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 a planned change in its Board of Directors. On May 12, 2026, director Mickie Henshall, who has served since August 2022, informed the Board that she will not stand for re-election at the Company’s 2026 Annual Meeting of Stockholders.
The Company stated that her decision did not involve any disagreement with VolitionRx on operations, policies or practices. In connection with her decision, the Board will reduce its size from eight to seven directors, effective immediately prior to the 2026 Annual Meeting.
VolitionRX Ltd: Lagoda Investment Management, L.P. filed Amendment No. 5 to a Schedule 13G/A reporting beneficial ownership of 17,070,103 shares of common stock, equal to 10.7% of the class. The filing states the Accounts held 16,149,000 shares and warrants to purchase 921,103 shares at $0.60 per share as of March 31, 2026. The filer reports sole voting and dispositive power over the shares and cites 158,481,243 shares outstanding as of March 26, 2026. The report is signed by Jason A. Ozone, Chief Financial Officer & Chief Compliance Officer.
VolitionRx Limited reported Q1 2026 revenues of $985,076, mainly from product sales, and a net loss of $6.7 million, or $0.97 per share. Operating cash outflow was $5.3 million, leaving cash and cash equivalents of $3.1 million and a stockholders’ deficit of $33.4 million as of March 31, 2026.
Management notes substantial doubt about the company’s ability to continue as a going concern, given recurring losses, negative cash flows and significant current liabilities, including convertible notes. The company is relying on equity raises, an at-the-market program and Lind convertible notes to fund ongoing development and commercialization of its Nu.Q and Capture-branded diagnostic tests.
VolitionRx Limited reported first quarter 2026 revenue of approximately $1.0 million, up from $0.2 million a year earlier, with operating loss down 3% versus the comparable 2025 quarter. Net cash used in operating activities was $5.3 million.
Receipts in the quarter included $5.4 million in net proceeds from equity sales through an at-the-market facility, $1.9 million from a convertible note and warrant, and $1 million of non-dilutive funding from agencies of the Walloon Region, with about $0.9 million expected over the next 12 months based on milestones.
Operationally, Volition highlighted a Nu.Q® Vet feline lymphoma assay manuscript whose publication is expected to unlock a $5 million milestone, progress toward reimbursement for its Nu.Q® Lung Cancer test, new clinical use cases for its Nu.Q® NETs assay in acute trauma and Hidradenitis Suppurativa, and active licensing discussions, including for its Capture-Seq™ technology. Management will discuss results on a conference call on May 15, 2026 at 8:30 a.m. U.S. Eastern Time.
VolitionRx Limited is soliciting proxies for its 2026 Annual Meeting on July 17, 2026 in London where stockholders will vote on the election of seven directors and on proposals including ratifying the independent auditor, a non-binding advisory vote on named executive officer compensation, a fourth amendment to reduce authorized common shares from 325,000,000 to 150,000,000, and approval of a 2026 Stock Incentive Plan. The board recommends votes "FOR" all proposals. The record date is May 26, 2026. The Proxy Statement discloses a one-for-twenty reverse stock split effective April 28, 2026, and summarizes recent registered direct and public offerings that raised aggregate gross proceeds reported as $1.9M, $2.3M, $1.21M, and net proceeds of approximately $5.4M from an October 2025 offering. The statement also discloses shares outstanding used for ownership tables as 8,330,270 as of May 7, 2026 and remediation actions for a previously disclosed material weakness in internal control.
VolitionRx Limited filed Amendment No. 1 to its annual report to add detailed Part III information on directors, executive officers, governance, and compensation. The filing also explains a one-for-twenty reverse stock split effective April 28, 2026, and retroactively adjusts all share data. As of June 30, 2025, non‑affiliate common stock had an aggregate market value of $72,909,373, and as of April 28, 2026, there were 8,087,955 common shares outstanding. The amendment outlines committee structures, employment and consulting agreements, stock-based incentives, severance terms, and outstanding stock options and restricted stock units for key executives and directors.
VolitionRx Limited has implemented a reverse stock split of its common shares. The board of directors approved a one-for-twenty ratio after receiving prior stockholder authorization at a special meeting held on March 31, 2026.
The company filed a Certificate of Third Amendment to its Second Amended and Restated Certificate of Incorporation with the Delaware Secretary of State, making the reverse split effective as of 12:01 a.m. ET on April 28, 2026. The amendment also sets out how fractional shares of common stock will be treated.
VolitionRx Limited announced that NYSE American has accepted its plan to regain compliance with the exchange’s continued listing standards. The exchange has granted Volition until August 6, 2027 to restore required stockholders’ equity levels under Sections 1003(a)(i), (ii) and (iii) of its Company Guide.
During this period, Volition’s common stock will continue trading on NYSE American while the exchange periodically reviews progress against the plan. The acceptance does not change Volition’s day-to-day business operations or its SEC reporting, but failure to meet the plan or regain compliance by the deadline could lead to delisting proceedings.
VolitionRx Limited is implementing a reverse stock split of its common stock at a one-for-twenty ratio. The board approved this action after shareholders granted discretionary authority to amend the Second Amended and Restated Certificate of Incorporation.
The reverse split is expected to become effective at 12:01 a.m. ET on April 28, 2026, with shares trading on a split-adjusted basis at market open. Every 20 shares of common stock outstanding on the effective date will automatically convert into 1 share.
No fractional shares will be issued. Instead, holders otherwise entitled to a fractional share will receive 1 whole share, and related warrants, options, equity incentive awards and other equity instruments will be rounded up or settled in cash if applicable. Proportionate adjustments will also apply to outstanding equity awards, warrants, convertible notes and the share reserve under the 2024 Stock Incentive Plan.
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.