Form 4: VolitionRX Director Kim Nguyen Acquires Shares in Lieu of Cash Compensation

Director Kim Nguyen acquired 9,893 shares of VolitionRX Ltd. common stock in lieu of cash compensation on March 1, 2025.

Summary

• On March 1, 2025, Kim Nguyen, a director of VolitionRX Ltd., acquired 9,893 shares of common stock.
• The acquisition was made in lieu of cash compensation under the Issuer's 2024 Stock Incentive Plan.
• The reporting person also indirectly owns 30,556 shares by spouse.
• The restricted stock units (RSUs) vest in three installments on March 1, 2025, April 1, 2025, and May 1, 2025, and are subject to further time-based vesting on March 1, 2026.
• Upon vesting and settlement, Nguyen will receive common stock equal to the number of RSUs that have vested.

Sentiment

Score: 7

Explanation: The sentiment is neutral to slightly positive. A director taking stock in lieu of cash shows confidence in the company's future. The vesting schedule also suggests a long-term commitment.

Positives

• A director taking compensation in stock aligns their interests with shareholders.
• The vesting schedule encourages continued service by the director.

Future Outlook

The director will receive shares of common stock upon vesting and settlement of the RSUs, contingent on continued service.

Industry Context

This type of stock award is common in the biotech industry to conserve cash and align management incentives with shareholder value.

Comparison to Industry Standards

• Stock-based compensation is a common practice among publicly traded companies, especially in the biotech sector, to attract and retain talent while managing cash flow.
• Companies like Exact Sciences and Guardant Health also utilize stock options and RSUs as part of their compensation packages for executives and directors.
• The vesting schedule is typical, designed to incentivize long-term commitment and performance.

Stakeholder Impact

• Shareholders may view the director's acceptance of stock in lieu of cash as a positive sign, aligning management's interests with their own.
• Employees may see this as a sign of confidence in the company's future prospects.

Next Steps

• The director will continue to vest in the RSUs over the coming year, contingent on continued service.
• The director will receive shares of common stock upon vesting and settlement of the RSUs.

Key Dates