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IMRN 6-K

Immuron Ltd (IMRN)

6-K 2024-10-29 For: 2024-10-29
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Added on April 09, 2026

UNITEDSTATES

SECURITIESAND EXCHANGE COMMISSION

Washington,D.C. 20549

Form6-K

REPORTOF FOREIGN PRIVATE ISSUER

PURSUANTTO RULE 13a-16 OR 15d-16 UNDER

THESECURITIES EXCHANGE ACT OF 1934

For the Month of October 2024

Commission File Number: 001-38104

IMMURONLIMITED

(Name of Registrant)

Level3, 62 Lygon Street, Carlton South, Victoria, 3053, Australia

(Address of principal executive office)

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 ☐

Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

Yes ☐       No ☒

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82-

IMMURONLIMITED

EXPLANATORYNOTE

Immuron Limited (the “Company”) published one announcement (the “Public Notices”) to the Australian Securities Exchange on October 29, 2024 titled:

- “Notification regarding unquoted securities - IMC”

A copy of the Public Notice is attached as an exhibit to this report on Form 6-K.

This report on Form 6-K (including the exhibit hereto) shall not be deemed to be “filed” for purposes of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) 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.

1

EXHIBITS

Exhibit <br><br> Number Description
99.1 Notification regarding unquoted securities - IMC
2

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.

IMMURON LIMITED
Date: October 29, 2024 By: /s/ Phillip<br> Hains
Phillip Hains
Company Secretary

3

Exhibit99.1

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

Announcement Summary

Entity name

IMMURON LIMITED

Date of this announcement

Tuesday October 29, 2024

The +securities the subject of this notification are:

+Other securities issued under an +employee incentive scheme that are not intended to be quoted on ASX

Total number of +securities to be issued/transferred


ASX<br> +security code Security<br> description Total<br> number of +securities to be issued/transferred Issue<br> date
IMCAE PERFORMANCE RIGHTS 5,386,810 24/10/2024

Refer to next page for full details of the announcement

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Part 1 - Entity and announcement details

1.1 Name of entity

IMMURON LIMITED

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

1.2<br> Registered number type Registration<br> number
ACN 063114045

1.3 ASX issuer code

IMC

1.4 The announcement is

New announcement

1.5 Date of this announcement

29/10/2024

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| --- | --- | | Appendix<br> 3G - Notification of issue, conversion or payment up of unquoted equity securities | | --- |

Part 2 - Issue details

2.1 The +securities the subject of this notification are:

+Other securities issued under an +employee incentive scheme that are not intended to be quoted on ASX

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

has an existing ASX security code ("existing class")

| Appendix 3G - Notification of issue, conversion or payment up of unquoted equity securities | 3 / 6 |

| --- | --- | | Appendix<br> 3G - Notification of issue, conversion or payment up of unquoted equity securities | | --- |

Part 3B - number and type of +securities the subject of this notification (existing class) where issue has not previously been notified to ASX in an Appendix 3B

ASX +security code and description

IMCAE : PERFORMANCE RIGHTS

Date the +securities the subject of this notification were issued

24/10/2024

Will these +securities rank equally in all respects from their issue date with the existing issued +securities in thatclass

Yes

Were any of the +securities issued to +key management personnel (KMP) or an +associate?

Yes

Providedetails of the KMP or +associates being issued +securities.

Name<br> of KMP Name<br> of registered holder Number<br> of +securities
Mr Steven Lydeamore Mr Steven Lydeamore 2,736,515
Mr Jerry Kanellos Mr Jerry Kanellos 1,088,535
Mr Flavio Palumbo Mr Flavio Palumbo 985,883

Pleaseprovide a URL link for a document lodged with ASX detailing the terms of the +employee incentive scheme or a summary of the terms

As per the Omnibus Incentive Plan approved by shareholders in the AGM held on 21 November 2023:

https://cdn-api.markitdigital.com/apiman-gateway/ASX/asx-research/1.0/file/2924-02728563-3A628911

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

These performance rights are subject to vesting conditions tied to Board of Directors approved LTI targets.

Issue details

Numberof +securities

5,386,810

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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)

ASX +security code and description Total<br> number of<br><br> +securities on issue
IMC<br> : ORDINARY FULLY PAID 229,145,429

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

ASX<br> +security code and description
IMCAE : PERFORMANCE<br> RIGHTS 5,928,566
IMCAI : OPTION EXPIRING VARIOUS<br> DATES EX VARIOUS PRICES 2,930,000
IMCAD : OPTION EXPIRING 13-NOV-2024<br> EX 0.12 7,900,000
IMCAM : OPTION EXPIRING 21-JUL-2025<br> EX 0.5859375 2,560,000

All values are in US Dollars.

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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?

Yes

5.1a Select the number of the applicable exception in Listing Rule 7.2

13

Appendix<br> 3G - Notification of issue, conversion or payment up of unquoted equity securities 6<br> / 6