Statement of Changes in Beneficial Ownership (4)
29 July 2020 - 12:32AM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
Micallef Jacob Vincent |
2. Issuer Name and Ticker or Trading Symbol
VOLITIONRX LTD
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VNRX
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Chief Scientific Officer |
(Last)
(First)
(Middle)
13215 BEE CAVE PARKWAY, SUITE 125 GALLERIA OAKS B |
3. Date of Earliest Transaction
(MM/DD/YYYY)
7/27/2020 |
(Street)
AUSTIN, TX 78738
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Option (Right to Buy) | $2.5 | 7/27/2020 | | G (1) |
V
| | 65000 | 2/18/2015 | 8/18/2020 | Common Stock | 65000 | $0 | 0 | I | Borlaug Limited |
Option (Right to Buy) | $3 | 7/27/2020 | | G (1) |
V
| | 65000 | 2/18/2016 | 8/18/2020 | Common Stock | 65000 | $0 | 0 | I | Borlaug Limited |
Option (Right to Buy) | $2.5 | 7/27/2020 | | G (1) |
V
| 65000 | | 2/18/2015 | 8/18/2020 | Common Stock | 65000 | $0 | 65000 | D | |
Option (Right to Buy) | $3 | 7/27/2020 | | G (1) |
V
| 65000 | | 2/18/2016 | 8/18/2020 | Common Stock | 65000 | $0 | 65000 | D | |
Option (Right to Buy) | $4 | 7/27/2020 | | G (2) |
V
| | 55000 | 1/23/2016 | 7/23/2021 | Common Stock | 55000 | $0 | 0 | I | Borlaug Limited |
Option (Right to Buy) | $4 | 7/27/2020 | | G (2) |
V
| 55000 | | 1/23/2016 | 7/23/2021 | Common Stock | 55000 | $0 | 55000 | D | |
Explanation of Responses: |
(1) | The option to purchase an aggregate of 130,000 shares of Common Stock of VolitionRx Limited (the "Issuer"), was granted to Borlaug Limited ("Borlaug"), a consulting firm, on August 18, 2014 under the Issuer's 2011 Equity Incentive Plan (the "2011 Plan"). Dr. Micallef is a controlling director of Borlaug and has voting and dispositive control over the Common Stock issuable to Borlaug upon the exercise of the option. The option was then transferred by Borlaug to Dr. Micallef on July 27, 2020. |
(2) | The option to purchase 55,000 shares of Common Stock of the Issuer was granted to Borlaug on July 23, 2015 under the Issuer's 2011 Plan. The option was then transferred by Borlaug to Dr. Micallef on July 27, 2020. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Micallef Jacob Vincent 13215 BEE CAVE PARKWAY SUITE 125 GALLERIA OAKS B AUSTIN, TX 78738 |
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| Chief Scientific Officer |
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Signatures
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/s/ Jacob Vincent Micallef | | 7/28/2020 |
**Signature of Reporting Person | Date |
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