VOLITIONRX LTD 8-K

What Happened

• VolitionRx Ltd (VNRX) filed an 8-K (dated June 18, 2026) reporting that it issued common stock to Lind Global Asset Management XII LLC to satisfy scheduled payment obligations under a senior secured convertible promissory note (original principal $7,500,000) issued May 15, 2025 and amended January 7, 2026.
• Specifically, the company issued 212,259 shares on May 19, 2026 and 333,332 shares on June 17, 2026, together totaling 545,591 shares, each issuance satisfying a $416,666 payment obligation.

Key Details

• Note: senior secured convertible promissory note, original principal $7,500,000 (SPA dated May 15, 2025; amended Jan 7, 2026).
• Shares issued: 212,259 (May 19, 2026) + 333,332 (June 17, 2026) = 545,591 total shares.
• Each share issuance satisfied a $416,666 payment obligation to Lind.
• Offering relied on Securities Act exemptions (Section 3(a)(9) or 4(a)(2), and/or Rule 506 of Regulation D); issued to an existing securityholder, no commissions, no public offering or general solicitation.

Why It Matters

• The company reduced cash outflows by settling two debt payments with equity rather than cash, which conserves cash but increases outstanding shares — 545,591 new shares represent direct dilution to existing shareholders.
• The transactions are part of ongoing repayment under a $7.5M convertible note; investors should watch for further equity issuances, cash-payments, or conversions tied to this note that could affect share count and capital structure.