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Nova Minerals Ltd — Major Shareholding Notification 2025
May 6, 2025
34115_rns_2025-05-06_42bbb5bb-eab3-4750-a9a1-670621d6aca5.pdf
Major Shareholding Notification
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Form 604 Corporations Act 2001 Section 671B Notice of change of interests of substantial holder
| Form 604 Corporations Act 2001 Section 671B Notice of change of interests of substantial holder |
Form 604 Corporations Act 2001 Section 671B Notice of change of interests of substantial holder |
Form 604 Corporations Act 2001 Section 671B Notice of change of interests of substantial holder |
Form 604 Corporations Act 2001 Section 671B Notice of change of interests of substantial holder |
Form 604 Corporations Act 2001 Section 671B Notice of change of interests of substantial holder |
Form 604 Corporations Act 2001 Section 671B Notice of change of interests of substantial holder |
Form 604 Corporations Act 2001 Section 671B Notice of change of interests of substantial holder |
Form 604 Corporations Act 2001 Section 671B Notice of change of interests of substantial holder |
Form 604 Corporations Act 2001 Section 671B Notice of change of interests of substantial holder |
Form 604 Corporations Act 2001 Section 671B Notice of change of interests of substantial holder |
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| ToCompany Name/Scheme Nova Minerals Limited ACN/ARSN ACN 006 690 348 1. Details of substantial holder (1) Name Nebari Gold Fund 1, LP, Nebari Partners GP II LLC (being the General Partner of Nebari Gold Fund 1, LP), and Nebari Partners, LLC (being the investment manager of Nebari Gold Fund I, LP) (the foregoing persons collectivelybeingtheSubstantial Holders) ACN/ARSN (if applicable) N/A There was a change in the interests of the substantial holder on 02/05/2025 The previous notice was given to the company on 16/01/2025 The previous notice was dated 15/01/2025 2. Previous and present voting power The total number of votes attached to all the voting shares in the company or voting interests in the scheme that the substantial holder or an associate (2) had a relevant interest (3) in when last required, and when now required, to give a substantial holding notice to the company or scheme, are as follows: Class of securities (4) Previous notice Present notice Person’s votes Voting power(5) Person’s votes Voting power(5) Fully Paid Ordinary Shares (Shares) 38,205,938 11.866% 38 0.0% American Depository Securities each representing 60 Shares (ADS) N/A N/A 35,039,640 10.8483% 3. Changes in relevant interests Particulars of each change in, or change in the nature of, a relevant interest of the substantial holder or an associate in voting securities of the company or scheme, since the substantial holder was last required to give a substantial holding notice to the company or scheme are as follows: Date of change Person whose relevant interest changed Nature of change (6) Consideration given in relation to change (7) Class and number of securities affected Person’s votes affected 21/04/2025 Nebari Gold Fund 1, LP and each other Substantial Holder On Market Sale $74,482.98 5,524 ADS 331,440 22/04/2025 Nebari Gold Fund 1, LP and each other Substantial Holder On Market Sale $135,705.17 10,476 ADS 628,560 28/04/2025 Nebari Gold Fund 1, LP and each other Substantial Holder On Market Sale $30,116.82 2,303 ADS 138,180 29/04/2025 Nebari Gold Fund 1, LP and each other Substantial Holder On Market Sale $65,288.58 5,000 ADS 300,000 30/04/2025 Nebari Gold Fund 1, LP and each other Substantial Holder On Market Sale $866.16 66 ADS 3,960 |
Nova Minerals Limited | ||||||||
| ACN 006 690 348 | |||||||||
| Nebari Gold Fund 1, LP, Nebari Partners GP II LLC (being the General Partner of Nebari Gold Fund 1, LP), and Nebari Partners, LLC (being the investment manager of Nebari Gold Fund I, LP) (the foregoing persons collectivelybeingtheSubstantial Holders) |
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| N/A | |||||||||
| Date of change |
Person whose relevant interest changed |
Nature of change (6) |
Consideration given in relation to change (7) |
Class and number of securities affected |
Person’s votes affected |
||||
| 21/04/2025 | Nebari Gold Fund 1, LP and each other Substantial Holder |
On Market Sale |
$74,482.98 | 5,524 ADS | 331,440 | ||||
| 22/04/2025 | Nebari Gold Fund 1, LP and each other Substantial Holder |
On Market Sale |
$135,705.17 | 10,476 ADS | 628,560 | ||||
| 28/04/2025 | Nebari Gold Fund 1, LP and each other Substantial Holder |
