6-K
Nova Minerals Corp (NVA)
UNITEDSTATES
SECURITIESAND EXCHANGE COMMISSION
WASHINGTON,D.C. 20549
FORM6-K
REPORTOF FOREIGN PRIVATE ISSUER
PURSUANTTO RULE 13a-16 OR 15d-16
UNDERTHE SECURITIES EXCHANGE ACT OF 1934
For the month of April 2026
CommissionFile Number 001-42132
NOVAMINERALS LIMITED
(Translation of registrant’s name into English)
Suite5, 242 Hawthorn Road,
Caulfield,Victoria 3161
Australia+61 3 9537 1238
(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 |
|---|
NOVAMINERALS LIMITED
EXPLANATORYNOTE
On March 12, 2026, Nova Minerals Limited (the “Company”) filed in Australia its Interim Report for the half-year ended December 31, 2025 (the “Interim Report’), with the Australian Securities Exchange, as required by the laws and regulations of Australia, a copy of which is furnished as Exhibit 99.1 to this report on Form 6-K.
This report on Form 6-K (including the exhibits attached hereto) shall not be deemed to be “filed” for purposes of the Securities Exchange Act of 1934, as amended, 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.
FinancialStatements and Exhibits.
The following exhibits are being filed herewith:
| Exhibit No. | Description | |
|---|---|---|
| 99.1 | Interim Report for the half-year ended December 31, 2025, as filed with Australian Securities Exchange |
| -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.
| NOVA MINERALS LIMITED | ||
|---|---|---|
| Date:<br>April 29, 2026 | By: | /s/ Craig Bentley |
| Name: | Craig Bentley | |
| Title: | Director of Finance and Compliance and Director |
| -3- |
| --- |
Exhibit 99.1
Review of Operations
Overview
The half year to 31 December 2025 was a period of significant progress for Nova Minerals Limited (‘Nova’ or the ‘Company’), marked by the award of US$43.4 million of non-dilutive U.S. government funding and continued advancement of its flagship Estelle Gold and Critical Minerals Project (‘Estelle’ or the ‘Project’) in Alaska.
During the period, the Company executed its 2025 drilling and surface exploration programs, progressed Pre-Feasibility Study (PFS)-level technical workstreams, strengthened government and stakeholder engagement, and initiated the development of a fully integrated U.S. antimony supply chain.
DualCommodity Strategy
Following validation from the United States (U.S.) Department of War (DoW), Nova continues to advance its dual-commodity strategy:
| 1. | Progressing<br> Estelle, one of the world’s largest undeveloped gold assets, toward development as<br> a potential Tier 1 gold operation; and |
|---|---|
| 2. | Fast-tracking<br> Estelle’s antimony assets to establish the first fully integrated U.S. domestic antimony<br> supply chain. |
| --- | --- |
Explorationand Resource Growth
RPM
The 2025 drill program focused on the RPM North and RPM Valley deposits, with objectives to:
| ● | Test<br> eastern and western extensions at RPM North |
|---|---|
| ● | Progress<br> resource expansion and definition drilling at RPM Valley |
| ● | Assess<br> potential linkage between RPM North and RPM Valley. |
Shallow Reverse-Circulation (RC) test drilling was also completed on the RPM glacial debris lobe, where Nova had previously reported highly mineralized valley-fill material, believed to derive from erosion of the high-grade RPM North deposit, with till samples averaging 1.1 g/t Au across a 1.7 km long area, and an estimated mineralised thickness of nearly 40 meters.
Hydrology wells were also installed to better understand surface and groundwater systems in the RPM region. This work will contribute to an expanded environmental baseline and support future permitting efforts.
Assay results from the 2025 drilling campaign were announced post-period.
| Nova Minerals Ltd | Interim Report 2026 | 5 |
| --- | --- |
Figure1: 2025 RPM drilling. Left: Diamond rig at RPM North. Right: Diamond rig at RPM Valley.
Korbel
Shallow RC drilling was completed at Korbel Main targeting a potential higher-grade starter pit area. Results are expected to support ongoing mine planning and optimization work as part of the PFS.
Figure2: RC rig on site at Korbel.
Stibium
Drilling at Stibium briefly resumed in October 2025 and was then suspended due to winter conditions. The rig was winterized, with drilling to recommence in spring 2026.
Surface Exploration
A comprehensive regional surface exploration program was completed across the broader Estelle Project area, aimed at identifying and advancing new high-priority prospects to drive future resource growth.
| Nova Minerals Ltd | Interim Report 2026 | 6 |
| --- | --- |
Activities included expanded coverage adjacent to RPM and along the ridgeline, denser sampling between Portage Pass and Tomahawk, and follow-up work at West Wing.
These areas, particularly the intrusive/hornfels contact zones, demonstrate strong potential for additional mineralization.
Initial results from the 2025 soil and rock chip sampling program were reported post-period with further results to be reported once received and processed.
Pre-Feasibility Study (PFS) Activities
PFS-level technical studies continued during the half year, including:
| ● | Metallurgical<br> test work by METS Engineering, building on previously reported high gold recoveries at RPM |
|---|---|
| ● | Mining<br> studies by Rough Stock Mining |
| ● | Optimisation<br> studies by Whittle Consulting |
This work is expected to culminate in an updated Mineral Resource Estimate (MRE) incorporating drilling results from 2023–2025 and further advancement of development scenarios.
Infrastructure
West Susitna Access Road
In July 2025, the Alaska Industrial Development and Export Authority (AIDEA) applied to the U.S. Army Corps of Engineers for permitting of the 78.5-mile West Susitna Access Road, a critical enabling infrastructure project for both Estelle and regional development.
The road will connect to a 22-mile segment and a major Susitna River bridge led by the Alaska Department of Transportation. Construction will commence in 2026 with completion targeted for 2027/2028.
The project has been highlighted by the Governor of Alaska for expedited federal approval, given its importance to state development, national energy security and critical mineral supply chains.
Antimony– U.S. Domestic Supply Chain Development
U.S. Department of War Grant
During the half year, Nova’s 100% owned U.S. subsidiary, Alaska Range Resources, LLC (ARR), was awarded US$43.4 million (A$65.5 million) in Defense Production Act Title III funding by the U.S. DoW to produce antimony trisulfide at the Estelle Project in Alaska.
This award will enable Nova, through ARR, to accelerate the development of a fully integrated U.S. antimony supply chain to extract, concentrate, and refine stibnite to produce military-grade antimony trisulfide to assist in meeting the U.S. defense industrial base demands.
Nova is now fully funded to establish Stage 1 domestic antimony production targeted for late 2026 to early 2027.
Phase 2 discussions are ongoing with U.S. government agencies regarding expanded downstream production, including trisulfide, oxide and antimony metal products.
| Nova Minerals Ltd | Interim Report 2026 | 7 |
| --- | --- |
Refinery & Equipment Procurement
In October 2025, Nova secured a land use permit covering 42.81 acres of industrial-zoned land at Port MacKenzie for a proposed antimony refinery. The site is strategically located near deepwater port infrastructure and the West Susitna Access Road.
During the period, Nova commenced procurement of key mining and processing equipment, including a mining fleet, crusher and screening plant, ore sorters for both Whiskey Bravo camp and Port MacKenzie, and mill, flotation and gravity circuits.
Equipment delivery began in early 2026, with shipments to the Estelle site commenced via the winter snow road.
Figure3: Equipment purchased as part of the mining fleet for onsite operations. Top left: CAT front-end loader. Top right: CAT excavator. Bottom left: CAT D8 dozer. Bottom right: Eagle screen plant
Corporate
In October 2025, Nova completed a 5-for-1 forward split of its Nasdaq-listed American Depository Shares (ADS), aimed at enhancing trading liquidity and alignment with peer trading prices in the U.S. market.
In December 2025, the Company also completed an underwritten NASDAQ capital raise, pricing ~2.93 million ADSs at ~US$6.83 per ADS, raising approximate gross proceeds of US$20 million (before expenses) to support exploration, feasibility work, permitting and working capital requirements.
