRX) shares do the Lagoda reporting persons beneficially own?

They report beneficial ownership of an aggregate of 1,650,505 shares of VolitionRx common stock, consisting of 1,479,450 shares held in accounts plus warrants exercisable for an additional 171,055 shares of common stock.

Did the Lagoda reporting persons trade VolitionRx (VNRX) shares recently?

Yes. On September 16, 2026, the investment manager sold 1,500 shares of VolitionRx common stock in an open-market transaction at a price of $0.2855 per share. They state no other transactions have occurred since September 4, 2026.

How was the 5.9% ownership in VolitionRx (VNRX) calculated?

The 5.9% figure is based on 27,903,326 shares of VolitionRx common stock outstanding as of September 14, 2026, as reported in a Form 8-K, plus 171,055 shares of common stock issuable upon exercise of warrants deemed beneficially owned by the reporting persons.

Who are the reporting persons in this VolitionRx (VNRX) Schedule 13D/A?

The reporting persons are Lagoda Investment Management, L.P., Lagoda Investment Management, LLC, and Fatima Dickey. They report shared voting and dispositive power over 1,650,505 VolitionRx shares held through managed accounts.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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928661206

(CUSIP Number)
Jason A. Ozone
Lagoda Investment Management, L.P., 3 Columbus Circle, Floor 15
New York, NY, 10019
(212) 309-7660

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
09/15/2026

(Date of Event Which Requires Filing of This Statement)


If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).




schemaVersion:


SCHEDULE 13D




Comment for Type of Reporting Person:
See Item 2 of the Schedule 13D for additional information.


SCHEDULE 13D




Comment for Type of Reporting Person:
See Item 2 of the Schedule 13D for additional information.


SCHEDULE 13D




Comment for Type of Reporting Person:
See Item 2 of the Schedule 13D for additional information.


SCHEDULE 13D


Lagoda Investment Management, L.P.
Signature:/s/ Jason A. Ozone
Name/Title:Jason A. Ozone, Chief Financial Officer & Chief Compliance Officer
Date:09/16/2026
Lagoda Investment Management, LLC
Signature:/s/ Fatima Dickey
Name/Title:Fatima Dickey, Sole Member
Date:09/16/2026
Fatima Dickey
Signature:/s/ Fatima Dickey
Name/Title:Fatima Dickey
Date:09/16/2026
Comments accompanying signature:
Not applicable.

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