VolitionRx Limited

Item 3.02 Unregistered Sales of Equity Securities As previously reported, pursuant to that certain securities purchase agreement dated May 15, 2025 (as amended and restated on January 7, 2026, the “SPA”), VolitionRx Limited (the “Company”) issued to Lind Global Asset Management XII LLC, a Delaware limited liability company (“Lind”), senior secured convertible promissory notes in the original principal amounts of $7,500,000 and $2,400,000. In connection with its obligations under such notes, (a) on July 14, 2026, the Company issued to Lind an aggregate of 116,651 shares of common stock to satisfy a $133,333 payment obligation, (b) on July 16, 2026, the Company issued to Lind an aggregate of 372,023 shares of common stock to satisfy a $416,666 payment obligation, and (c) on August 6, 2026 the Company issued to Lind an aggregate of 290,697 shares of common stock to satisfy a $200,000 conversion obligation. The offering and sale of the shares of common stock underlying the note was made in reliance on the exemption afforded by Section 3(a)(9) or alternatively Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”), and/or Rule 506 of Regulation D under the Securities Act, and corresponding provisions of state securities or “blue sky” laws. The issuance of the shares of common stock was to an existing securityholder, did not involve any paid commissions, did not involve a public offering and was made without general solicitation or general advertising.