As at 31 December 2025, the Company has access to over A$106 million in funding comprising of, A$59.2 million in cash, US$30.4 million (A$45.3 million) remainder of the 24 month award from the U.S. Department of War to support antimony production in Alaska, and approximately A$1.5 million in liquid investments and in the money warrants, with no debt.
| Nova Minerals Ltd | Interim Report 2026 | 8 |
| --- | --- |
Government& Stakeholder Support
During the period, Nova continued its engagement with key stakeholders, reinforcing Estelle’s strategic importance to U.S. critical mineral independence. This included meetings with Alaska Governor Mike Dunleavy and members of the Congressional Delegation, an on-site visit by U.S. Senator Lisa Murkowski, and support from local stakeholders.
The Company also hosted Australian Consul General Tanya Bennett and received an invitation from Kevin Rudd, Australia’s former Ambassador to the U.S., to participate in discussions in Washington D.C., further highlighting Estelle’s relevance to the Australia–U.S. critical minerals partnership and allied supply chains.
Figure4: Left: Alaska Governor Mike Dunleavy with Nova’s CEO Christopher Gerteisen. Top right: Port MacKenzie Loading Dock – Port Director Dave Griffin, Mayor Edna DeVries, Alaska Rep. Kevin McCabe, and others. Bottom Right: U.S. Senator Lisa Murkowski and Nova Minerals CEO Christopher Gerteisen at the Estelle Project.
SignificantSubsequent Events
Since the end of the half-year reporting period, Nova continued to deliver material operational and corporate progress:
Korbel Drilling Results
In January 2026, Nova announced the results of its 2025 RC drilling program at the Korbel Gold Deposit, part of the broader Estelle Project. The drilling defined a higher-grade near-surface core within the bulk-tonnage Korbel Main resource, with gold grades up to 1.2 g/t Au and significant intercepts that support the potential development of a pilot starter pit. Korbel’s combined JORC resource, encompassing Cathedral and Korbel Main, totals 8.65 Moz Au, and these results are expected to materially contribute to the Project’s economics and ongoing Pre-Feasibility Study (PFS) evaluation.
| Nova Minerals Ltd | Interim Report 2026 | 9 |
| --- | --- |
RPM Drilling Results
Also post-period, the Company released results from its 2025 drilling campaign at the RPM North and RPM Valley deposits. At RPM North, drilling extended the halo around the high-grade core zone and identified new eastern mineralization, reinforcing continuity of broad near-surface gold mineralization. At RPM Valley, infill drilling returned multiple broad intercepts exceeding 1 g/t Au, including a project record visible gold intercept of 0.5 m @ 364 g/t Au, confirming continuity below existing pit shells. These results will be incorporated into an updated Mineral Resource Estimate following Nova’s QA/QC review, strengthening the dataset supporting the PFS.
Surface Sampling Results
In March 2026 Nova announced the initial results from its 2025 surface sampling program. Assays from recent rock and soil sampling at the West Wing prospect outlined a newly developing large-scale gold-copper system.
Surface results from the RPM regional and ridgeline areas, including high-grade RPM-style gold assays of up to 24.6 g/t Au, have identified new drill targets at RPM.
Further assays from the 2025 program are still outstanding and will be reported as they are received back from laboratory.
Corporate Re-Organization and Redomiciliation Plan
In February 2026, Nova announced its intention to redomicile to the U.S. following the loss of its foreign private issuer (FPI) status effective 1 July 2026 due to the majority of its share register being held by U.S. investors.
The proposed redomiciliation is intended to support compliance with U.S. domestic issuer reporting obligations and minimize potential conflicts between ASX listing requirements and U.S. securities regulations. The Company also expects the structure to improve access to U.S. capital markets, broaden its appeal to U.S. institutional investors, and enhance eligibility for future U.S. government grants, funding programs and strategic investment initiatives.
Nova intends to retain its dual listings on ASX and NYSE. ASX shareholders are expected to receive CHESS Depositary Interests (CDIs) on the ASX, and Nasdaq ADS holders are expected to receive shares of common stock on the NYSE in a new U.S.-incorporated parent entity, expected to be named Nova Minerals Corp, preserving their proportionate ownership interests.
Completion of the redomiciliation is targeted by the end of June 2026 and remains subject to shareholder and court approvals, as well as other customary conditions.
In connection with the reorganization, Nova is also progressing the search for a U.S.-based Chief Financial Officer with U.S. GAAP and mining sector experience, and confirmed that the current CFO, Michael Melamed, has provided three months’ notice of his resignation.
NextSteps and Outlook
Key upcoming milestones include:
| ● | Further<br> results and potential discoveries from the 2025 surface exploration mapping and sampling<br> program |
|---|---|
| ● | Material<br> PFS test-work results as they become available |
| Nova Minerals Ltd | Interim Report 2026 | 10 |
| --- | --- | | ● | Updated<br> MRE | | --- | --- | | ● | Winter<br> trail mobilization of heavy equipment | | ● | Airborne<br> geophysical surveys to commence in the spring of 2026 | | ● | Antimony<br> phase 1 project updates | | ● | Metallurgical<br> test work ongoing | | ● | Environmental<br> test work ongoing | | ● | West<br> Susitna access road updates | | ● | Further<br> information on the redomiciliation and notice of meeting |
With secured non-dilutive U.S. government funding, strong government support, advancing infrastructure, and significant gold and antimony resources within a Tier 1 jurisdiction, Nova is positioned to progress toward first antimony production in 2026/27 while advancing Estelle’s gold assets toward development.
| Nova Minerals Ltd | Interim Report 2026 | 11 |
| --- | --- |
| Nova Minerals Ltd | Interim Report 2026 | 12 |
| --- | --- |
Directors’ Report
The directors present their report, together with the financial statements, on the consolidated entity (referred to hereafter as the ‘consolidated entity’) consisting of Nova Minerals Limited (referred to hereafter as the ‘company’ or ‘parent entity’) and the entities it controlled at the end of, or during, the half-year ended 31 December 2025.
Directors
The following persons were directors of Nova Minerals Limited during the whole of the financial half-year and up to the date of this report, unless otherwise stated:
Richard Beazley
Christopher Gerteisen
Louie Simens (Resigned 27 January 2026)
Craig Bentley Avi Geller
PrincipalActivities
During the financial half-year the principal continuing activities of the consolidated entity consisted of exploration for and evaluation of mineral deposits.
Dividends
There were no dividends paid, recommended, or declared during the current or previous financial half-year.
Significant Changes in the State ofAffairs
There were no other significant changes in the state of affairs of the consolidated entity during the financial half-year.
Matters Subsequent to the End of theFinancial Half-Year
The following events have occurred subsequent to the period end:
| ● | As included in<br>the review of operations section of this report above, the Company’s 2025 drilling program confirmed strong results across the<br>Korbel and RPM deposits at the Estelle Project, defining a higher-grade near-surface core at Korbel (up to 1.2 g/t Au) that supports<br>a potential starter pit within the 8.65 Moz Au JORC resource, while RPM North extended mineralization around its high-grade core and<br>RPM Valley delivered broad intercepts above 1 g/t Au, including a visible gold hit of 0.5 m @ 364 g/t Au; together, the results are expected<br>to enhance the upcoming Mineral Resource Estimate and ongoing Pre-Feasibility Study. |
|---|---|
| ● | In February 2026,<br>Nova announced plans to redomicile to the U.S. after losing its foreign private issuer status, aiming to streamline compliance with U.S.<br>reporting requirements, reduce regulatory conflicts, and enhance access to U.S. capital markets, government funding, and institutional<br>investors, while maintaining dual listings on the ASX and NYSE under a new U.S. parent entity, expected to be named Nova Minerals Corp. |
| --- | --- |
| Nova Minerals Ltd | Interim Report 2026 | 13 |
| --- | --- |
Nova expects to complete its redomiciliation by the end of June 2026, subject to shareholder and court approvals and other conditions, while also searching for a U.S.-based CFO with relevant experience.
| ● | In March 2026,<br>Nova reported initial results from its 2025 surface sampling program, which identified a newly emerging large-scale gold–copper<br>system at the West Wing prospect through rock and soil assays. Surface sampling at the RPM regional and ridgeline areas also returned<br>high-grade RPM-style gold results of up to 24.6 g/t Au, leading to the identification of new drill targets at RPM. Additional assay results<br>from the 2025 program are still pending and will be released once received from the laboratory. |
|---|
No other matter or circumstance has arisen since 31 December 2025 that has significantly affected, or may significantly affect the consolidated entity’s operations, the results of those operations, or the consolidated entity’s state of affairs in future financial years.
