6-K
ioneer Ltd (IONR)
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 of the
Securities Exchange Act of 1934
For the month of May 2026
Commission File Number: 001-41412
ioneer Ltd
(Translation of registrant’s name into English)
Suite 16.01, 213 Miller Street
North Sydney, NSW, 2060, Australia
(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 X Form 40-F □
EXHIBIT INDEX
The following exhibits are filed as part of this Form 6-K:
| Exhibit | Description |
|---|---|
| 99.1 | Results of 2026 Annual General Meeting |
| 99.2 | 2026 AGM Managing Director Presentation |
| 99.3 | Executive Chair’s Address 2026 Annual General Meeting |
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.
| ioneer Ltd | ||
|---|---|---|
| (registrant) | ||
| Date: May 21, 2026 | By: | /s/ April Hashimoto |
| Name: April Hashimoto | ||
| Title: Chief Financial Officer |
Exhibit 99.1
ASX ANNOUNCEMENT
21 May 2026
Company Announcements Office
Australian Securities Exchange
Level 4, Exchange Centre
20 Bridge Street
SYDNEY NSW 2000
Results of 2026 Annual General Meeting
In accordance with Listing Rule 3.13.2 and section 251AA of the Corporations Act 2001 (Cth), the results of the resolutions put to shareholders at today’s ioneer Ltd Annual General Meeting are included in the attached document.
All resolutions put to the meeting were carried by way of a poll. All resolutions were carried. Details of the resolutions and the proxies received in respect of each resolution are set out in the attached proxy summary.
This announcement was authorised for release by the Company Secretary of ioneer Ltd.
Olga Smejkalova
Company Secretary
ioneer Ltd
—ENDS—
ioneer Ltd
Annual General Meeting
Thursday, 21 May 2026
Results of Meeting
The following information is provided in accordance with section 251AA(2) of the Corporations Act 2001 (Cth) and ASX Listing Rule 3.13.2.
| Resolution details | Instructions given to validly appointed proxies<br><br> <br>(as at proxy close) | Number of votes cast on the poll<br><br> <br>(where applicable) | Resolution<br><br> <br>Result | If s250U<br><br> <br>applies | ||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Resolution | Resolution Type | For | Against | Proxy's<br><br> <br>Discretion | Abstain | For | Against | Abstain* | Carried /<br><br> <br>Not Carried | |
| 1. To Adopt the Remuneration Report | Ordinary | 539,146,734 | 176,585,208 | 42,431,395 | 686,689 | 584,777,434 | 177,288,508 | 814,699 | Carried | NO |
| 71.11% | 23.29% | 5.60% | 76.74% | 23.26% | ||||||
| 2. Re-Election of Rose McKinney-James as a Non-Executive Director | Ordinary | 676,611,540 | 116,888,207 | 115,211,831 | 740,531 | 795,725,976 | 116,888,207 | 868,541 | Carried | NA |
| 74.46% | 12.86% | 12.68% | 87.19% | 12.81% | ||||||
| 3. Re-Election of James D. Calaway as Executive Director | Ordinary | 610,022,394 | 183,490,093 | 115,217,331 | 722,291 | 729,142,330 | 183,490,093 | 850,301 | Carried | NA |
| 67.13% | 20.19% | 12.68% | 79.89% | 20.11% | ||||||
| 4. Approval of issue of Performance Rights to James D. Calaway in lieu of Directors’ fees | Ordinary | 665,955,736 | 70,638,483 | 107,115,026 | 65,738,864 | 776,973,367 | 70,638,483 | 65,866,874 | Carried | NA |
| 78.93% | 8.37% | 12.70% | 91.67% | 8.33% | ||||||
| 5. Approval of issue of Performance Rights to Alan Davies in lieu of Directors’ fees | Ordinary | 742,330,903 | 46,324,769 | 115,312,789 | 5,479,648 | 861,546,297 | 46,324,769 | 5,607,658 | Carried | NA |
| 82.12% | 5.12% | 12.76% | 94.90% | 5.10% | ||||||
| 6. Approval of issue of Performance Rights to Rose McKinney-James in lieu of Directors’ fees | Ordinary | 746,611,352 | 46,303,269 | 113,650,529 | 2,080,699 | 864,164,486 | 46,303,269 | 2,208,709 | Carried | NA |
| 82.28% | 5.10% | 12.53% | 94.91% | 5.09% | ||||||
| 7. Approval of issue of Performance Rights to Margaret R. Walker in lieu of Directors’ fees | Ordinary | 745,794,832 | 46,327,529 | 114,442,789 | 2,886,959 | 864,140,226 | 46,327,529 | 3,014,969 | Carried | NA |
| 82.27% | 5.11% | 12.62% | 94.91% | 5.09% | ||||||
| 8. Approval of issue of Performance Rights to Timothy R. Woodall in lieu of Directors’ fees | Ordinary | 746,619,852 | 46,278,769 | 114,492,789 | 2,060,699 | 865,015,246 | 46,278,769 | 2,188,709 | Carried | NA |
| 82.28% | 5.10% | 12.62% | 94.92% | 5.08% | ||||||
| 9. Ratification of prior issue of Shares to Placement Participants | Ordinary | 644,166,205 | 49,198,128 | 115,284,331 | 100,643,445 | 763,349,841 | 49,201,428 | 100,771,455 | Carried | NA |
| 79.66% | 6.08% | 14.26% | 93.94% | 6.06% | ||||||
| 10. Contingent resolution to spill the Board (Conditional Resolution) | Ordinary | 182,548,727 | 505,454,308 | 44,255,332 | 26,591,659 | NA | ||||
| 24.93% | 69.03% | 6.04% | NOT REQUIRED |
* Votes cast by a person who abstains on an item are not counted in calculating the required majority on a poll.
