Nova Minerals Ltd — Share Issue/Capital Change 2024

Jul 23, 2024

Appendix 3G - Notification of issue, conversion or payment up of unquoted equity securities

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Announcement Summary

Entity name

NOVA MINERALS LIMITED

Date of this announcement

Wednesday July 24, 2024

The +securities the subject of this notification are: Other

Total number of +securities to be issued/transferred

		Total number of
ASX +security		+securities to be
code	Security description	issued/transferred	Issue date
New class - code	Unquoted warrants exercisable for Nasdaq listed	28,500,000	24/07/2024
to be confirmed	American Depositary Shares (ADSs)

Refer to next page for full details of the announcement

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Appendix 3G - Notification of issue, conversion or payment up of unquoted equity securities

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Part 1 - Entity and announcement details

1.1 Name of entity

NOVA MINERALS LIMITED

We (the entity named above) give notice of the issue, conversion or payment up of the following unquoted +securities.

1.2 Registered number type Registration number ACN 006690348

1.3 ASX issuer code

NVA

1.4 The announcement is

New announcement

1.5 Date of this announcement

24/7/2024

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Part 2 - Issue details

2.1 The +securities the subject of this notification are:

Other

Please specify

Refer to Appendix 3B - 24 July 2024

2.2a This notification is given in relation to an issue of +securities in a class which is not quoted on ASX and which:

does not have an existing ASX security code ("new class")

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Part 3C - number and type of +securities the subject of this notification (new class)

New +securities

ASX +security code +Security description New class - code to be confirmed Unquoted warrants exercisable for Nasdaq listed American Depositary Shares (ADSs) +Security type ISIN code Options Date the +securities the subject of this notification were issued 24/7/2024 Will all the +securities issued in this class rank equally in all respects from their issue date? Yes Have you received confirmation from ASX that the terms of the +securities are appropriate and equitable under listing rule 6.1? No Please provide a URL link for a document lodged with ASX setting out the material terms of the +securities being issued. Refer to ASX Announcement - 24 July 2024 As stated in the Prospectus filed with the SEC at www.sec.gov To view the filing, navigate to https://www.sec.gov/edgar/searchedgar/companysearch.html and type in the ticker "Nova" in the 'Company and Person Lookup' search bar.

Options Details

+Security currency Exercise price Expiry date AUD - Australian Dollar AUD 0.18060000 25/7/2029

Details of the existing class of +security that will be issued upon exercise or conversion of this new class of company option

NVA : ORDINARY FULLY PAID

Any other information the entity wishes to provide about the +securities the subject of this notification

1:1 Unquoted warrants exercisable for Nasdaq listed American Depositary Shares (ADSs) Warrants exercisable for US$7.266 (ADS-to-ordinary-share ratio of 1 to 60) - Exercise Price is AUD$0.1806

Please provide any further information needed to understand the circumstances in which you are notifying the issue of these +securities to ASX, including why the issue of the +securities has not been previously announced to the market in an Appendix 3B

1:1 Attaching Options - Refer Appendix 3B - 24 July 2024

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Appendix 3G - Notification of issue, conversion or payment up of unquoted equity securities

Issue details

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Number of +securities

28,500,000 Were the +securities issued for a cash consideration? Yes In what currency was the cash consideration being What was the issue price per +security? paid? AUD - Australian Dollar AUD 0.0000248979 Purpose of the issue To raise additional working capital

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Part 4 - +Securities on issue

Following the issue, conversion or payment up of the +securities the subject of this notification, the +securities of the entity will comprise:

The figures in parts 4.1 and 4.2 below are automatically generated and may not reflect the entity's current issued capital if other Appendix 2A, Appendix 3G or Appendix 3H forms are currently with ASX for processing.

4.1 Quoted +securities (Total number of each +class of +securities issued and quoted on ASX)

	Total number of
ASX +security code and description	+securities on issue
NVA : ORDINARY FULLY PAID	215,056,881

4.2 Unquoted +securities (Total number of each +class of +securities issued but not quoted on ASX)

	Total number of
ASX +security code and description	+securities on issue
NVAAT : OPTION EXPIRING 30-JUN-2025 EX $1.00	216
NVAAO : OPTION EXPIRING 16-JAN-2026 EX $0.91	1,714,286
NVAAM : PERFORMANCE RIGHTS	2,400,000
NVAAP : OPTION EXPIRING 30-NOV-2025 EX $1.20	8,250,000
NVAAN : OPTION EXPIRING 30-NOV-2024 EX $1.10	13,614,264
New class - code to be confirmed : Unquoted warrants exercisable for Nasdaq listed	28,500,000
American Depositary Shares (ADSs)

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Part 5 - Other Listing Rule requirements

5.1 Were the +securities issued under an exception in Listing Rule 7.2 and therefore the issue did not need any security holder approval under Listing Rule 7.1? No

5.2 Has the entity obtained, or is it obtaining, +security holder approval for the issue under listing rule 7.1? No

5.2b Are any of the +securities being issued without +security holder approval using the entity's 15% placement capacity under listing rule 7.1? Yes

5.2b.1 How many +securities are being issued without +security holder approval using the entity's 15% placement capacity under listing rule 7.1? 28500000

5.2c Are any of the +securities being issued without +security holder approval using the entity's additional 10% placement capacity under listing rule 7.1A (if applicable)? No

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