Auditor’sIndependence Declaration
A copy of the auditor’s independence declaration as required under section 307C of the Corporations Act 2001 is set out immediately after this directors’ report.
This report is made in accordance with a resolution of directors, pursuant to section 306(3)(a) of the Corporations Act 2001.
On behalf of the directors
 |
|---|
| Richard Beazley |
| Chairman |
| 12 March 2026 |
| Nova Minerals Ltd | Interim Report 2026 | 14 |
| --- | --- |
| Auditor’s Independence Declaration | 
|
| --- | --- |
AUDITOR’S INDEPENDENCE DECLARATION
As lead auditor for the review of the financial report of Nova Minerals Limited and its controlled entities for the half year ended 31 December 2025, I declare that, to the best of my knowledge and belief, there have been no contraventions of:
| (i) | the<br> auditor independence requirements of the Corporations Act 2001 in relation to the<br> review; and |
|---|---|
| (ii) | any<br> applicable code of professional conduct in relation to the review. |
| --- | --- |
RSMAUSTRALIA PARTNERS
AL WHITTINGHAM
Partner
Date: 12 March 2026
Melbourne, Victoria
| Nova Minerals Ltd | Interim Report 2026 | 15 |
| --- | --- |
| Nova Minerals Ltd | Interim Report 2026 | 16 |
| --- | --- |
Generalinformation
The financial statements cover Nova Minerals Limited as a consolidated entity consisting of Nova Minerals Limited and the entities it controlled at the end of, or during, the half-year. The financial statements are presented in Australian dollars, which is Nova Minerals Limited’s functional and presentation currency.
Nova Minerals Limited is a listed public company limited by shares, incorporated, and domiciled in Australia. Its registered office and principal place of business is:
Suite 5
242 Hawthorn Road
Caulfield Victoria 3161
Australia
A description of the nature of the consolidated entity’s operations and its principal activities are included in the directors’ report, which is not part of the financial statements.
The financial statements were authorised for issue, in accordance with a resolution of directors.
| Nova Minerals Ltd | Interim Report 2026 | 17 |
| --- | --- |
ConsolidatedStatement of Profit or Loss and Other Comprehensive Income
Forthe Half-Year Ended 31 December 2025
| Consolidated | ||||||||
|---|---|---|---|---|---|---|---|---|
| Note | 31 Dec 2025 | 31 Dec 2024 | ||||||
| Revenue | ||||||||
| Other income | ||||||||
| Foreign exchange movement on financial liability | - | (373,786 | ) | |||||
| Interest income | 318,179 | 22,404 | ||||||
| Fair value gain (loss) on investments | 1,765,404 | (127,768 | ) | |||||
| Gain from sale of investments | 229,885 | 6,934,776 | ||||||
| (Loss) Gain on derivative liabilities | - | (4,904,252 | ) | |||||
| Foreign exchange (loss) gain | (1,946,199 | ) | 3,433,371 | |||||
| Impairment of Snow Lake Resources | - | (3,211,587 | ) | |||||
| Dept of War award grant | 3 | 2,398,735 | - | |||||
| Other Income | 323 | |||||||
| Total revenue | 2,766,327 | 1,773,158 | ||||||
| Expenses | ||||||||
| Administration expenses | (3,139,946 | ) | (2,877,538 | ) | ||||
| Contractors & consultants | (2,123,070 | ) | (1,144,221 | ) | ||||
| Share based payments | 19, 9 | (8,682,169 | ) | 1,261,489 | ||||
| Sale of investment costs | - | (325,339 | ) | |||||
| Amortisation of financial liability | 4 | - | (324,962 | ) | ||||
| Finance costs | 4 | (84,985 | ) | (327,324 | ) | |||
| Total expenses | (14,030,170 | ) | (3,737,895 | ) | ||||
| Loss before income tax expense | (11,263,843 | ) | (1,964,737 | ) | ||||
| Income tax expense | - | - | ||||||
| Loss after income tax expense for the half-year | (11,263,843 | ) | (1,964,737 | ) | ||||
| Other comprehensive income (loss) | ||||||||
| Items that may be reclassified subsequently to profit or loss | ||||||||
| Foreign currency translation | (1,221,656 | ) | 3,245,220 | |||||
| Other comprehensive income (loss) for the half-year, net of tax | (1,221,656 | ) | 3,245,220 | |||||
| Total comprehensive income (loss) for the half-year | (12,485,499 | ) | 1,280,483 | |||||
| Loss for the half-year is attributable to: | ||||||||
| Non-controlling interest | (52,353 | ) | (41,972 | ) | ||||
| Owners of Nova Minerals Limited | (11,211,490 | ) | (1,922,765 | ) | ||||
| (11,263,843 | ) | (1,964,737 | ) | |||||
| Total comprehensive income (loss) for the half-year is attributable to: | ||||||||
| Non-controlling interest | (215,032 | ) | 456,780 | |||||
| Owners of Nova Minerals Limited | (12,270,467 | ) | 823,703 | |||||
| (12,485,499 | ) | 1,280,483 |
All values are in US Dollars.
| Notes | Cents | Cents | ||||||
|---|---|---|---|---|---|---|---|---|
| Basic Loss per share | 18 | (2.79 | ) | (0.75 | ) | |||
| Diluted Loss per share | 18 | (2.79 | ) | (0.75 | ) |
The above consolidated statement of profit or loss and other comprehensive income should be read in conjunction with the accompanying notes
| Nova Minerals Ltd | Interim Report 2026 | 18 |
| --- | --- |
ConsolidatedStatement of Financial Position
Forthe Half-Year Ended 31 December 2025
| Consolidated | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Note | 31<br> Dec 2025 | 31<br> Jun 2025 | ||||||||||
| Assets | ||||||||||||
| Current assets | ||||||||||||
| Cash and cash equivalents | 59,176,087 | 9,083,315 | ||||||||||
| Trade and other receivables | 5 | 6,191,121 | 291,502 | |||||||||
| Total current assets | 65,367,208 | 9,374,817 | ||||||||||
| Non-current assets | ||||||||||||
| Other financial assets at fair value through<br> profit or loss | 6 | 3,511,281 | 786,890 | |||||||||
| Property, plant and equipment | 7 | 4,711,445 | 2,244,700 | |||||||||
| Exploration and evaluation | 8 | 112,105,875 | 100,135,725 | |||||||||
| Total non-current assets | 120,328,601 | 103,167,315 | ||||||||||
| Total<br> assets | 185,695,809 | 112,542,132 | ||||||||||
| Liabilities | ||||||||||||
| Current liabilities | ||||||||||||
| Trade and other payables | 9 | 7,232,704 | 2,686,276 | |||||||||
| Borrowings | 10 | 1,167,795 | - | |||||||||
| Deferred capital grants | 11 | 9,618,113 | - | |||||||||
| Total current liabilities | 18,018,612 | 2,686,276 | ||||||||||
| Non-current liabilities | ||||||||||||
| Borrowings | 10 | 4,924,351 | - | |||||||||
| Deferred capital grants | 11 | 7,604,396 | - | |||||||||
| Total non-current liabilities | 12,528,747 | - | ||||||||||
| Total<br> liabilities | 30,547,359 | 2,686,276 | ||||||||||
| Net<br> assets | 155,148,450 | 109,855,856 | ||||||||||
| Equity | ||||||||||||
| Issued capital | 12 | 215,788,442 | 167,036,279 | |||||||||
| Foreign currency reserves | 3,370,122 | 4,429,103 | ||||||||||
| Share based-payment reserves | 13 | 17,007,228 | 7,981,298 | |||||||||
| Accumulated losses | (88,495,259 | ) | (77,283,769 | ) | ||||||||
| Equity attributable to the owners of Nova Minerals<br> Limited | 147,670,533 | 102,162,911 | ||||||||||
| Non-controlling interest | 14 | 7,477,917 | 7,692,945 | |||||||||
| Total<br> equity | 155,148,450 | 109,855,856 |
All values are in US Dollars.