Exhibit 99.2
1 2026 AGM Managing Director Presentation Li B MANAGING DIRECTOR PRESENTATION 21 May 2026 : IONR www.ioneer.com ASX : INR
Disclaimer 2 This presentation has been prepared as a summary only and does not contain all information about ioneer Ltds (ioneer or the Company) assets and liabilities, financial position and performance, profits and losses, prospects, and the rights and liabilities attaching to ioneer’s securities. The securities issued by ioneer are considered speculative and there is no guarantee that they will make a return on the capital invested, that dividends will be paid on the shares or that there will be an increase in the value of the shares in the future. ioneer does not purport to give financial or investment advice. No account has been taken of the objectives, financial situation or needs of any recipient of this presentation. Recipients of this presentation should carefully consider whether the securities issued by ioneer are an appropriate investment for them in light of their personal circumstances, including their financial and taxation position. Investors should make and rely upon their own enquiries before deciding to acquire or deal in the Company's securities. Forward Looking Statements Various statements in this presentation constitute statements relating to intentions, future acts and events which are generally classified as “forward looking statements”. These forward-looking statements are not guarantees or predictions of future performance and involve known and unknown risks, uncertainties and other important factors (many of which are beyond the Company’s control) that could cause those future acts, events and circumstances to differ materially from what is presented or implicitly portrayed in this presentation. For example, future reserves described in this presentation may be based, in part, on market prices that may vary significantly from current levels. These variations may materially affect the timing or feasibility of particular developments. Words such as “anticipates”, “expects”, “intends”, “plans”, “believes”, “seeks”, “estimates”, “potential” and similar expressions are intended to identify forward-looking statements. ioneer cautions security holders and prospective security holders to not place undue reliance on these forward-looking statements, which reflect the view of ioneer only as of the date of this presentation. The forward-looking statements made in this presentation relate only to events as of the date on which the statements are made. Except as required by applicable regulations or by law, ioneer does not undertake any obligation to publicly update or review any forward-looking statements, whether as a result of new information or future events. Past performance cannot be relied on as a guide to future performance. Competent Persons Statement In respect of Mineral Resources and Ore Reserves referred to in this presentation and previously reported by the Company in accordance with JORC Code 2012, the Company confirms that it is not aware of any new information or data that materially affects the information included in the public reports titled “Further Leach Optimisation Enhances Project Economics” dated 29 October 2025, released on ASX. Further information regarding the Mineral Resource estimate and Ore Reserve can be found in those reports. All material assumptions and technical parameters underpinning the estimates in the reports continue to apply and have not materially changed. In respect of production targets referred to in this presentation, the Company confirms that it is not aware of any new information or data that materially affects the information included in the public report titled “Material Improvement to Project Economics” dated 3 September 2025. Further information regarding the production estimates can be found in that report. All material assumptions and technical parameters underpinning the estimates in the report continue to apply and have not materially changed. No offer of securities Nothing in this presentation should be construed as either an offer to sell or a solicitation of an offer to buy or sell ioneer securities in any jurisdiction or be treated or relied upon as a recommendation or advice by ioneer. Reliance on third party information The views expressed in this presentation contain information that has been derived from publicly available sources that have not been independently verified. No representation or warranty is made as to the accuracy, completeness or reliability of the information. This presentation should not be relied upon as a recommendation or forecast by ioneer. Lithium Carbonate Equivalent The formula used for the Lithium Carbonate Equivalent (LCE) values quoted in this presentation is: LCE = (lithium carbonate tonnes produced + lithium hydroxide tonnes produced * 0.880 Note All $’s in this presentation are US$’s except where otherwise noted.
