Form 4: VolitionRx CCO's Tax Withholding on RSU Settlement

VolitionRx's Chief Commercial Officer, Gael Forterre, had 5,503 shares withheld for tax obligations related to the settlement of 13,725 restricted stock units.

Summary

• Gael Forterre, Chief Commercial Officer of VolitionRx Ltd (VNRX), reported a transaction on September 28, 2025.
• The transaction involved the withholding of 5,503 shares of common stock by VolitionRx to satisfy tax obligations upon the settlement of 13,725 restricted stock units.
• The shares were withheld at a price of $0.605 per share.
• No shares were sold by Mr. Forterre or VolitionRx in this transaction.
• Following this transaction, Mr. Forterre directly beneficially owns 160,924 shares of common stock.
• He indirectly beneficially owns 5,000 shares through his spouse and 32,500 shares through Armorica Partners, LLC, where he is the managing director and sole shareholder.

Sentiment

Score: 5

Explanation: The transaction is a routine tax withholding related to RSU vesting, which is a neutral event from an investment perspective. It does not indicate a change in company fundamentals or management's outlook.

Positives

• The settlement of 13,725 restricted stock units indicates a vesting event, which is a positive for the reporting person as it represents earned compensation.
• The transaction was a tax withholding, not a sale of shares by the officer, suggesting continued alignment of interests with shareholders.

Negatives

• No direct negatives are apparent from this routine tax withholding transaction.

Risks

• No specific risks related to the company's operations or financial health are mentioned in this Form 4 filing.

Future Outlook

NA

Industry Context

NA

Related Party Transactions

• Gael Forterre indirectly beneficially owns 32,500 shares through Armorica Partners, LLC (formerly Armori Capital Management, LLC). Mr. Forterre is the managing director and sole shareholder of Armorica Partners and has voting and dispositive control over these shares. He disclaims beneficial ownership except to the extent of his pecuniary interest.

Stakeholder Impact

• Shareholders: Minimal direct impact as this is a routine tax withholding and not a sale of shares by an insider. It confirms the vesting of executive compensation.
• Employees: The vesting of restricted stock units is a standard compensation practice, potentially reinforcing employee retention and motivation.

Key Dates

Recommendation

This Form 4 filing details a routine tax withholding transaction related to the vesting of restricted stock units for a company officer. It does not involve a discretionary sale of shares by the insider and therefore provides no new information that would fundamentally alter the investment thesis for VolitionRx. As such, a 'hold' recommendation is appropriate, maintaining existing positions based on broader company fundamentals rather than this specific, non-discretionary event.

Keywords

VolitionRx, VNRX, Gael Forterre, Form 4, Insider Transaction, Restricted Stock Units, RSU, Tax Withholding, Beneficial Ownership, Chief Commercial Officer