The above consolidated statement of financial position should be read in conjunction with the accompanying notes
| Nova Minerals Ltd | Interim Report 2026 | 19 |
| --- | --- |
ConsolidatedStatement of Changes in Equity
Forthe Half-Year Ended 31 December 2025
| Issued | Share based<br> payments | Foreign currency | Accumulated | Non-controlling | Total | |||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| capital | reserves | reserves | losses | interest | equity | |||||||||||||||||||
| Consolidated | ||||||||||||||||||||||||
| Balance at 1 July 2024 | 143,972,570 | 9,061,897 | 3,928,914 | (66,268,134 | ) | 7,688,485 | 98,383,732 | |||||||||||||||||
| Loss after income tax expense for the half-year | - | - | - | (1,922,765 | ) | (41,972 | ) | (1,964,737 | ) | |||||||||||||||
| Other comprehensive income/(loss)<br> for the half-year, net of tax | - | - | 2,746,568 | - | 498,652 | 3,245,220 | ||||||||||||||||||
| Total comprehensive income/(loss) for the half-year | - | - | 2,746,568 | (1,922,765 | ) | 456,680 | 1,280,483 | |||||||||||||||||
| Transactions with owners<br> in their capacity as owners: | ||||||||||||||||||||||||
| Issue of shares for cash (note 12) | 8,472,091 | - | - | - | - | 8,472,091 | ||||||||||||||||||
| Exercise of options (note 12) | 1,250,083 | - | - | - | - | 1,250,083 | ||||||||||||||||||
| Shares issued for services | 323,395 | - | - | - | - | 323,395 | ||||||||||||||||||
| Share issue costs (note 12) | (1,404,784 | ) | - | - | - | - | (1,404,784 | ) | ||||||||||||||||
| Broker options (note 13,19) | (180,890 | ) | 180,890 | - | - | - | - | |||||||||||||||||
| Options expense (note<br> 19) | - | (1,261,489 | ) | - | - | - | (1,261,489 | ) | ||||||||||||||||
| Balance at 31 December<br> 2024 | 152,432,465 | 7,981,298 | 6,675,482 | (68,190,899 | ) | 8,145,165 | 107,043,511 |
All values are in US Dollars.
The above consolidated statement of changes in equity should be read in conjunction with the accompanying notes
| Nova Minerals Ltd | Interim Report 2026 | 20 |
| --- | --- |
ConsolidatedStatement of Changes in Equity
Forthe Half-Year Ended 31 December 2025
| Issued | Share based<br> payments | Foreign currency | Accumulated | Non-controlling | Total | |||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| capital | reserves | reserves | losses | interest | equity | |||||||||||||||||||
| Consolidated | ||||||||||||||||||||||||
| Balance at 1 July 2025 | 167,036,279 | 7,981,298 | 4,429,103 | (77,283,769 | ) | 7,692,945 | 109,855,856 | |||||||||||||||||
| Loss after income tax expense for the half-year | - | - | - | (11,211,490 | ) | (52,353 | ) | (11,263,843 | ) | |||||||||||||||
| Other comprehensive income/(loss)<br> for the half-year, net of tax | - | - | (1,058,981 | ) | - | (162,675 | ) | (1,221,656 | ) | |||||||||||||||
| Total comprehensive income/(loss) for the half-year | - | - | (1,058,981 | ) | (11,211,490 | ) | (215,028 | ) | (12,485,499 | ) | ||||||||||||||
| Transactions with owners<br> in their capacity as owners: | ||||||||||||||||||||||||
| Issue of shares for cash (note 12) | 52,164,005 | - | - | - | - | 52,164,005 | ||||||||||||||||||
| Exercise of options (note 13,19) | 3,620,920 | (180,890 | ) | - | - | - | 3,440,030 | |||||||||||||||||
| Shares options expense for the period (note<br> 19) | - | 5,998,133 | - | - | - | 5,998,133 | ||||||||||||||||||
| Share options exercised for the period (note<br> 12,19) | (3,208,687 | ) | 3,208,687 | - | - | - | - | |||||||||||||||||
| Share issue costs (note<br> 12) | (3,824,075 | ) | - | - | - | - | (3,824,075 | ) | ||||||||||||||||
| Balance at 31 December<br> 2025 | 215,788,442 | 17,007,228 | 3,370,122 | (88,495,259 | ) | 7,477,917 | 155,148,450 |
All values are in US Dollars.
The above consolidated statement of changes in equity should be read in conjunction with the accompanying notes
| Nova Minerals Ltd | Interim Report 2026 | 21 |
| --- | --- |
ConsolidatedStatement of Cash Flows
Forthe Half-Year Ended 31 December 2025
| Consolidated | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| **** | **** | Note | **** | **** | 31<br> Dec 2025 | **** | **** | 31<br> Dec 2024 | **** | |||
| **** | **** | **** | **** | **** | **** | **** | **** | |||||
| Cash flows from operating activities | ||||||||||||
| Payments to suppliers and employees (inclusive<br> of GST) | (4,590,303 | ) | (4,022,008 | ) | ||||||||
| Interest received | 316,194 | 22,404 | ||||||||||
| Finance charges | (9,773 | ) | (326,930 | ) | ||||||||
| Net cash used in operating<br> activities | (4,283,882 | ) | (4,326,534 | ) | ||||||||
| Cash flows from investing<br> activities | ||||||||||||
| Payments for property, plant and equipment | (2,225,317 | ) | (51,223 | ) | ||||||||
| Payments for exploration and evaluation | (13,254,131 | ) | (3,424,302 | ) | ||||||||
| Payments to acquire investments | (1,000,000 | ) | - | |||||||||
| Dept of War award grant proceeds | 19,575,625 | - | ||||||||||
| Finance Lease payments | (42,158 | ) | - | |||||||||
| Proceeds from disposal<br> of Investments | 229,885 | - | ||||||||||
| Net cash from (used) in<br> investing activities | 3,283,904 | (3,475,525 | ) | |||||||||
| Cash flows from financing<br> activities | ||||||||||||
| Proceeds from issue of shares | 52,164,005 | 8,472,963 | ||||||||||
| Capital raising costs | (3,715,797 | ) | (1,337,535 | ) | ||||||||
| Proceeds from exercise of options and warrants | 3,620,920 | 1,214,464 | ||||||||||
| Proceeds from borrowings | - | 100,000 | ||||||||||
| Net cash from financing<br> activities | 52,069,128 | 8,449,892 | ||||||||||
| Net increase in cash and cash equivalents | 51,069,150 | 647,833 | ||||||||||
| Cash and cash equivalents at the beginning<br> of the financial half-year | 9,083,315 | 3,149,909 | ||||||||||
| Effects of exchange rate<br> changes on cash and cash equivalents | (976,378 | ) | 287,864 | |||||||||
| Cash and cash equivalents<br> at the end of the financial half-year | 59,176,087 | 4,085,606 |
All values are in US Dollars.
The above consolidated statement of cash flows should be read in conjunction with the accompanying notes
| Nova Minerals Ltd | Interim Report 2026 | 22 |
| --- | --- |
| Nova Minerals Ltd | Interim Report 2026 | 23 |
| --- | --- |
Notesto the Consolidated Financial Statements
Forthe Half-Year Ended 31 December 2025
Note1. Material Accounting Policies
These general purpose financial statements for the interim half-year reporting period ended 31 December 2025 have been prepared in accordance with Australian Accounting Standard AASB 134 ‘Interim Financial Reporting’ and the Corporations Act 2001, as appropriate for for-profit oriented entities. Compliance with AASB 134 ensures compliance with International Financial Reporting Standard IAS 34 ‘Interim Financial Reporting’.
These general purpose financial statements do not include all the notes of the type normally included in annual financial statements. Accordingly, these financial statements are to be read in conjunction with the annual report for the year ended 30 June 2025 and any public announcements made by the company during the interim reporting period in accordance with the continuous disclosure requirements of the Corporations Act 2001.