On Market Sale |
$30,116.82 | 2,303 ADS | 138,180 | ||||
| 29/04/2025 | Nebari Gold Fund 1, LP and each other Substantial Holder |
On Market Sale |
$65,288.58 | 5,000 ADS | 300,000 | ||||
| 30/04/2025 | Nebari Gold Fund 1, LP and each other Substantial Holder |
On Market Sale |
$866.16 | 66 ADS | 3,960 |
| 01/05/2025 | Nebari Gold Fund 1, LP and each other Substantial Holder |
On Market Sale |
$47,659.19 | 3,639 ADS | 218,340 |
|---|---|---|---|---|---|
| 02/05/2025 | Nebari Gold Fund 1, LP and each other Substantial Holder |
On Market Sale |
$338,856.52 | 25,763 ADS | 1,545,720 |
4. Present relevant interests
| Particulars of each relevant interest of the substantial holder in voting securities after the change are as follows: Holder of relevant interest Registered holder of securities Person entitled to be registered as holder(8) Nature of relevant interest (6) Class and number of securities Nebari Gold Fund 1, LP Bank of New York Melon (BNYM) BNYM Relevant interest under s608(1)(b) and s608(1)(c) of the Corporations Act 2001 (Cth) arising by virtue of Nebari Gold Fund 1, LP having the limited power to dispose of, or control the exercise of a power to dispose of, securities deposited with or held by BNYM (or its custodian or agent) in its capacity as depositary administering an ADS program in relation to securities issued in Nova Minerals Limited under a Deposit Agreement dated 23 July 2024 between Nova Minerals Limited, holders of American depositary receipts (ADRs) and BNYM (Deposit Agreement). 583,994 ADS Nebari Partners GP II LLC BNYM BNYM Relevant interest arises under sections 608(1)(b) and 608(1)(c) of the Corporations Act by virtue of Nebari Partners GP II LLC being General Partner of Nebari Gold Fund 1, LP and, in that capacity, having power to exercise (or control the exercise of) rights to vote the ADS and power to dispose of (or control the exercise of a power to dispose of) the ADS. 583,994 ADS Nebari Partners, LLC BNYM BNYM Relevant interest arises under sections 608(1)(b) and 608(1)(c) of the Corporations Act by virtue of Nebari Partners, LLC being the investment manager of Nebari Gold Fund 1, LP and, in that capacity, having power to exercise (or control the exercise of) rights to vote the ADS and power to dispose of (or control the exercise of a power to dispose of) the ADS. 583,994 ADS Nebari Gold Fund 1, LP Nebari Gold Fund 1, LP Nebari Gold Fund 1, LP Relevant interest arises under section 608(1)(a) of the Corporations as the registered holder of the Shares 38 Shares Nebari Partners GP II LLC Nebari Gold Fund 1, LP Nebari Gold Fund 1, LP Relevant interest arises under sections 608(1)(b) and 608(1)(c) of the Corporations Act by virtue of Nebari Partners GP II LLC being General Partner of Nebari Gold Fund 1, LP and, in that capacity, having power to exercise (or control the exercise of) rights to vote the Shares and power to dispose of (or control the exercise of a power to dispose of) the Shares. 38 Shares |
Particulars of each relevant interest of the substantial holder in voting securities after the change are as follows: Holder of relevant interest Registered holder of securities Person entitled to be registered as holder(8) Nature of relevant interest (6) Class and number of securities Nebari Gold Fund 1, LP Bank of New York Melon (BNYM) BNYM Relevant interest under s608(1)(b) and s608(1)(c) of the Corporations Act 2001 (Cth) arising by virtue of Nebari Gold Fund 1, LP having the limited power to dispose of, or control the exercise of a power to dispose of, securities deposited with or held by BNYM (or its custodian or agent) in its capacity as depositary administering an ADS program in relation to securities issued in Nova Minerals Limited under a Deposit Agreement dated 23 July 2024 between Nova Minerals Limited, holders of American depositary receipts (ADRs) and BNYM (Deposit Agreement). 583,994 ADS Nebari Partners GP II LLC BNYM BNYM Relevant interest arises under sections 608(1)(b) and 608(1)(c) of the Corporations Act by virtue of Nebari Partners GP II LLC being General Partner of Nebari Gold Fund 1, LP and, in that capacity, having power to exercise (or control the exercise of) rights to vote the ADS and power to dispose of (or control the exercise of a power to dispose of) the ADS. 583,994 ADS Nebari Partners, LLC BNYM BNYM Relevant interest arises under sections 608(1)(b) and 608(1)(c) of the Corporations Act by virtue of Nebari Partners, LLC being the investment manager of Nebari Gold Fund 1, LP and, in that capacity, having power to exercise (or control the exercise of) rights