3 Key Investment Highlights Strong and resilient economics Lithium-Boron Project – NPV = $2.3B, IRR = 23.2% (levered) 265Mt Ore Reserve (PP), 77 year mine life, 3.4mtpa in Phase 1 operation All-in sustaining cash cost of US$4,628 bottom quartile of global lithium cost curve Status of the Partnering Process Proven expansion potential – 549Mt Mineral Resource (MII) Fully permitted, shovel ready, with off-takes, and low-cost US government debt 2 3 4 5 6 1
Rhyolite Ridge is Different Than Any Other Lithium or Boron Deposit 4
5 Boron Makes Rhyolite Ridge SpecialThe only known Vat/Heap leachable Lithium deposit globally: 1.5-day leach cycle Column testing of ore at KCA, Reno Collection of bulk samples from site Ore post leach in vat at pilot plant, Kemetco Vancouver Searlesite ore, pre leach Searlesite ore, post leach Column test at KCA, Reno Crystallisers and evaporators, Kemetco pilot plant Vancouver
Proposed Rhyolite Ridge Process PlantHelping secure the U.S. supply chain for two critical minerals 6 Ore Handling/ Sizing and Storage Sulphuric Acid Plant Vat Leach Plant Sulphur Supply Power Plant Plant Utilities Boric Acid Circuit Reagents Lithium Carbonate Circuit Evaporation / Crystallization
U.S. is expected to account for 51% of data center BESS demand, to be driven by a projected >180% increase in global data center electricity demand by 2030 Represents ~125,000 LCE tons of annual demand in the U.S. in 2027 and beyond as the U.S. is expected to account for 25%-30% of global BESS deployments OEMs have announced significant commitments to battery electric vehicle (BEV) transition and are constructing several new gigafactories across the U.S. and Canada Current U.S. EV demand requires over ~100,000 LCE tons U.S. demand for lithium also driven by other consumer, industrial and military applications Current U.S. production is ~5,000 LCE tons AI Data Centers and New Gigafactories to Drive U.S. Domestic Lithium Demand Source: Company press releases, Rho Motion (Benchmark Minerals) | 1 Forecasts from Rho Motion’s Q2 2025 Battery Energy Stationary Storage Forecast. 7 Rhyolite Ridge is well positioned to meet the needs of the domestic lithium supply chain Nevada100 GWh Texas 200 GWh Nevada37 GWh Tennessee 45 GWh Tennessee 30 GWh Tennessee 30 GWh Georgia 10 GWh North Carolina 30 GWh Ohio 30 GWh Michigan41 GWh Windsor 49.5 GWh St. Thomas90 GWh California 40 GWh Strategically Located to Serve Developing EV Hubs Across North America Positioned to Serve Increased BESS Demand From AI Data Center Growth Global Data Center Battery Additions (GWh, 2025-2030)1 Global Data Center Electricity Demand (TWh)1 +183%
Boron is an Important Mineral With Strategic End-Uses 8 And is one of the rarest elements found in commercial quantities Source: Rhyolite Ridge Feasibility Study, US Department of the Interior 2025 Geological Survey, INR market intelligence Key Strategic End-Markets Strategic importance of boron growing, with the U.S., European Union, and United Kingdom designating boron as a critical mineral Nuclear Aerospace & Defense Armor & Ballistics Defense Communications Missile & Aerospace Systems Clean Energy Agriculture Semiconductor / Electronics Chemicals Boron Overview Borates are used across 300+ diverse applications 70% of borates are used as concentrates, refined borates, or boric acid in glass, ceramics, detergents, and fertilizers U.S. raw demand approx. 350ktpa B2O3 Growing use in key strategic end-markets has seen governments, including the U.S., United Kingdom and the European Union, list boron as a critical mineral In Nov-2025, the U.S. Department of Interior released a revised List of Critical Minerals, which included boron; this inclusion reaffirmed the U.S. government’s commitment to expanding secure, U.S.-based sources of boron and other critical materials Key strategic applications include aerospace and defense (body armor, and armored vehicles), nuclear (for nuclear shielding and reactors), semiconductors, and clean energy (solar panels, permanent magnets, EVs) Borate Application by Market Share