The accounting policies adopted are consistent with those of the previous financial year and corresponding interim reporting period, unless otherwise stated.
Borrowings
Loans and borrowings are initially recognised at the fair value of the consideration received, net of transaction costs. They are subsequently measured at amortised cost using the effective interest method.
Hire purchase and asset finance arrangements entered into for the acquisition of plant and equipment are accounted for as financial liabilities under AASB 9. At the commencement of the arrangement, a liability is recognised at the present value of future contractual payments, and the associated asset is recognised within property, plant and equipment.
The liability is subsequently measured at amortised cost using the effective interest method, with repayments allocated between interest expense and reduction of the principal balance. Assets subject to hire purchase or asset finance arrangements are pledged as security for the related borrowings.
Governmentgrants
Government grants received in respect of property, plant and equipment (PPE) are initially recognised as deferred capital grants within the statement of financial position. These grants are subsequently released to the profit or loss on a systematic basis over the useful life of the related assets, in line with the depreciation of the underlying PPE.
Government grants received to support revenue-based expenditure are recognised in profit or loss within other income in the period in which the related costs are incurred.
Government grants received in relation to exploration expenditure are recognised as deferred capital grants and are released to exploration expenditure when the related costs are incurred.
New or amended Accounting Standards and Interpretations adopted
The consolidated entity has adopted all of the new or amended Accounting Standards and Interpretations issued by the Australian Accounting Standards Board (‘AASB’) that are mandatory for the current reporting period.
Any new or amended Accounting Standards or Interpretations that are not yet mandatory have not been early adopted.
Note 2. Operating Segments
Operating segment information is disclosed on the same basis as information used for internal reporting purposes by the Board of Directors.
| Nova Minerals Ltd | Interim Report 2026 | 24 |
| --- | --- |
At regular intervals, the board is provided management information for the Company’s cash position, the carrying values of exploration permits and Company cash forecast for the next twelve months of operation. On this basis, the board considers the consolidated entity operates in one segment being exploration of minerals and two geographical areas, being Australia and United States.
Geographical information
| Interest<br> income | Geographical<br> non-current assets | |||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 31<br> Dec 2025 | 31<br> Dec 2024 | 31<br> Dec 2025 | 30<br> Jun 2025 | |||||||||||||
| Australia | 416 | 22,404 | 3,020,941 | 255,537 | ||||||||||||
| United States | 317,763 | - | 117,307,660 | 102,911,778 | ||||||||||||
| 318,179 | 22,404 | 120,328,601 | 103,167,315 |
All values are in US Dollars.
Note 3. Dept of War Award Grant
| Consolidated | ||||||||
|---|---|---|---|---|---|---|---|---|
| 31<br> Dec 2025 | 31<br> Dec 2024 | |||||||
| Dept of War Award Grant | 2,398,735 | - |
All values are in US Dollars.
Please refer to note 11 for additional details.
Note 4. Expenses
| Consolidated | ||||||||
|---|---|---|---|---|---|---|---|---|
| 31<br> Dec 2025 | 31<br> Dec 2024 | |||||||
| Loss before income tax includes the following<br> specific expenses: | ||||||||
| Depreciation | 275,176 | 263,003 | ||||||
| Superannuation | 583 | 459 | ||||||
| 275,759 | 263,462 | |||||||
| Corporate and consultants | 2,123,070 | 1,144,221 | ||||||
| Finance costs | ||||||||
| Finance charges | 84,985 | 327,324 | ||||||
| Amortisation of financial<br> liability | - | 324,962 | ||||||
| Finance costs expensed | 84,985 | 652,286 |
All values are in US Dollars.
| Nova Minerals Ltd | Interim Report 2026 | 25 |
| --- | --- |
Note 5. Trade and Other Receivables
| Consolidated | ||||||||
|---|---|---|---|---|---|---|---|---|
| 31<br> Dec 2025 | 30<br> Jun 2025 | |||||||
| Current assets | ||||||||
| Other receivable | 6,477 | - | ||||||
| Prepayments ^(1)^ | 6,142,778 | 247,846 | ||||||
| GST receivable | 41,866 | 43,656 | ||||||
| 6,191,121 | 291,502 |
All values are in US Dollars.
| (1) | Prepayments<br> increased due to advanced payments for plant and equipment that had not yet been received<br> as at 31 December 2025. |
|---|
Note 6. Other Financial Assets
| Consolidated | ||||||||
|---|---|---|---|---|---|---|---|---|
| 31<br> Dec 2025 | 30<br> Jun 2025 | |||||||
| Non-current assets | ||||||||
| Investments<br> in listed shares at fair value | 3,020,940 | 255,537 | ||||||
| Investment in Alaska Asia Clean Energy Corp<br> at fair value | 205,887 | 205,887 | ||||||
| Less:<br> Provision for impairment ^(1)^ | (154,416 | ) | (154,416 | ) | ||||
| 51,471 | 51,471 | |||||||
| Loan to Alaska Asia Clean Energy Corp | 1,878,514 | 1,919,526 | ||||||
| Less:<br> Provision for impairment ^(1)^ | (1,439,644 | ) | (1,439,644 | ) | ||||
| 3,511,281 | 786,890 |
All values are in US Dollars.
1) A provision has been recognised in relation to a receivable held at fair value in accordance with AASB 9/ IFRS 9. However, management has assessed that the consolidated entity retains legally enforceable rights to the outstanding amount and considers the amount to be recoverable
| Consolidated | ||||||||
|---|---|---|---|---|---|---|---|---|
| 31<br> Dec 2025 | 30<br> Jun 2025 | |||||||
| Reconciliation<br> Investments at fair value | ||||||||
| Reconciliation of the carrying amounts at the<br> beginning and end of the current and previous financial year are set out below: | ||||||||
| Opening balance | 307,008 | 716,960 | ||||||
| Addition | ||||||||
| Adelong Gold Limited | 1,000,000 | - | ||||||
| Movement<br> in fair value | - | - | ||||||
| Goldarc Resources Shares | 549,404 | (255,536 | ) | |||||
| Adelong Gold Limited Shares | 600,000 | - | ||||||
| Adelong Gold Limited Options | 616,000 | - | ||||||
| Alaska Asia Clean Energy<br> Corp | - | (154,416 | ) | |||||
| Closing fair value | 3,072,412 | 307,008 |
All values are in US Dollars.
The Investment in Goldarc Resources Limited and Adelong Gold Limited comprises shares and options held by the group measured at fair value. The group shareholding in Goldarc Resources comprises 2.2% ownership. The group shareholding in Adelong Gold comprises 7.8% ownership.
| Nova Minerals Ltd | Interim Report 2026 | 26 |
| --- | --- |
Note 7. Property, Plant and Equipment
| Consolidated | ||||||||
|---|---|---|---|---|---|---|---|---|
| 31<br> Dec 2025 | 30<br> Jun 2025 | |||||||
| Non-current assets | ||||||||
| Plant and equipment - at cost | 7,236,893 | 4,539,525 | ||||||
| Less: Accumulated depreciation | (2,525,448 | ) | (2,294,825 | ) | ||||
| 4,711,445 | 2,244,700 |
All values are in US Dollars.
Reconciliations
Reconciliations of the written down values at the beginning and end of the current financial half-year are set out below:
| Consolidated | ||||||||
|---|---|---|---|---|---|---|---|---|
| 31<br> Dec 2025 | 30<br> Jun 2025 | |||||||
| Opening balance | 2,244,700 | 2,616,080 | ||||||
| Additions | 2,780,920 | 111,563 | ||||||
| Foreign exchange movement | (38,998 | ) | 36,688 | |||||
| Depreciation expense | (275,176 | ) | (519,631 | ) | ||||
| Closing balance | 4,711,446 | 2,244,700 |
All values are in US Dollars.
