FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES 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*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 08/18/2015 |
3. Issuer Name and Ticker or Trading Symbol
VOLITIONRX LTD [ VNRX ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Beneficially Owned | |||
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1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
Common | 86,166 | D | |
Common | 14,290 | I(1) | Borlaug Limited |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
Warrant (Right to Buy) | 05/11/2012 | 05/10/2016 | Common Stock | 5,000 | $2.6 | I(3) | Borlaug Limited |
Stock Option (Right to Buy) | 05/25/2012 | 05/25/2016 | Common Stock | 20,000 | $3 | I(2) | Borlaug Limited |
Stock Option (Right to Buy) | 11/25/2012 | 11/25/2016 | Common Stock | 20,000 | $3 | I(2) | Borlaug Limited |
Stock Option (Right to Buy) | 05/25/2013 | 05/25/2017 | Common Stock | 20,000 | $4 | I(2) | Borlaug Limited |
Stock Option (Right to Buy) | 11/25/2013 | 11/25/2017 | Common Stock | 20,000 | $4 | I(2) | Borlaug Limited |
Stock Option (Right to Buy) | 05/25/2014 | 05/25/2018 | Common Stock | 20,000 | $5 | I(2) | Borlaug Limited |
Stock Option (Right to Buy) | 11/25/2014 | 11/25/2018 | Common Stock | 20,000 | $5 | I(2) | Borlaug Limited |
Stock Option (Right to Buy) | 12/13/2012 | 12/13/2015 | Common Stock | 50,000 | $3.01 | I(2) | Borlaug Limited |
Warrant (Right to Buy) | 11/25/2013 | 11/25/2018 | Common Stock | 4,290 | $2.4 | I(3) | Borlaug Limited |
Warrant (Right to Buy) | 02/26/2014 | 02/26/2019 | Common Stock | 10,000 | $2.2 | D | |
Stock Option (Right to Buy) | 02/18/2015 | 02/18/2019 | Common Stock | 65,000 | $2.5 | I(2) | Borlaug Limited |
Stock Option (Right to Buy) | 02/18/2016 | 02/18/2020 | Common Stock | 65,000 | $3 | I(2) | Borlaug Limited |
Stock Option (Right to Buy) | 01/23/2016 | 01/23/2020 | Common Stock | 55,000 | $4 | I(2) | Borlaug Limited |
Explanation of Responses: |
1. These shares of Common Stock are owned of record by Borlaug Limited, which is a consulting firm. Dr. Micallef is a controlling director of Borlaug Limited and has voting and dispositive control over these shares. However, Dr. Micallef disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein. |
2. These options to purchase Common Stock were granted pursuant to the Issuer's 2011 Equity Incentive Plan dated November 17, 2011, and are owned of record by Borlaug Limited, which is a consulting firm. Dr. Micallef is a controlling director of Borlaug Limited and has voting and dispositive control over the Common shares issuable to Borlaug Limited upon the exercise of these options. However, Dr. Micallef disclaims beneficial ownership of these Options and Warrants except to the extent of his pecuniary interest therein. |
3. These Common Stock Warrants are owned of record by Borlaug Limited, which is a consulting firm. Dr. Micallef is a controlling director of Borlaug Limited and has voting and dispositive control over the Common shares issuable to Borlaug Limited upon the conversion of these Warrants. However, Dr. Micallef disclaims beneficial ownership of these Options and Warrants except to the extent of his pecuniary interest therein. |
/s/ Jacob Vincent Micallef | 08/28/2015 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v). | ||
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |