6-K
IPERIONX Ltd (IPX)
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
Date: June 4, 2024
Commission File Number: 001-41338
IperionX Limited
(Translation of registrant’s name into English)
129 W Trade Street, Suite 1405
Charlotte, North Carolina
(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 ☒ Form 40-F ☐
EXHIBIT INDEX
The following exhibits are filed as part of this Form 6-K:
| Exhibit | Description |
|---|---|
| 99.1 | Regulatory Filing with the Australian Securities Exchange |
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.
| IPERIONX LIMITED | ||
|---|---|---|
| (registrant) | ||
| Date: June 4, 2024 | By: | /s/ Marcela Castro |
| Name: | Marcela Castro | |
| Title: | Chief Financial Officer |
Exhibit 99.1
Appendix 3Y
Change of Director’s Interest Notice
Rule 3.19A.2
Appendix 3Y
Change of Director’s Interest Notice
Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX’s property and may be made public.
Introduced 30/09/01 Amended 01/01/11
| Name of entity | IperionX Limited |
|---|---|
| ABN | 84 618 935 372 |
We (the entity) give ASX the following information under listing rule 3.19A.2 and as agent for the director for the purposes of section 205G of the Corporations Act.
| Name of Director | Anastasios ARIMA |
|---|---|
| Date of last notice | April 19, 2024 |
Part 1 - Change of director’s relevant interests in securities
In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust
Note: In the case of a company, interests which come within paragraph (i) of the definition of “notifiable interest of a director” should be disclosed in this part.
| Direct or indirect interest | Direct and indirect |
|---|---|
| Nature of indirect interest<br><br> <br>(including registered holder)<br><br> <br>Note: Provide details of the circumstances giving rise to the relevant interest. | Moshos Family Investments Pty Ltd ATF Moshos Family Trust (director, shareholder and beneficiary) |
| Date of change | June 4, 2024 |
| No. of securities held prior to change | • 4,461,446 fully paid ordinary shares<br><br> <br>• 625,000 unlisted $0.20 options<br><br> <br>• 2,250,000 unlisted Class A performance shares<br><br> <br>• 2,250,000 unlisted Class B performance shares<br><br> <br>• 500,000 unlisted Class A $0.20 performance options<br><br> <br>• 500,000 unlisted Class B $0.20 performance options<br><br> <br>• 6,000,000 unlisted performance rights<br><br> <br>• 956,000 restricted stock units |
| Class | • Fully paid ordinary shares<br><br> <br>• Performance rights that vest upon the Company achieving a 30-day VWAP of at least A$2.00 per share, expiring 23 April 2026 |
| Number acquired | 2,000,000 fully paid ordinary shares (upon conversion of rights) |
| Number disposed | 2,000,000 performance rights (upon conversion) |
- See chapter 19 for defined terms.
01/01/2011 Appendix 3Y Page 1
Appendix 3Y
Change of Director’s Interest Notice
| Value/Consideration<br><br> <br>Note: If consideration is non-cash, provide details and estimated valuation | Nil |
|---|---|
| No. of securities held after change | • 6,461,446 fully paid ordinary shares<br><br> <br>• 625,000 unlisted $0.20 options<br><br> <br>• 2,250,000 unlisted Class A performance shares<br><br> <br>• 2,250,000 unlisted Class B performance shares<br><br> <br>• 500,000 unlisted Class A $0.20 performance options<br><br> <br>• 500,000 unlisted Class B $0.20 performance options<br><br> <br>• 4,000,000 unlisted performance rights<br><br> <br>• 956,000 restricted stock units |
| Nature of change<br><br> <br>Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy-back | • Conversion of performance rights upon satisfaction of relevant performance condition.<br><br> <br>• Off-market transfer of 3,000,000 shares from Moshos Family Investments Pty Ltd to a custodian (HSBC Custody Nominees (Australia) Pty Ltd) pursuant to a Master Loan Agreement, Deed<br> of Security and Share Possession Agreement (as described in Part 2). No change in beneficial ownership. |
Part 2 – Change of director’s interests in contracts
Note: In the case of a company, interests which come within paragraph (ii) of the definition of “notifiable interest of a director” should be disclosed in this part.
| Detail of contract | Master Loan Agreement, Deed of Security and Share Possession Agreement between Moshos Family Investments Pty Ltd ATF Moshos Family Trust and Equities First Holdings, LLC. |
|---|---|
| Nature of interest | Moshos Family Investments Pty Ltd ATF Moshos Family Trust, an entity controlled by Mr Arima, has entered into a margin lending facility in respect of IperionX ordinary shares. The loan provides Moshos Family<br> Investments Pty Ltd with the ability to borrow against the value of the IperionX ordinary shares held as collateral under the agreement. The term of the loan facility is 2 years.<br><br> <br><br><br> <br>3,000,000 IperionX ordinary shares have been transferred to a custodian (HSBC Custody Nominees (Australia) Pty Ltd), of which 1,250,000 shares have been borrowed against and allocated as collateral under the<br> margin lending facility and 1,750,000 shares remain available for take up as collateral under the margin lending facility. |
| Name of registered holder<br><br> <br>(if issued securities) | HSBC Custody Nominees (Australia) Pty Ltd |
| Date of change | May 28, 2024 |
| No. and class of securities to which interest related prior to change<br><br> <br>Note: Details are only required for a contract in relation to which the interest has changed | Not applicable |
| Interest acquired | Not applicable |
- See chapter 19 for defined terms.
01/01/2011 Appendix 3Y Page 2
Appendix 3Y
Change of Director’s Interest Notice
| Interest disposed | Not applicable |
|---|---|
| Value/Consideration<br><br> <br>Note: If consideration is non-cash, provide details and an estimated valuation | Not applicable |
| Interest after change | Not applicable |
Part 3 – +Closed
period
| Were the interests in the securities or contracts detailed above traded during a +closed period where prior written clearance was<br> required? | No |
|---|---|
| If so, was prior written clearance provided to allow the trade to proceed during this period? | Not applicable |
| If prior written clearance was provided, on what date was this provided? | Not applicable |
- See chapter 19 for defined terms.
01/01/2011 Appendix 3Y Page 3