All property plant and equipment stated under the historical cost convention
Note 8. Exploration and Evaluation
| Consolidated | ||||||||
|---|---|---|---|---|---|---|---|---|
| 31<br> Dec 2025 | 30<br> Jun 2025 | |||||||
| Non-current assets | ||||||||
| Exploration<br> and evaluation expenditure | 112,105,875 | 100,135,725 |
All values are in US Dollars.
| Nova Minerals Ltd | Interim Report 2026 | 27 |
| --- | --- |
Reconciliations
Reconciliations of the written down values at the beginning and end of the current financial half-year are set out below:
| Consolidated | ||||||||
|---|---|---|---|---|---|---|---|---|
| 31<br> Dec 2025 | 30<br> Jun 2025 | |||||||
| Opening balance | 100,135,725 | 92,117,750 | ||||||
| Additions | 14,106,768 | 6,978,760 | ||||||
| Revaluation due to foreign<br> exchange | (2,136,618 | ) | 1,039,215 | |||||
| Closing balance | 112,105,875 | 100,135,725 |
All values are in US Dollars.
Note9. Trade and Other Payables
| Consolidated | ||||||||
|---|---|---|---|---|---|---|---|---|
| 31<br> Dec 2025 | 30<br> Jun 2025 | |||||||
| Current liabilities | ||||||||
| Trade payables | 4,548,667 | 2,686,276 | ||||||
| Accrual<br> ^(1)^ | 2,684,037 | - | ||||||
| 7,232,704 | 2,686,276 |
All values are in US Dollars.
1) The accrual relates to warrants issued in connection with the Department of War grant for the facilitation of the grant agreement.
Note 10. Borrowings
| Consolidated | ||||||||
|---|---|---|---|---|---|---|---|---|
| 31<br> Dec 2025 | 30<br> Jun 2025 | |||||||
| Current liabilities | ||||||||
| Hire purchase | 1,167,795 | - | ||||||
| Non-current liabilities | ||||||||
| Hire purchase | 4,924,351 | - | ||||||
| 6,092,146 | - |
All values are in US Dollars.
During the period, the company entered into a finance lease agreement for the acquisition of mining equipment.
Note 11. Deferred Capital Grant
| Consolidated | ||||||||
|---|---|---|---|---|---|---|---|---|
| 31<br> Dec 2025 | 30<br> Jun 2025 | |||||||
| Current liabilities | ||||||||
| Deferred capital<br> grant | 9,618,113 | - | ||||||
| Non-current liabilities | ||||||||
| Deferred capital grant | 7,604,396 | - | ||||||
| 17,222,509 | - |
All values are in US Dollars.
Government grants are accounted for in accordance with AASB 120 Accounting for Government Grants and Disclosure of Government Assistance.
| Nova Minerals Ltd | Interim Report 2026 | 28 |
| --- | --- |
Government grants received in respect of property, plant and equipment (PPE) are initially recognised as deferred capital grants within the statement of financial position. These grants are subsequently released to the profit or loss on a systematic basis over the useful life of the related assets, in line with the depreciation of the underlying PPE.
Grants relating to revenue expenditure are recognised in profit or loss within other income on a systematic basis in the periods in which the related costs are incurred.
Government grants received in relation to exploration expenditure are recognised as deferred capital grants and are released to exploration expenditure when the related costs are incurred.
On 1 October 2025, Nova’s wholly owned U.S. subsidiary, Alaska Range Resources LLC (ARR), was awarded US$43.4 million (A$65.5 million) in Defense Production Act Title III funding by the U.S. Department of War (DoW) to produce antimony trisulfide at its Estelle Gold and Critical Minerals Project in Alaska. The 24-month firm-fixed price project sub-agreement will enable ARR to accelerate development of a fully integrated U.S. antimony supply chain to extract, concentrate, and refine stibnite to produce military grade antimony trisulfide to assist in meeting the U.S. defense industrial base demands. The project is funded through the U.S. Department of War Manufacturing Capability Expansion & Investment Prioritization (MCEIP) directorate’s Defense Production Act Purchases office and awarded through the Defense Industrial Base Consortium (DIBC) Other Transaction Agreement (OTA). The U.S. Government may modify or terminate the award, in part or whole, and adjust as needed.
Note 12. Issued Capital
| Consolidated | ||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 31<br> Dec 2025 | 31<br> Dec 2025 | 30<br> Jun 2025 | 30<br> Jun 2025 | |||||||||||||
| Shares | Shares | |||||||||||||||
| Issued capital | 455,131,303 | 230,790,579 | 322,997,417 | 175,005,653 | ||||||||||||
| Share issue costs | - | (15,002,137 | ) | - | (7,969,374 | ) | ||||||||||
| 455,131,303 | 215,788,442 | 322,997,417 | 167,036,279 |
All values are in US Dollars.
| Dec<br> 2025 | Dec<br> 2025 | June<br> 2025 | June<br> 2025 | |||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Ordinary share - issued<br> and fully paid | No | No | ||||||||||||||
| At the beginning of the period | 322,997,417 | 167,036,279 | 215,056,881 | 143,972,570 | ||||||||||||
| - Contributions of equity | 117,746,700 | 52,164,005 | 56,880,000 | 8,472,092 | ||||||||||||
| - Shares issued on conversion of options | 14,387,186 | 3,620,920 | 14,460,420 | 2,787,281 | ||||||||||||
| - Shares issued for services rendered | - | - | 1,592,472 | 323,395 | ||||||||||||
| - Shares issued for conversion of Nebari convertible<br> debt | - | - | 35,007,644 | 13,076,290 | ||||||||||||
| - Share issue costs - share<br> based payments ^note 19^ | - | (3,208,687 | ) | - | (180,890 | ) | ||||||||||
| - Share issue costs -<br> cash payments | - | (3,824,075 | ) | - | (1,414,459 | ) | ||||||||||
| Closing balance | 455,131,303 | 215,788,442 | 322,997,417 | 167,036,279 |
All values are in US Dollars.
Ordinary shares
Ordinary shares entitle the holder to participate in dividends and the proceeds on the winding up of the company in proportion to the number of and amounts paid on the shares held. The fully paid ordinary shares have no par value and the company does not have a limited amount of authorised capital.
On a show of hands every member present at a meeting in person or by proxy shall have one vote and upon a poll each share shall have one vote.
CapitalRisk Management
The consolidated entity’s objectives when managing capital is to safeguard its ability to continue as a going concern, so that it can provide returns for shareholders and benefits for other stakeholders and to maintain an optimum capital structure to reduce the cost of capital.
| Nova Minerals Ltd | Interim Report 2026 | 29 |
| --- | --- |
Note 13. Share-Based Payment Reserves
| Consolidated | ||||||||
|---|---|---|---|---|---|---|---|---|
| 31<br> Dec 2025 | 30<br> Jun 2025 | |||||||
| Share based payment<br> reserve | 17,007,228 | 7,981,298 |
All values are in US Dollars.
Share-based payments reserve
The reserve is used to recognise the value of equity benefits provided to employees and directors as part of their remuneration, and other parties as part of their compensation for services.
Movements in reserves
Movements in each class of reserve during the current financial half-year are set out below:
| Consolidated | 31<br> Dec 2025 | 30<br> Jun 2025 | ||||||
|---|---|---|---|---|---|---|---|---|
| Opening balance | 7,981,298 | 9,061,897 | ||||||
| Options expense in period<br> ^(note 19)^ | 5,998,133 | (1,261,489 | ) | |||||
| Broker Options ^(note 19)^ | (180,890 | ) | 180,890 | |||||
| Broker<br> Options ^(note 19)^ | 3,208,687 | - | ||||||
| Balance at 31 December<br> 2025 | 17,007,228 | 7,981,298 |
All values are in US Dollars.
Note 14. Non-Controlling Interest
| Consolidated | ||||||||
|---|---|---|---|---|---|---|---|---|
| 31<br> Dec 2025 | 30<br> Jun 2025 | |||||||
| Issued capital | 7,357,911 | 7,357,911 | ||||||
| Reserves | 618,344 | 781,019 | ||||||
| Accumulated losses | (498,338 | ) | (445,985 | ) | ||||
| 7,477,917 | 7,692,945 |
All values are in US Dollars.
As of the 31 December 2025 the non-controlling interest is 15% (June 2025: 15%) equity holding in AKCM Pty Ltd.