to vote the ADS and power to dispose of (or control the exercise of a power to dispose of) the ADS. 583,994 ADS Nebari Gold Fund 1, LP Nebari Gold Fund 1, LP Nebari Gold Fund 1, LP Relevant interest arises under section 608(1)(a) of the Corporations as the registered holder of the Shares 38 Shares Nebari Partners GP II LLC Nebari Gold Fund 1, LP Nebari Gold Fund 1, LP Relevant interest arises under sections 608(1)(b) and 608(1)(c) of the Corporations Act by virtue of Nebari Partners GP II LLC being General Partner of Nebari Gold Fund 1, LP and, in that capacity, having power to exercise (or control the exercise of) rights to vote the Shares and power to dispose of (or control the exercise of a power to dispose of) the Shares. 38 Shares |
Particulars of each relevant interest of the substantial holder in voting securities after the change are as follows: Holder of relevant interest Registered holder of securities Person entitled to be registered as holder(8) Nature of relevant interest (6) Class and number of securities Nebari Gold Fund 1, LP Bank of New York Melon (BNYM) BNYM Relevant interest under s608(1)(b) and s608(1)(c) of the Corporations Act 2001 (Cth) arising by virtue of Nebari Gold Fund 1, LP having the limited power to dispose of, or control the exercise of a power to dispose of, securities deposited with or held by BNYM (or its custodian or agent) in its capacity as depositary administering an ADS program in relation to securities issued in Nova Minerals Limited under a Deposit Agreement dated 23 July 2024 between Nova Minerals Limited, holders of American depositary receipts (ADRs) and BNYM (Deposit Agreement). 583,994 ADS Nebari Partners GP II LLC BNYM BNYM Relevant interest arises under sections 608(1)(b) and 608(1)(c) of the Corporations Act by virtue of Nebari Partners GP II LLC being General Partner of Nebari Gold Fund 1, LP and, in that capacity, having power to exercise (or control the exercise of) rights to vote the ADS and power to dispose of (or control the exercise of a power to dispose of) the ADS. 583,994 ADS Nebari Partners, LLC BNYM BNYM Relevant interest arises under sections 608(1)(b) and 608(1)(c) of the Corporations Act by virtue of Nebari Partners, LLC being the investment manager of Nebari Gold Fund 1, LP and, in that capacity, having power to exercise (or control the exercise of) rights to vote the ADS and power to dispose of (or control the exercise of a power to dispose of) the ADS. 583,994 ADS Nebari Gold Fund 1, LP Nebari Gold Fund 1, LP Nebari Gold Fund 1, LP Relevant interest arises under section 608(1)(a) of the Corporations as the registered holder of the Shares 38 Shares Nebari Partners GP II LLC Nebari Gold Fund 1, LP Nebari Gold Fund 1, LP Relevant interest arises under sections 608(1)(b) and 608(1)(c) of the Corporations Act by virtue of Nebari Partners GP II LLC being General Partner of Nebari Gold Fund 1, LP and, in that capacity, having power to exercise (or control the exercise of) rights to vote the Shares and power to dispose of (or control the exercise of a power to dispose of) the Shares. 38 Shares |
Particulars of each relevant interest of the substantial holder in voting securities after the change are as follows: Holder of relevant interest Registered holder of securities Person entitled to be registered as holder(8) Nature of relevant interest (6) Class and number of securities Nebari Gold Fund 1, LP Bank of New York Melon (BNYM) BNYM Relevant interest under s608(1)(b) and s608(1)(c) of the Corporations Act 2001 (Cth) arising by virtue of Nebari Gold Fund 1, LP having the limited power to dispose of, or control the exercise of a power to dispose of, securities deposited with or held by BNYM (or its custodian or agent) in its capacity as depositary administering an ADS program in relation to securities issued in Nova Minerals Limited under a Deposit Agreement dated 23 July 2024 between Nova Minerals Limited, holders of American depositary receipts (ADRs) and BNYM (Deposit Agreement). 