Lagoda Investment Management, L.P. filed an amended Schedule 13G reporting beneficial ownership of 12,535,706 shares of VolitionRX Ltd common stock, representing 10.1% of the class as of December 31, 2025.
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Lagoda Investment Management, L.P. filed an amended Schedule 13G reporting beneficial ownership of 12,535,706 shares of VolitionRX Ltd common stock, representing 10.1% of the class as of December 31, 2025.
The position includes 11,463,603 common shares and warrants to purchase 1,072,103 additional shares at an exercise price of $0.60 per share. Lagoda has sole voting and dispositive power over all reported shares, which are held in managed accounts it advises. The ownership is certified as being held in the ordinary course of business and not for the purpose of changing or influencing control of VolitionRX.
FAQ
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What percentage of VolitionRX (VNRX) does Lagoda report owning in this Schedule 13G/A?
Lagoda reports beneficial ownership of 10.1% of VolitionRX’s common stock. This corresponds to 12,535,706 shares, including shares underlying warrants, based on 122,801,572 shares outstanding as of November 7, 2025, referenced from VolitionRX’s Form 10-Q.
How many VolitionRX (VNRX) shares does Lagoda directly and indirectly control?
Lagoda reports beneficial ownership of 12,535,706 VolitionRX common shares. This consists of 11,463,603 outstanding shares plus warrants to purchase 1,072,103 additional shares. Lagoda has sole voting and sole dispositive power over the entire reported position held in its managed accounts.
What VolitionRX (VNRX) securities are included in Lagoda’s 13G/A filing?
The filing covers VolitionRX common stock, par value $0.001 per share. It includes both common shares and warrants to purchase 1,072,103 shares at an exercise price of $0.60 per share, all treated as beneficially owned under SEC Rule 13d-3.
As of what date is Lagoda’s VolitionRX (VNRX) ownership calculated in this filing?
Lagoda’s ownership is calculated as of December 31, 2025, the event date that triggered the filing. The percentage calculation uses VolitionRX’s reported 122,801,572 common shares outstanding as of November 7, 2025, disclosed in the company’s Form 10-Q.
Does Lagoda seek to influence control of VolitionRX (VNRX) with this stake?
Lagoda certifies the securities were acquired and are held in the ordinary course of business. It states they were not acquired and are not held for the purpose of changing or influencing control of VolitionRX, consistent with passive Schedule 13G reporting requirements.
Who exercises voting and dispositive power over Lagoda’s VolitionRX (VNRX) shares?
Lagoda Investment Management, L.P. holds sole voting and sole dispositive power over the 12,535,706 VolitionRX shares. The firm manages certain accounts holding these securities, with authority to vote and direct the disposition of all VolitionRX holdings in those accounts.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 4)
VolitionRX Ltd
(Name of Issuer)
Common Stock, par value $0.001 per share
(Title of Class of Securities)
928661107
(CUSIP Number)
12/31/2025
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)
SCHEDULE 13G
CUSIP No.
928661107
1
Names of Reporting Persons
Lagoda Investment Management, L.P.
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
12,535,706.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
12,535,706.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
12,535,706.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
10.1 %
12
Type of Reporting Person (See Instructions)
IA
Comment for Type of Reporting Person: See Item 2 for additional information.
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
VolitionRX Ltd
(b)
Address of issuer's principal executive offices:
1489 West Warm Springs Road Suite 110 Henderson NV 89014
Item 2.
(a)
Name of person filing:
This report on Schedule 13G (this "Schedule 13G") is being filed by Lagoda Investment Management, L.P. (the "Reporting Person"). The Reporting Person serves as the investment manager to certain managed accounts (the "Accounts") and possesses the sole power to vote and the sole power to direct the disposition of all securities of the Issuer held by the Accounts. The general partner of the Reporting Person is Lagoda Investment Management, LLC, a Delaware limited liability company (the "General Partner"). Fatima Dickey, as the sole member of the General Partner, possesses the voting and dispositive power with respect to all securities beneficially owned by the Reporting Person. As of December 31, 2025, the Accounts held (i) 11,463,603 shares of common stock, par value $0.001 per share (the "Common Stock"), and (ii) warrants to purchase 1,072,103 shares of Common Stock at an exercise price of $0.60 per share. Based on information disclosed in the Issuer's Registration Statement on Form 10-Q filed with the Securities and Exchange Commission on November 13, 2025, there were 122,801,572 shares of Common Stock outstanding as of November 7, 2025. As a result of the foregoing, for purposes of Reg. Section 240.13d-3, the Reporting Person beneficially owns 12,535,706 shares of Common Stock, including shares of Common Stock underlying warrants held in the aggregate by the Accounts.
(b)
Address or principal business office or, if none, residence:
The address for the Reporting Person is 3 Columbus Circle, New York, NY 10019.
(c)
Citizenship:
The Reporting Person is organized under the laws of the State of Delaware.
(d)
Title of class of securities:
Common Stock, par value $0.001 per share
(e)
CUSIP No.:
928661107
Item 3.
If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)
Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)
An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)
An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)
A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)
A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)
A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)
A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
(k)
Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.
Ownership
(a)
Amount beneficially owned:
12,535,706.00
(b)
Percent of class:
10.1 %
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
12,535,706.00
(ii) Shared power to vote or to direct the vote:
0.00
(iii) Sole power to dispose or to direct the disposition of:
12,535,706.00
(iv) Shared power to dispose or to direct the disposition of:
0.00
Item 6.
Ownership of more than 5 Percent on Behalf of Another Person.
Not Applicable
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
Not Applicable
Item 8.
Identification and Classification of Members of the Group.
Not Applicable
Item 9.
Notice of Dissolution of Group.
Not Applicable
Item 10.
Certifications:
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