Note 15. Fair Value Measurements
The following tables detail the consolidated entity’s assets and liabilities, measured or disclosed at fair value, using a three-level hierarchy, based on the lowest level of input that is significant to the entire fair value measurement, being:
Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities that the entity can access at the measurement date
Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly
Level 3: Unobservable inputs for the asset or liability
| Nova Minerals Ltd | Interim Report 2026 | 30 |
| --- | --- | | | | Level<br> 1 | | | Level<br> 2 | | | Level<br> 3 | | | Total | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | Consolidated - 31 December<br> 2025 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | Assets | | | | | | | | | | | | | | | | | | Investments<br> at fair value | | | 3,020,940 | | | | 51,471 | | | | - | | | | 3,072,411 | | | Total assets | | | 3,020,940 | | | | 51,471 | | | | - | | | | 3,072,411 | |
All values are in US Dollars.
| Level<br> 1 | Level<br> 2 | Level<br> 3 | Total | |||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Consolidated - 30 June 2025 | ||||||||||||||||
| Assets | ||||||||||||||||
| Investments<br> at fair value | 255,537 | 51,471 | - | 307,008 | ||||||||||||
| Total assets | 255,537 | 51,471 | - | 307,008 |
All values are in US Dollars.
ValuationTechniques
The fair value of financial liabilities is estimated by discounting the remaining contractual maturities at the current market interest rate that is available for similar financial liabilities.
Derivative financial instruments have been valued using quoted market rates.
This valuation technique maximizes the use of observable market data where it is available and relies as little as possible on entity specific estimates.
Note 16. Contingent Liabilities
There are no contingent liabilities that the consolidated entity has become aware of at 31 December 2025 and 30 June 2025.
Note 17. Events After the Reporting Period
| ● | The<br> Company announced the results from its 2025 drilling program which confirmed strong results across the Korbel and RPM deposits at<br> the Estelle Project, defining a higher-grade near-surface core at Korbel (up to 1.2 g/t Au) that supports a potential starter pit<br> within the 8.65 Moz Au JORC resource, while RPM North extended mineralization around its high-grade core and RPM Valley delivered<br> broad intercepts above 1 g/t Au, including a visible gold hit of 0.5 m @ 364 g/t Au; together, the results are expected to enhance<br> the upcoming Mineral Resource Estimate and ongoing Pre-Feasibility Study. |
|---|---|
| ● | In<br> February 2026, Nova announced plans to redomicile to the U.S. after losing its foreign private issuer status, aiming to streamline<br> compliance with U.S. reporting requirements, reduce regulatory conflicts, and enhance access to U.S. capital markets, government<br> funding, and institutional investors, while maintaining dual listings on the ASX and NYSE under a new U.S. parent entity, expected<br> to be named Nova Minerals Corp. Nova expects to complete its redomiciliation by the end of June 2026, subject to shareholder and<br> court approvals and other conditions, while also searching for a U.S.-based CFO with relevant experience. |
| ● | In<br> March 2026, Nova reported initial results from its 2025 surface sampling program, which identified a newly emerging large-scale gold–copper<br> system at the West Wing prospect through rock and soil assays. Surface sampling at the RPM regional and ridgeline areas also returned<br> high-grade RPM-style gold results of up to 24.6 g/t Au, leading to the identification of new drill targets at RPM. Additional assay<br> results from the 2025 program are still pending and will be released once received from the laboratory. |
No other matter or circumstance has arisen since 31 December 2025 that has significantly affected, or may significantly affect the consolidated entity’s operations, the results of those operations, or the consolidated entity’s state of affairs in future financial years.
| Nova Minerals Ltd | Interim Report 2026 | 31 |
| --- | --- |
Note18. Earnings (Loss) Per Share
| Consolidated | ||||||||
|---|---|---|---|---|---|---|---|---|
| 31<br> Dec 2025 | 31<br> Dec 2024 | |||||||
| Loss after income tax | (11,263,843 | ) | (1,964,737 | ) | ||||
| Non-controlling interest | 52,353 | 41,972 | ||||||
| Loss after income tax | (11,211,490 | ) | (1,922,765 | ) |
All values are in US Dollars.
| Number | Number | |||||||
|---|---|---|---|---|---|---|---|---|
| Weighted average<br> number of ordinary shares used in calculating basic earnings per share | 401,454,871 | 256,293,766 | ||||||
| Weighted average number<br> of ordinary shares used in calculating diluted earnings per share | 401,454,871 | 256,293,766 | ||||||
| Cents | Cents | |||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Basic earnings per share | (2.79 | ) | (0.75 | ) | ||||
| Diluted earnings per share | (2.79 | ) | (0.75 | ) | ||||
| - | As<br> of the 31 December 2025 there were 31,311,646 outstanding unlisted options that would be included in the diluted calculation. | |||||||
| --- | --- | |||||||
| - | As<br> of the 31 December 2024 there were 38,744,282 outstanding unlisted options that would be included in the diluted calculation. |
Note 19. Share-Based Payments
From time to time, the Group provides Incentive Options and Performance Rights to officers, employees, consultants, and other key advisors as part of remuneration and incentive arrangements. The number of options or rights granted, and the terms of the options or rights granted are determined by the Board. Shareholder approval is sought where required. During the period the following share-based payments have been recognised:
Share-basedpayments
During the period, the following share-based payments have been granted:
| Consolidated | ||||||||
|---|---|---|---|---|---|---|---|---|
| 31<br> Dec 2025 | 31<br> Dec 2024 | |||||||
| Recognised in profit and<br> loss : | ||||||||
| Director options<br> ^(1)^ | - | (867,273 | ) | |||||
| Consultant options ^(1)^ | - | (394,216 | ) | |||||
| Director options tranche 1<br> ^(1)^ | 2,724,376 | - | ||||||
| Director options tranche 2<br> ^(2)^ | 2,447,983 | - | ||||||
| Director options tranche 3<br> ^(3)^ | 251,996 | - | ||||||
| Director options tranche 4<br> ^(4)^ | 168,541 | - | ||||||
| Consultant options tranche<br> 1 ^(5)^ | 138,502 | - | ||||||
| Consultant options tranche<br> 2 ^(6)^ | 203,602 | - | ||||||
| Consultant options tranche<br> 3 ^(7)^ | 35,251 | - | ||||||
| Consultant<br> options tranche 4 ^(8)^ | 27,882 | - | ||||||
| Total options granted | 5,998,133 | (1,261,489 | ) |
All values are in US Dollars.
| Nova Minerals Ltd | Interim Report 2026 | 32 |
| --- | --- | | | | Consolidated | | | | | | | --- | --- | --- | --- | --- | --- | --- | --- | | | | 31<br> Dec 2025 | | | 31<br> Dec 2024 | | | | | | | | | | | | | | | | | | | | | Recognised in equity: | | | | | | | | | | Broker Options on or before 25<br> July 2028 | | | - | | | | 112,792 | | | Broker Options on or before 24 September 2029 | | | - | | | | 68,098 | | | Broker<br> Options on or before 17 July 2030 ^(9)^ | | | 3,208,687 | | | | - | | | | | | | | | | | | | | | | 3,208,687 | | | | 180,890 | |
All values are in US Dollars.
| Consolidated | ||||||||
|---|---|---|---|---|---|---|---|---|
| 31<br> Dec 2025 | 31<br> Dec 2024 | |||||||
| Recognised in<br> trade payable: | ||||||||
| Broker<br> Options on or before 1 October 2030 ^(10)^ | 2,684,037 | - |
All values are in US Dollars.
OptionsExpense
For the options granted during the current financial half-year, the valuation model inputs used to determine the fair value at the grant date, are as follows:
During the period, the directors reassessed the valuation of the options in light of the vesting conditions and determined that a revaluation was necessary.
