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 Limited reported that stockholders approved two major proposals at a special meeting held on March 31, 2026. First, they authorized the issuance of additional common shares exceeding 20% of outstanding stock to Lind Global Asset Management XII LLC to comply with NYSE American Rule 713.
Second, stockholders approved an amendment to the company’s certificate of incorporation to allow a reverse stock split of outstanding common shares at a ratio between 1-for-5 and 1-for-20, with the exact ratio to be set by the board of directors. On the February 9, 2026 record date, there were 135,565,326 shares outstanding, and 80,508,751 shares were represented at the meeting.
VolitionRx Limited is a multi-national epigenetics company developing simple, cost‑effective blood tests for early detection and monitoring of cancer and NETosis‑related diseases in humans and animals. Its core pillars include Nu.Q® Vet, Nu.Q® NETs, Nu.Q® Discover, Nu.Q® Cancer and Capture‑PCR™/Capture‑Seq™ liquid biopsy technologies.
The company is commercializing the Nu.Q® Vet Cancer Test globally through partners such as Antech, IDEXX and Fujifilm Vet Systems, and has begun generating European revenue from its CE‑marked Nu.Q® NETs assay. Management estimates multi‑billion‑dollar annual total addressable markets across lung cancer, multi‑cancer early detection, sepsis, broader NETosis, companion animal cancer and pharma companion diagnostics.
VolitionRx remains deeply loss‑making, with an accumulated deficit of about $252.9 million as of December 31, 2025 and only $1.1 million in cash and cash equivalents. Auditors issued a “going concern” opinion, and the company highlights a need to raise additional capital and service secured convertible debt under Lind Notes, alongside material weaknesses in internal control and risks of NYSE American listing non‑compliance.
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.