VolitionRx Limited (VNRX) Form 3 VOLITIONRX / JASON BRADLEY MD TERRELL ownership change

SEC Form 3

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^*

TERRELL JASON BRADLEY MD

(Last) (First) (Middle)

1 SCOTTS RD #24-05 SHAW CENTRE

(Street)

SINGAPORE U0 228208

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
01/01/2016

3. Issuer Name and Ticker or Trading Symbol
VOLITIONRX LTD [ VNRX ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Chief Medical Officer

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
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 Stock	61,364	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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)	(1)	(1)	Common Stock	25,000	2.47	D
Warrant (Right to Buy)	(2)	(2)	Common Stock	25,000	2.47	D
Warrant (Right to Buy)	(3)	(3)	Common Stock	50,000	2.47	D
Warrant (Right to Buy)	(4)	(4)	Common Stock	50,000	2.47	D
Stock Option (Right to Buy)	02/18/2015(5)	02/18/2019(5)	Common Stock	12,500	2.5	D
Stock Option (Right to Buy)	02/18/2016(5)	02/18/2020(5)	Common Stock	12,500	3	D

Explanation of Responses:

1. A total of 25,000 Common Stock Warrants are to vest, if earned, upon the Company signing a second clinical trial agreement in the United States. The Common Stock Warrants shall expire three years from the vesting date.

2. A total of 25,000 Common Stock Warrants are to vest, if earned, upon the Company signing an agreement with a laboratory/group certified through the CLIA for the use of the Company's proprietary screening kits and devices for the detection of certain diseases in humans in the United States. The Common Stock Warrants shall expire three years from the vesting date.

3. A total of 50,000 Common Stock Warrants are to vest, if earned, on the date the Company receives approval from the FDA for the sale and distribution in the United States of its first proprietary screening kit or device for the detection of a certain disease. The Common Stock Warrants shall expire three years from the vesting date.

4. A total of 50,000 Common Stock Warrants are to vest, if earned, on the date the Company receives approval from the FDA for the sale and distribution in the United States of its second proprietary screening kit or device for the detection of a certain disease. The Common Stock Warrants shall expire three years from the vesting date.

5. A total of 25,000 Stock Options were granted on August 18, 2014 under the Company's 2011 Equity Incentive Plan. The Options vest in two equal installments at 6 months and at 18 months from the date of grant, and expire four years from the vesting date.

Remarks:

The reporting person has served in a part-time capacity as the Chief Medical Officer and Head of U.S. Operations of VolitionRx Limited since March 2013, and also concurrently held positions between January 2013 and October 2015 with other publicly-held companies. The reporting person transitioned to full-time, employment status as the Chief Medical Officer and Head of U.S. Operations, and entered into an Employment Agreement, with VolitionRx Limited, effective January 1, 2016 (the indicated "Date of Event Requiring Statement").

	/s/ Jason Terrell, M.D.	01/01/2016
	** 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).
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