Nova Minerals Ltd — Share Issue/Capital Change 2026

Jun 5, 2026

ASX Announcement

5 June 2026

NOVA MINERALS

Trading Halt and Shareholder Information

Nova Minerals Limited (Nova or the Company) (ASX: NVA, Nasdaq: NVA, FSE: QM3) is pleased to provide shareholders with an update on its redomiciliation to the United States and answers to key questions regarding the transition.

Following orders issued by the Supreme Court of New South Wales and the schemes of arrangement becoming effective on 3 June 2026, the Company has suspended trading of its ordinary shares on the ASX and OTC markets, as well as its ADSs and listed warrants on Nasdaq.

Why is Nova Minerals currently in a trading halt and when will trading resume?

The trading suspension has been implemented to allow the Company sufficient time to complete the various steps required under the schemes and finalize its redomiciliation to the United States. The redomiciliation process is expected to be completed on or around 16 June 2026, following which trading of Nova Minerals Corp's ASX-listed CHESS Depositary Interests (CDIs) under the ticker code "NVA", and its NYSE American-listed common stock and listed warrants under the ticker codes "NVA" and "NVAWW", respectively, is expected to resume shortly thereafter.

What does the implementation of the schemes mean for my Nova Minerals holdings?

Following implementation of the schemes, all securityholders (other than Ineligible Foreign Shareholders and non-electing Small Parcel Holders as defined in the scheme booklet), registered as at the record date of 9 June 2026 will retain the same proportional ownership interest; however, their holdings will be exchanged for securities in the newly established U.S.-domiciled parent company, Nova Minerals Corp.

ASX Share Holders

Shareholders who held Nova Minerals shares listed on the ASX will have their shares exchanged on a one-for-one basis for ASX-listed CHESS Depositary Interests (CDIs) in Nova Minerals Corp. These CDIs carry equivalent voting rights and will continue to trade on the ASX under the existing ticker code "NVA".

CDI holders may elect to convert their holdings into NYSE-listed common stock of Nova Minerals Corp on the basis of one common share for every 12 CDIs held by contacting Computershare Australia and completing the required conversion process.

OTC Share Holders

Shareholders who held Nova Minerals shares on the OTC market will have their holdings exchanged on a one-for-twelve basis for NYSE American-listed common stock of Nova

Corporate – United States

Suite 300E, 6312 South Fiddlers Green Circle

Greenwood Village, Colorado 80111, USA

Phone +1 (720) 550 4223

Corporate - Australia

Suite 5, 242 Hawthorn Road,

Caulfield, Victoria 3161, Australia

Phone +61 3 9537 1238

www.novaminerals.com.au

info@novaminerals.com.au

ACN 006 690 348

NASDAQ: NVA ASX: NVA

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NOVA MINERALS

Minerals Corp, with any fractional entitlements rounded up to the nearest whole share. The common stock will trade on the NYSE American under the ticker code "NVA".

Nasdaq ADS Holders

Holders of Nova Minerals ADSs listed on Nasdaq will have their ADSs exchanged on a one-for-one basis for NYSE American-listed common stock of Nova Minerals Corp. The common stock will trade on the NYSE American under the ticker code "NVA".

Nasdaq Listed Warrant Holders

Holders of Nova Minerals listed warrants on Nasdaq will have their warrants exchanged on a one-for-three basis for NYSE American-listed warrants of Nova Minerals Corp. These warrants will continue to provide equivalent economic rights and will trade on the NYSE American under the ticker code "NVAWW".

Ineligible Foreign Shareholders and Non-Electing Small Parcel Holders

Shareholders who held ASX-listed shares with a value of less than A$500 and did not elect to opt out of the sale facility, together with Ineligible Foreign ASX Shareholders whose registered address is in a jurisdiction other than Australia, Belgium, Israel, New Zealand, Panama, the United Kingdom or the United States, will not receive CDIs in Nova Minerals Corp.

Instead, the CDIs to which they would otherwise have been entitled will be sold on-market by a sale agent within 90 business days of the Implementation Date. The net proceeds from those sales, after deduction of any applicable taxes, will be distributed to eligible holders on a pro rata basis.

Nova Minerals US Contact Details

As a U.S.-domiciled company, Nova Minerals Corp has established a corporate office in the United States to support its growing U.S. shareholder base and corporate operations.