9 Substantially De-Risked Project 1 See announcement dated 25 October 2024 entitled “Rhyolite Ridge Lithium-Boron Project Receives Final Permit Approval”.2 See announcement dated 20 January 2025 entitled “Rhyolite Ridge Lithium-Boron Project closes upsized US$996 million loan from U.S. Department of Energy to accelerate domestic critical mineral production”. Permitted Shovel Ready OfftakesIn Place Low-Cost Debt 70% Engineering design complete Industry leading partners Proven technology & equipment Technically led approach - + $200 m invested Lithium & Boron offtake Placed Signed lithium offtakes with Ford, EcoPro, PPES and Dragonfly Signed boron offtake and sales agreements U.S DOE loan for $996 million2 Low interest Long tenor Government loan Final Federal permit received in October 20241 The BLM issued a positive Record of Decision (ROD) concluding the NEPA process
10 Expansion Potential Mineral Resource is limited to part of the South Basin as shown on the map Further drilling in South and North Basins likely to result in increase to Mineral Resource Estimate Multiple expansion options with potential to increase lithium and boron supply to meet growing demand Mineral Resource Estimate1 Group Classification Tonnes (M) Li (ppm) B (ppm) Li2CO3 (wt. %) H3BO3 (wt. %) Li2CO3 (kt) H3BO3 (kt) Combined Streams October 2025 Resource Mea + Ind 440.3 1,424 5,026 0.76 2.87 3,337 12,655 Inf 108.3 1,310 3,384 0.70 1.93 755 2,095 Total 548.6 1,401 4,702 0.75 2.69 4,092 14,750 1 See Company announcement titled “Further Leach Optimisation Enhances Project Economics” dated 29 October 2025 Resource
11 Partnering Process ProgressingAgainst an increasingly favourable backdrop Boron listed as a critical mineral in Nov 2025 US-Japan and US-Korea trade agreements US Government announces direct investments in critical minerals projects starting with rare earths Strategic process announcement for producing U.S. boron asset Boron prices stable at around $1000/t Lithium prices triple over past 12 months
Commitment to Sustainability 12 StrongGovernance Strong governance practices are essential to ioneer’s success Seek to build trust with our stakeholders by operating with integrity, transparency, and strict adherence to regulations Great People Dedicated to creating a workplace where every team member feels valued, safe, and empowered Value all our employees and offer competitive wages and benefits, as well as on the job learning, training opportunities and skills development Supportive Communities Community support is essential for obtaining and maintaining our social license to operate Engaging with local communities and Indigenous Peoples is vital to building trust and transparency Environmental Commitment Dedicated to safeguarding the health of the environment, preserving natural spaces, and supporting biodiversity Efforts focused on identifying initiatives to reduce emissions, improve energy efficiency, use water effectively, and conserve biodiversity 12
Providing Direct Economic Benefits to the Community 13 Employment Opportunities More than $838mm in direct local investment will support 1,426 direct / indirect jobs and $247mm in salaries and wages Tax Revenues ~$33mm per year on average, in fiscal revenue for state and local governments through taxes and regulatory fees Economic Activity Project’s operational impacts estimated to generate an average of $889mm in annual economic activity, support $61mm in personal incomes and employ 638 direct / indirect workers per year Translates to $23bn in regional activity over first 25 years of full operations Donations & Scholarships A track record of charitable support in the community Annual ioneer Sustainable World Scholarship awarded to high school seniors, including those from nearby Tribal Nations pursuing higher education endeavors 13
14 Key Takeaways Shovel Ready Expandable Robust Economics Dual Revenue Unique Deposit A rare, long-life, permitted, shovel ready project in the U.S. with strong government support A stable, secure, long-term supply of two products essential for batteries, magnets, semiconductors and other military applications Critical for the onshoring of refined lithium and boron Next Steps: Equity Financing, FID, Construction (36mths), First Production 2029
15 The next U.S. Lithium Producer www.ioneer.com. ir@ioneer.com
Exhibit 99.3
ASX ANNOUNCEMENT
21 May 2026
Executive Chair’s Address
2026 Annual General Meeting
Dear Shareholders,
I am pleased to report that ioneer is in a favorable position to move the Rhyolite Ridge Lithium-Boron Project to a Final Investment Decision (FID). Since we last spoke, our sole focus has been on achieving our critical financing milestone and doing it in a way that maximizes the potential risk adjusted return for shareholders.