583,994 ADS Nebari Partners GP II LLC BNYM BNYM Relevant interest arises under sections 608(1)(b) and 608(1)(c) of the Corporations Act by virtue of Nebari Partners GP II LLC being General Partner of Nebari Gold Fund 1, LP and, in that capacity, having power to exercise (or control the exercise of) rights to vote the ADS and power to dispose of (or control the exercise of a power to dispose of) the ADS. 583,994 ADS Nebari Partners, LLC BNYM BNYM Relevant interest arises under sections 608(1)(b) and 608(1)(c) of the Corporations Act by virtue of Nebari Partners, LLC being the investment manager of Nebari Gold Fund 1, LP and, in that capacity, having power to exercise (or control the exercise of) rights to vote the ADS and power to dispose of (or control the exercise of a power to dispose of) the ADS. 583,994 ADS Nebari Gold Fund 1, LP Nebari Gold Fund 1, LP Nebari Gold Fund 1, LP Relevant interest arises under section 608(1)(a) of the Corporations as the registered holder of the Shares 38 Shares Nebari Partners GP II LLC Nebari Gold Fund 1, LP Nebari Gold Fund 1, LP Relevant interest arises under sections 608(1)(b) and 608(1)(c) of the Corporations Act by virtue of Nebari Partners GP II LLC being General Partner of Nebari Gold Fund 1, LP and, in that capacity, having power to exercise (or control the exercise of) rights to vote the Shares and power to dispose of (or control the exercise of a power to dispose of) the Shares. 38 Shares |
Particulars of each relevant interest of the substantial holder in voting securities after the change are as follows: Holder of relevant interest Registered holder of securities Person entitled to be registered as holder(8) Nature of relevant interest (6) Class and number of securities Nebari Gold Fund 1, LP Bank of New York Melon (BNYM) BNYM Relevant interest under s608(1)(b) and s608(1)(c) of the Corporations Act 2001 (Cth) arising by virtue of Nebari Gold Fund 1, LP having the limited power to dispose of, or control the exercise of a power to dispose of, securities deposited with or held by BNYM (or its custodian or agent) in its capacity as depositary administering an ADS program in relation to securities issued in Nova Minerals Limited under a Deposit Agreement dated 23 July 2024 between Nova Minerals Limited, holders of American depositary receipts (ADRs) and BNYM (Deposit Agreement). 583,994 ADS Nebari Partners GP II LLC BNYM BNYM Relevant interest arises under sections 608(1)(b) and 608(1)(c) of the Corporations Act by virtue of Nebari Partners GP II LLC being General Partner of Nebari Gold Fund 1, LP and, in that capacity, having power to exercise (or control the exercise of) rights to vote the ADS and power to dispose of (or control the exercise of a power to dispose of) the ADS. 583,994 ADS Nebari Partners, LLC BNYM BNYM Relevant interest arises under sections 608(1)(b) and 608(1)(c) of the Corporations Act by virtue of Nebari Partners, LLC being the investment manager of Nebari Gold Fund 1, LP and, in that capacity, having power to exercise (or control the exercise of) rights to vote the ADS and power to dispose of (or control the exercise of a power to dispose of) the ADS. 583,994 ADS Nebari Gold Fund 1, LP Nebari Gold Fund 1, LP Nebari Gold Fund 1, LP Relevant interest arises under section 608(1)(a) of the Corporations as the registered holder of the Shares 38 Shares Nebari Partners GP II LLC Nebari Gold Fund 1, LP Nebari Gold Fund 1, LP Relevant interest arises under sections 608(1)(b) and 608(1)(c) of the Corporations Act by virtue of Nebari Partners GP II LLC being General Partner of Nebari Gold Fund 1, LP and, in that capacity, having power to exercise (or control the exercise of) rights to vote the Shares and power to dispose of (or control the exercise of a power to dispose of) the Shares. 38 Shares |
Particulars of each relevant interest of the substantial holder in voting securities after the change are as follows: Holder of relevant interest Registered holder of securities Person entitled to be registered as holder(8) Nature of relevant interest (6) Class and number of securities Nebari Gold Fund 1, LP Bank of New York Melon (BNYM) BNYM Relevant interest under s608(1)(b) and s608(1)(c) of the Corporations Act 2001 (Cth) arising by virtue of Nebari Gold Fund 1, LP having the limited power to dispose of, or control the exercise of a power to dispose of, securities deposited with or held by BNYM (or its custodian or agent) in its capacity as depositary administering an ADS program in relation to securities issued in Nova Minerals Limited under a Deposit Agreement dated 23 July 2024 between Nova Minerals Limited, holders of American depositary receipts (ADRs) and BNYM (Deposit Agreement). 