Address: Nova Minerals Corp
Suite 300E, 6312 South Fiddlers Green Circle
Green Wood Village
Colorado 80111
USA

Phone: +1 (720) 550 4223

New Website Address

As part of the Company's redomiciliation to the United States, Nova Minerals Corp will adopt a new corporate website address, www.novamineralscorp.com, which is expected to go live in the coming weeks.

Nova Minerals Limited | ASX Announcement

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NOVA MINERALS

Estelle Gold and Critical Minerals Project Discussion and Analysis

Further discussion and analysis of the Estelle Gold and Critical Minerals Project is available through the interactive Vrfy 3D animations, presentations and videos, all available on the Company's website. www.novaminerals.com.au and soon to be www.novamineralscorp.com

This announcement has been authorized for release by the Executive Directors.

Contacts

Christopher Gerteisen
CEO and Executive Director
E: info@novaminerals.com.au

Paul Ryan
Sodali & Co
Investor Relations & Media
E: paul.ryan@sodali.com
M: +61 409 296 511

Cameron Gilenko
Sodali & Co
Investor Relations & Media
E: cameron.gilenko@sodali.com
M: +61 466 984 953

About Nova Minerals Limited

Nova Minerals Limited is advancing one of the world's largest undeveloped gold deposits into production and securing a U.S. domestic supply of the critical mineral antimony. The Company is focused on the exploration and development of the Estelle Gold and Critical Minerals Project, located in Alaska, a tier-one mining jurisdiction.

Estelle hosts two defined multi-million-ounce gold resources, and more than 20 prospects distributed along a 35-kilometre mineralised trend, 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. In parallel, Nova is advancing its critical minerals strategy, fully funded by a US$43.4 million U.S. Department of War award to develop a domestic antimony supply chain, targeted for production in late 2026/2027.

Website: www.novaminerals.com.au and soon to be www.novamineralscorp.com

LinkedIn: www.linkedin.com/company/nova-minerals-limited

X: @novaminerals

Cautionary Note Regarding Forward-Looking Statements

This news release contains "forward-looking information" within the meaning of applicable securities laws. Generally, any statements that are not historical facts may contain forward-looking information, and forward looking information can be identified by the use of forward-looking terminology such as "plans", "expects" or "does not expect", "is expected", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates" or "does not anticipate", or "believes", or variations of such words and phrases or indicates that certain actions, events or results "may", "could", "would", "might" or "will be" taken, "occur" or "be achieved." Forward-looking information is based on certain factors and assumptions management believes to be reasonable at the time such statements are made, including but not limited to, continued

Nova Minerals Limited | ASX Announcement

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NOVA MINERALS

exploration activities, Gold and other metal prices, the estimation of initial and sustaining capital requirements, the estimation of labor costs, the estimation of mineral reserves and resources, assumptions with respect to currency fluctuations, the timing and amount of future exploration and development expenditures, receipt of required regulatory approvals, the availability of necessary financing for the Project, permitting and such other assumptions and factors as set out herein. apparent inconsistencies in the figures shown in the MRE are due to rounding Forward-looking information is subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of the Company to be materially different from those expressed or implied by such forward-looking information, including but not limited to: risks related to changes in Gold prices; sources and cost of power and water for the Project; the estimation of initial capital requirements; the lack of historical operations; the estimation of labor costs; general global markets and economic conditions; risks associated with exploration of mineral deposits; the estimation of initial targeted mineral resource tonnage and grade for the Project; risks associated with uninsurable risks arising during the course of exploration; risks associated with currency fluctuations; environmental risks; competition faced in securing experienced personnel; access to adequate infrastructure to support exploration activities; risks associated with changes in the mining regulatory regime governing the Company and the Project; completion of the environmental assessment process; risks related to regulatory and permitting delays; risks related to potential conflicts of interest; the reliance on key personnel; financing, capitalization and liquidity risks including the risk that the financing necessary to fund continued exploration and development activities at the Project may not be available on satisfactory terms, or at all; the risk of potential dilution through the issuance of additional common shares of the Company; the risk of litigation.

Although the Company has attempted to identify important factors that cause results not to be as anticipated, estimated or intended, there can be no assurance that such forward-looking information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such information. Accordingly, readers should not place undue reliance on forward-looking information. Forward looking information is made as of the date of this announcement and the Company does not undertake to update or revise any forward-looking information which is included herein, except in accordance with applicable securities laws. All drilling and exploration activities is subject to no unforeseen circumstances.

Nova Minerals Limited | ASX Announcement