エドガーで原本を確認する
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of December 2025
Commission File Number 001-42132
NOVA MINERALS LIMITED
(Translation of registrant’s name into English)
Suite 5, 242 Hawthorn Road,
Caulfield, Victoria 3161
Australia
+61 3 9537 1238
(Address of Principal Executive Offices)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:
| ☒ Form 20-F | ☐ Form 40-F |
NOVA MINERALS LIMITED
EXPLANATORY NOTE
Attached to this report on Form 6-K as Exhibit 99.1 is a copy of the release of Nova Minerals Limited (the “Company”) dated December 17, 2025, titled “Voluntary Suspension Request – ASX Code: NVA,” originally filed with the Australian Securities Exchange as required by the laws of Australia.
The Company’s securities on the Nasdaq Capital Market have been in a trading halt concurrent with the its trading halt on the Australian Stock Exchange. Trading on the Nasdaq Capital Market is expected to resume following the resumption of trading on the Australian Stock Exchange.
This report on Form 6-K (including the exhibits attached hereto) shall not be deemed to be “filed” for purposes of the Securities Exchange Act of 1934, as amended, and shall not be incorporated by reference into any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.
Financial Statements and Exhibits.
The following exhibits are being filed herewith:
| Exhibit No. | Description | |
| 99.1 | Release dated December 17, 2025 – Voluntary Suspension Request – ASX Code: NVA |
| - |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| NOVA MINERALS LIMITED | ||
| Date: December 17, 2025 | By: | /s/ Craig Bentley |
| Name: | Craig Bentley | |
| Title: | Director of Finance and Compliance and Director | |
| - |
Exhibit 99.1
Ash Abdul Aziz
Adviser, Listings Compliance (Melbourne)
ASX Compliance Pty Limited
Level 4 North Tower, 525 Collins Street
Melbourne VIC 3000
| By email only: | Ash Abdul Aziz |
| tradinghaltsmelbourne@asx.com.au |
Dear Ash
VOLUNTARY SUSPENSION REQUEST – ASX CODE: NVA
Nova Minerals Limit (Nova or the Company) (ASX: NVA, NASDAQ: NVA, FRA: QM3) requests that the voluntary suspension be extended for its ordinary shares (ASX Code: NVA) under Listing Rule 17.2 prior to the commencement of trading today.
Nova provides the following information for the purposes of Listing Rule 17.2:
| a) | Further to the Company’s request for a voluntary suspension on Monday, 15 December 2025, the Company is not in a position to make an announcement at this time, and requests an extension of the voluntary suspension, pending the announcement of the proposed capital raising as referenced in the Company’s trading halt request on 11 December 2025. |
| b) | The Company expects the voluntary suspension to end at the commencement of trade on Friday, 19 December 2025, when it anticipates it will be in a position to make an announcement to the market in respect of the proposed capital raising and the finalization of the fling of the Form F-31 Registration Statement with the Securities and Exchange Commission (SEC) in the USA. Form F-3 consists primarily of the specific transaction information. |
| c) | The event which the Company expects will end the suspension is the announcement regarding the proposed capital raising. |
| d) | The Company is not aware of any reason why the voluntary suspension should not be granted, nor of any other information necessary to inform the market about the voluntary suspension. |
This voluntary suspension request has been authorized for release by the Executive Directors.
1 Companies headquartered outside the US can list securities for sale on US exchanges with certain preconditions. One of these is fling a Form F-3 with the Securities and Exchange Commission (SEC). The form F-3 is intended to capture information for US investors about a foreign company that they would otherwise have access to if it were a domestic company, namely basic information about company finances and governance.
Yours sincerely
Ian Pamensky
Company Secretary
|
Main Operations Whiskey Bravo Airstrip Matanuska-Susitna Borough, Alaska, USA 1150 S Colony Way Suite 3-440, Palmer, AK 99645 |
Corporate Suite 5, 242 Hawthorn Road, Caulfield, VIC 3161, Australia Phone +61 3 9537 1238 |
www.novaminerals.com.au info@novaminerals.com.au ACN 006 690 348 NASDAQ: NVA ASX: NVA |
|
Christopher Gerteisen CEO and Executive Director E: info@novaminerals.com.au |
Annalise Batchelor Investor Relations and Media E: annalise.batchelor@sodali.com M: +61 432 312 807 |
Cameron Gilenko Investor Relations and Media E: cameron.gilenko@sodali.com M: +61 466 984 953 |
About Nova Minerals Limited
Nova Minerals Limited is a Gold, Antimony and Critical Minerals exploration and development company focused on advancing the Estelle Project, comprised of 514 km2 of State of Alaska mining claims, which contains multiple mining complexes across a 35 km long mineralized corridor of over 20 advanced Gold and Antimony prospects, including two already defined multi-million ounce resources, and several drill ready Antimony prospects with massive outcropping stibnite vein systems observed at surface. The 85% owned project is located 150 km northwest of Anchorage, Alaska, USA, in the prolific Tintina Gold Belt, a province which hosts a >220 million ounce (Moz) documented gold endowment and some of the world’s largest gold mines and discoveries including, Kinross Gold Corporation’s Fort Knox Gold Mine. The belt also hosts significant Antimony deposits and was a historical North American Antimony producer
| Nova Minerals Limited | ASX Announcement | 2 |