Martin Charles Faulkes - Jul 5, 2023 Form 4 Insider Report for VOLITIONRX LTD (VNRX)

Role: Director
Signature: /s/ Martin Charles Faulkes
Stock symbol: VNRX
Transactions as of: Jul 5, 2023
Transactions value $: $0
Form type: 4
Date filed: 7/7/2023, 04:02 PM
Previous filing: Jan 13, 2023
Next filing: Aug 7, 2023

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	VNRX	Common Stock	Award	$0	+17.6K	+1.06%	$0.00	1.67M	Jul 5, 2023	Direct	F1
holding	VNRX	Common Stock						356K	Jul 5, 2023	By The Dill Faulkes Educational Trust Limited	F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	On October 4, 2022, the reporting person was awarded 39,000 restricted stock units ("RSUs") under the Issuer's 2015 Stock Incentive Plan, subject to vesting upon the achievement of certain corporate performance goals on or prior to December 31, 2022 and June 30, 2023 and also subject to time-based vesting. Certain of the performance goals were met, resulting in the rights with respect to 17,550 RSUs vesting. The RSUs are further subject to a 3-year time-based vesting schedule, vesting in three equal installments of 5,850 units on each of October 4, 2023, October 4, 2024 and October 4, 2025, respectively. Upon vesting and settlement, the reporting person will receive a number of shares of common stock equal to the number of RSUs that have vested. As reported in October 2022 and January 2023 respectively, the rights with respect to 6,825 RSUs and 14,625 RSUs subject to the award previously vested and remain subject to time-based vesting.
F2	These shares of common stock are beneficially owned by The Dill Faulkes Educational Trust Limited ("DFET"), a UK registered charity. The reporting person serves as the chairman, director and trustee of DFET and shares voting and dispositive control over these shares but disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.

Content

On October 4, 2022, the reporting person was awarded 39,000 restricted stock units ("RSUs") under the Issuer's 2015 Stock Incentive Plan, subject to vesting upon the achievement of certain corporate performance goals on or prior to December 31, 2022 and June 30, 2023 and also subject to time-based vesting. Certain of the performance goals were met, resulting in the rights with respect to 17,550 RSUs vesting. The RSUs are further subject to a 3-year time-based vesting schedule, vesting in three equal installments of 5,850 units on each of October 4, 2023, October 4, 2024 and October 4, 2025, respectively. Upon vesting and settlement, the reporting person will receive a number of shares of common stock equal to the number of RSUs that have vested. As reported in October 2022 and January 2023 respectively, the rights with respect to 6,825 RSUs and 14,625 RSUs subject to the award previously vested and remain subject to time-based vesting.

These shares of common stock are beneficially owned by The Dill Faulkes Educational Trust Limited ("DFET"), a UK registered charity. The reporting person serves as the chairman, director and trustee of DFET and shares voting and dispositive control over these shares but disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.