VolitionRX (VNRX) Registration filing summary

Offering details and pricing

• Amendment updates the selling stockholder table in the base prospectus, reflecting 10,006,360 shares being offered by Lind Global Asset Management XII LLC, based on 18,727,948 shares outstanding as of August 27, 2026.

• Shares offered are issuable upon conversion or exercise of notes and warrants, with exercise prices adjusted to $2.015 per share due to anti-dilution provisions following a June 2026 public offering at $1.55 per share.

• Notes and warrants contain contractual limitations preventing beneficial ownership above 4.99% and, previously, 19.99% of outstanding shares; the 19.99% limitation was terminated by shareholder approval on March 31, 2026.

Risk factors and disclosures

• Outstanding principal amounts of notes increased by $623,333 due to a market capitalization default on May 8, 2026.

• Anti-dilution and contractual limitations are in place to restrict conversion or exercise that would exceed certain ownership thresholds.

Management team and governance

• Registration statement signed by President and CEO Cameron Reynolds and other executive officers and directors, including CFO Terig Hughes and directors Rodney Gerard Rootsaert, Guy Innes, Dr. Alan Colman, Dr. Phillip Barnes, Kim Nguyen, Dr. Ethel Rubin, and Timothy Still.