Because Rhyolite Ridge is shovel ready, we continue to see considerable interest in our project. The project is uniquely positioned to contribute to onshoring U.S. critical mineral production and create U.S. jobs at time when both are urgently needed. General market conditions are bringing new support for large, construction-ready greenfield projects like ours. With prices higher, the case for making large capital investments like Rhyolite Ridge are easier to support.
We are deeply engaged in working with private sector, the U.S. Government and critical trading partners to secure the resources to build our project and lead the efforts to build end-product production for both lithium chemicals and boric acid. Our work will help reduce the world’s reliance on China for processing and support the necessary geographic diversification of the critical mineral supply chain. By the middle part of this year, we believe we will have favorable prospects for closing the financing of our project.
Our strong, cohesive team is leading the technical efforts to build end-product production for both lithium chemicals and boric acid and finalizing planning to maximize our ability to deliver Rhyolite Ridge on time and on budget.
We were also encouraged by the recent Nevada District Court decision to fully uphold the Federal Government’s permit for Rhyolite Ridge, rejecting all arguments. Our project opponents have filed an appeal, but we are confident that we will prevail once again, and do not believe their effort will delay commencement of construction.
After years of successfully growing Tiehm’s buckwheat in our dedicated greenhouse, we were pleased to receive a federal permit to out-plant our Buckwheat plants into the wild. We look forward to demonstrating that they can be grown on public lands outside the Rhyolite Ridge Project area. Establishing self-sustaining populations will enhance redundancy, representation and resilience of the species.
Our team continues to aggressively work to reach FID. I want to thank Bernard Rowe for his remarkable and sustained energy and the team he has built for their optimism and persistence.
I also want to thank the Board of Directors for their guidance and counsel. They are always asking the right questions and freely providing invaluable knowledge and experience so critical to our continued success.
It is my honor and the experience of a lifetime to serve as ioneer Chairman, and I am thrilled by our progress and the work that lies ahead.
Thank you, and I will now turn over the presentation to our CEO, Bernard Rowe.
James D. Calaway
Executive Chair
Ioneer LTD
This announcement has been authorised by Ioneer Executive-Chair, James D. Calaway.
—ENDS—
Investor Relations
| Chad Yeftich<br><br> Ioneer USA Corporation |
|---|
| Investor Relations (USA)<br><br> T: +1 775 993 8563<br><br> E: ir@ioneer.com |
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About Ioneer
Ioneer Ltd is an emerging lithium–boron producer and the 100% owner of the Rhyolite Ridge Lithium-Boron Project. Rhyolite Ridge is one of only a small number of lithium-boron ore deposits globally, and a linchpin project in Nevada’s burgeoning Lithium Loop.
Rhyolite Ridge closed a US$996 million loan with the U.S. Department of Energy Loan Programs Office under the Advanced Technology Vehicles Manufacturing program in January 2025. In October 2024, Ioneer received the final federal permit for the project from the Bureau of Land Management, concluding the formal federal permitting process which began in early 2020. Ioneer signed separate offtake agreements with Ford Motor Company and Prime Planet & Energy Solutions (joint venture between Toyota and Panasonic) in 2022 and Korea’s EcoPro Innovation in 2021.
To learn more about Ioneer, visit www.Ioneer.com/investors or join our online communities on X, Facebook, LinkedIn, Instagram and YouTube.
Forward Looking Statements
Various statements in this presentation constitute statements relating to intentions, future acts and events which are generally classified as “forward looking statements”. These forward-looking statements are not guarantees or predictions of future performance and involve known and unknown risks, uncertainties and other important factors (many of which are beyond the Company’s control) that could cause those future acts, events and circumstances to differ materially from what is presented or implicitly portrayed in this presentation.
For example, future reserves described in this presentation may be based, in part, on market prices that may vary significantly from current levels. These variations may materially affect the timing or feasibility of particular developments.
Words such as “anticipates”, “expects”, “intends”, “plans”, “believes”, “seeks”, “estimates”, “potential” and similar expressions are intended to identify forward-looking statements.
Ioneer cautions security holders and prospective security holders to not place undue reliance on these forward-looking statements, which reflect the view of Ioneer only as of the date of this presentation. The forward-looking statements made in this presentation relate only to events as of the date on which the statements are made. Except as required by applicable regulations or by law, Ioneer does not undertake any obligation to publicly update or review any forward-looking statements, whether as a result of new information or future events. Past performance cannot be relied on as a guide to future performance.
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