583,994 ADS Nebari Partners GP II LLC BNYM BNYM Relevant interest arises under sections 608(1)(b) and 608(1)(c) of the Corporations Act by virtue of Nebari Partners GP II LLC being General Partner of Nebari Gold Fund 1, LP and, in that capacity, having power to exercise (or control the exercise of) rights to vote the ADS and power to dispose of (or control the exercise of a power to dispose of) the ADS. 583,994 ADS Nebari Partners, LLC BNYM BNYM Relevant interest arises under sections 608(1)(b) and 608(1)(c) of the Corporations Act by virtue of Nebari Partners, LLC being the investment manager of Nebari Gold Fund 1, LP and, in that capacity, having power to exercise (or control the exercise of) rights to vote the ADS and power to dispose of (or control the exercise of a power to dispose of) the ADS. 583,994 ADS Nebari Gold Fund 1, LP Nebari Gold Fund 1, LP Nebari Gold Fund 1, LP Relevant interest arises under section 608(1)(a) of the Corporations as the registered holder of the Shares 38 Shares Nebari Partners GP II LLC Nebari Gold Fund 1, LP Nebari Gold Fund 1, LP Relevant interest arises under sections 608(1)(b) and 608(1)(c) of the Corporations Act by virtue of Nebari Partners GP II LLC being General Partner of Nebari Gold Fund 1, LP and, in that capacity, having power to exercise (or control the exercise of) rights to vote the Shares and power to dispose of (or control the exercise of a power to dispose of) the Shares. 38 Shares |
|
|---|---|---|---|---|---|---|
| Holder of relevant interest |
Registered holder of securities |
Person entitled to be registered as holder(8) |
Nature of relevant interest (6) |
Class and number of securities |
Person’s votes | |
| Nebari Gold Fund 1, LP |
Bank of New York Melon (BNYM) |
BNYM | Relevant interest under s608(1)(b) and s608(1)(c) of the Corporations Act 2001 (Cth) arising by virtue of Nebari Gold Fund 1, LP having the limited power to dispose of, or control the exercise of a power to dispose of, securities deposited with or held by BNYM (or its custodian or agent) in its capacity as depositary administering an ADS program in relation to securities issued in Nova Minerals Limited under a Deposit Agreement dated 23 July 2024 between Nova Minerals Limited, holders of American depositary receipts (ADRs) and BNYM (Deposit Agreement). |
583,994 ADS |
35,039,640 | |
| Nebari Partners GP II LLC |
BNYM | BNYM | Relevant interest arises under sections 608(1)(b) and 608(1)(c) of the Corporations Act by virtue of Nebari Partners GP II LLC being General Partner of Nebari Gold Fund 1, LP and, in that capacity, having power to exercise (or control the exercise of) rights to vote the ADS and power to dispose of (or control the exercise of a power to dispose of) the ADS. |
583,994 ADS |
35,039,640 | |
| Nebari Partners, LLC |
BNYM | BNYM | Relevant interest arises under sections 608(1)(b) and 608(1)(c) of the Corporations Act by virtue of Nebari Partners, LLC being the investment manager of Nebari Gold Fund 1, LP and, in that capacity, having power to exercise (or control the exercise of) rights to vote the ADS and power to dispose of (or control the exercise of a power to dispose of) the ADS. |
583,994 ADS | 35,039,640 | |
| Nebari Gold Fund 1, LP |
Nebari Gold Fund 1, LP | Nebari Gold Fund 1, LP |
Relevant interest arises under section 608(1)(a) of the Corporations as the registered holder of the Shares |
38 Shares | 38 | |
| Nebari Partners GP II LLC |
Nebari Gold Fund 1, LP | Nebari Gold Fund 1, LP |
Relevant interest arises under sections 608(1)(b) and 608(1)(c) of the Corporations Act by virtue of Nebari Partners GP II LLC being General Partner of Nebari Gold Fund 1, LP and, in that capacity, having power to exercise (or control the exercise of) rights to vote the Shares and power to dispose of (or control the exercise of a power to dispose of) the Shares. |
38 Shares |
38 |
Nebari Nebari Gold Fund 1, LP Nebari Gold Fund Relevant interest arises Partners, LLC 1, LP under sections 608(1)(b) and 608(1)(c) of the Corporations Act by virtue of Nebari Partners, LLC being the investment manager of Nebari Gold Fund 1, LP and, in that 38 Shares 38 capacity, having power to exercise (or control the exercise of) rights to vote the Shares and power to dispose of (or control the exercise of a power to dispose of) the Shares.
5. Changes in association The persons who have become associates (2) of, ceased to be associates of, or have changed the nature of their association (9) with, the substantial holder in relation to voting interests in the company or scheme are as follows:
Name and ACN/ARSN (if applicable) Nature of association N/A N/A
6. Addresses
The addresses of persons named in this form are as follows:
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Name Address
c/o Nebari Partners, LLC of 667 Madison Avenue, 5th Floor, New York NY 10065
Each Substantial Holder
USA
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Signature
print name Daniel Freuman capacity Co-Manager sign here date May 6, 2025