Form 4: VolitionRx CCO's RSU Tax Withholding

Sentiment:

Insider Transaction Report


VolitionRx's Chief Commercial Officer, Gael Forterre, had 1,753 shares withheld for tax obligations upon the vesting of restricted stock units.

Summary

  • Gael Forterre, Chief Commercial Officer of VolitionRx Ltd (VNRX), reported a transaction on November 1, 2025.
  • 1,753 shares of common stock were disposed of (withheld) by VolitionRx to cover tax withholding obligations.
  • This withholding was due to the settlement of 4,864 restricted stock units (RSUs) awarded to Mr. Forterre in lieu of cash compensation.
  • The deemed price for the withheld shares was $0.434 per share.
  • No shares were sold by Mr. Forterre or VolitionRx in this transaction.
  • Following the transaction, Mr. Forterre directly beneficially owns 153,782 shares of common stock.
  • He also indirectly beneficially owns 5,000 shares through his spouse and 32,500 shares through Armorica Partners, LLC, an entity where he is the managing director and sole shareholder.
  • The transaction was made pursuant to a Rule 10b5-1(c) plan.

Sentiment

Score: 5

Explanation: The filing reports a routine tax withholding event related to executive compensation, which is neutral in terms of company performance or outlook.

Positives

  • The underlying event is the vesting of restricted stock units, indicating compensation for the Chief Commercial Officer.
  • The transaction was executed under a Rule 10b5-1(c) plan, demonstrating pre-planned and compliant insider trading practices.

Future Outlook

This Form 4 filing does not contain any forward-looking statements or guidance regarding the company's future outlook.

Industry Context

This is a routine insider transaction report (Form 4) detailing executive compensation and tax withholding, which does not provide information relevant to broader industry trends or competitive analysis.

Corporate Governance

Change TypeDescriptionEffective DateImpact Assessment
Policy AdherenceThe transaction was made pursuant to a contract, instruction, or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).11/01/2025Indicates adherence to insider trading compliance protocols, reducing the risk of allegations of trading on material non-public information.

Related Party Transactions

  • Indirect beneficial ownership of 5,000 shares by Gael Forterre's spouse.
  • Indirect beneficial ownership of 32,500 shares by Armorica Partners, LLC, an entity where Gael Forterre is the managing director and sole shareholder.

Stakeholder Impact

  • Shareholders: Minimal direct impact as it's a routine tax withholding, not a sale by the executive. It reflects executive compensation structure.
  • Management: Reflects a component of the Chief Commercial Officer's compensation package.

Key Dates

DateDescription
11/01/2025Date of earliest transaction (shares withheld for tax obligations)
11/04/2025Date Form 4 was signed by Gael Forterre

Keywords

VolitionRx, VNRX, Gael Forterre, Chief Commercial Officer, Form 4, Insider Transaction, Restricted Stock Units, RSU Vesting, Tax Withholding, Rule 10b5-1

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