Recognisedin profit and loss:
| 1 Director | 2 Director | 3 Director | 4 Director | |||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Options | Options | Options | Options | |||||||||||||
| Tranche<br> 1 | Tranche<br> 2 | Tranche<br> 3 | Tranche<br> 4 | |||||||||||||
| Recognised in | Equity | Equity | Equity | Equity | ||||||||||||
| Valuation Date | 10/11/2025 | 10/11/2025 | 10/11/2025 | 10/11/2025 | ||||||||||||
| Vesting Date | 31/12/2025 | 10/11/2025 | 31/12/2026 | 30/09/2027 | ||||||||||||
| Expiry Date | 10/11/2028 | 10/11/2028 | 10/11/2028 | 10/11/2028 | ||||||||||||
| Exercise price: | 0.45 | 0.45 | 0.45 | 0.45 | ||||||||||||
| Current stock price: | 1.15 | 1.15 | 1.15 | 1.15 | ||||||||||||
| Maximum option life in years: | 3 | 3 | 3 | 3 | ||||||||||||
| Volatility: | 95 | % | 95 | % | 95 | % | 95 | % | ||||||||
| Risk free rate: | 4.08 | % | 4.08 | % | 4.08 | % | 4.08 | % | ||||||||
| Early Exercise Factor | 3 | 3 | 3 | 3 | ||||||||||||
| Vesting Period (Yrs) | 0.14 | 0 | 1.14 | 1.64 | ||||||||||||
| Trinomial step | 200 | 200 | 200 | 200 | ||||||||||||
| Option Value | 0.7784 | 0.7532 | 0.8565 | 0.8758 | ||||||||||||
| Number of Options issued | 3,500,000 | 3,250,000 | 3,000,000 | 3,250,000 | ||||||||||||
| The total share-based payment expense recognised<br> from the amortisation as of the 31 December 2025 for the issued option | 2,724,375 | 2,447,982 | 251,996 | 168,541 |
| Nova Minerals Ltd | Interim Report 2026 | 33 |
| --- | --- | | | | 5 Consultants | | | | 6 Consultants | | | | 7 Consultants | | | | 8 Consultants | | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | | | Options | | | | Options | | | | Options | | | | Options | | | | | | Tranche<br> 1 | | | | Tranche<br> 2 | | | | Tranche<br> 3 | | | | Tranche<br> 4 | | | | | | | | | | | | | | | | | | | | | | Recognised in | | | Equity | | | | Equity | | | | Equity | | | | Equity | | | Valuation Date | | | 30/6/2025 | | | | 30/6/2025 | | | | 30/6/2025 | | | | 30/6/2025 | | | Vesting Date | | | 31/12/2025 | | | | 31/12/2025 | | | | 31/12/2026 | | | | 30/09/2027 | | | Expiry Date | | | 30/06/2028 | | | | 30/06/2028 | | | | 30/06/2028 | | | | 30/06/2028 | | | Exercise price: | | | 0.45 | | | | 0.45 | | | | 0.45 | | | | 0.45 | | | Current stock price: | | | 0.32 | | | | 0.32 | | | | 0.32 | | | | 0.32 | | | Maximum option life in years: | | | 3 | | | | 3 | | | | 3 | | | | 3 | | | Volatility: | | | 83 | % | | | 83 | % | | | 83 | % | | | 83 | % | | Risk free rate: | | | 3.26 | % | | | 3.26 | % | | | 3.26 | % | | | 3.26 | % | | Early Exercise Factor | | | 2.5 | | | | 2.5 | | | | 2.5 | | | | 2.5 | | | Vesting Period (Yrs) | | | 0.5 | | | | 0.5 | | | | 1.5 | | | | 2.30 | | | Trinomial step | | | 200 | | | | 200 | | | | 200 | | | | 200 | | | Option Value | | | 0.1353 | | | | 0.14911 | | | | 0.1430 | | | | 0.1468 | | | Number of Options issued | | | 1,625,000 | | | | 1,500,000 | | | | 1,375,000 | | | | 1,500,000 | | | The total share-based payment expense recognised<br> from the amortisation as of the 31 December 2025 for the issued option | | | 138,502 | | | | 203,602 | | | | 35,251 | | | | 27,882 | |
Recognisedin equity:
| 9 Broker | ||||
|---|---|---|---|---|
| Options | ||||
| Valuation Date | 11/11/2025 | |||
| Vesting Date | 11/11/2025 | |||
| Expiry Date | 17/07/2030 | |||
| Exercise price: | 0.353 | |||
| Current stock price: | 1.170 | |||
| Maximum option life in years: | 4.7 | |||
| Volatility: | 100 | % | ||
| Risk free rate: | 3.86 | % | ||
| Early Exercise Factor | 2.50 | |||
| Trinomial step | 200 | |||
| Option Value | 0.82 | |||
| Number of Warrants issued | 3,925,000 | |||
| Total Value (A$) | 3,208,687 |
Recognisedin trade payables:
| 10 Broker | ||||
|---|---|---|---|---|
| Options | ||||
| Valuation Date | 1/10/2025 | |||
| Vesting Date | 1/10/2025 | |||
| Expiry Date | 1/10/2030 | |||
| Exercise price US: | 4.483 | |||
| Current stock price US: | 4.410 | |||
| Maximum option life in years: | 5.0 | |||
| Volatility: | 100 | % | ||
| Risk free rate: | 3.72 | % | ||
| Early Exercise Factor | 2.50 | |||
| Trinomial step | 200 | |||
| Number of Warrants issued | 726,141 | |||
| Option Value US: | 1,796,426 | |||
| Option Value AUD: | 2,684,037 |
All values are in US Dollars.
| Nova Minerals Ltd | Interim Report 2026 | 34 |
| --- | --- |
OptionMovement 31 December 2025
Set out below are movements in options on issue over ordinary shares of Nova Minerals Limited during the 31 December 2025 half year period:
| Exercise period | Exercise<br> price | Beginning<br> balance | Issued | Exercised | Lapsed | Total | ||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| On or before 30 November 2025 | 1.20 | 8,250,000 | - | - | (8,250,000 | ) | - | |||||||||||||||||
| On or before 16 January 2026 | 0.91 | 1,714,286 | - | - | - | 1,714,286 | ||||||||||||||||||
| On or before 25 July 2029 (Quoted in the USA)<br> * | 0.18 | 16,889,580 | - | (10,246,260 | ) | - | 6,643,320 | |||||||||||||||||
| On or before 25 July 2028 (Unquoted in USA)<br> * | 0.26 | 1,425,000 | - | (1,404,480 | ) | - | 20,520 | |||||||||||||||||
| On or before 24 September 2029 (Unquoted in<br> USA) * | 0.18 | 1,419,000 | - | (1,410,480 | ) | - | 8,520 | |||||||||||||||||
| On or before 23 November 2028 | 0.45 | - | 19,000,000 | - | - | 19,000,000 | ||||||||||||||||||
| On or before 17 July 2030<br> (Unquoted in USA) * | 0.35 | - | 3,925,000 | - | - | 3,925,000 | ||||||||||||||||||
| Total | - | 29,697,866 | 22,925,000 | (13,061,220 | ) | (8,250,000 | ) | 31,311,646 |
* Nasdaq options are quoted on a 60 to 1 basis
Theweighted average year remaining contractual life
The weighted average year remaining contractual life for share-based payment options outstanding as of the 31 December 2025 was 3.09 years (31 December 2024 3.58 year)
TheWeighted average exercise price
The weighted average exercise price for the share-based payment options outstanding as at 31 December 2025 was $0.41 (31 December 2024: $0.43).
| Nova Minerals Ltd | Interim Report 2026 | 35 |
| --- | --- |
Director’sDeclaration
In the directors’ opinion:
| ● | the<br> attached financial statements and notes comply with the Corporations Act 2001, Australian Accounting Standard AASB 134 ‘Interim<br> Financial Reporting’, the Corporations Regulations 2001 and other mandatory professional reporting requirements; |
|---|---|
| ● | the<br> attached financial statements and notes give a true and fair view of the consolidated entity’s financial position as at 31<br> December 2025 and of its performance for the financial half-year ended on that date; and |
| ● | there<br> are reasonable grounds to believe that the company will be able to pay its debts as and when they become due and payable. |
Signed in accordance with a resolution of directors made pursuant to section 303(5)(a) of the Corporations Act 2001.
| On<br> behalf of the directors | |
|---|---|
 |
|
| Richard<br> Beazley | |
| Chairman | |
| 12<br> March 2026 |
| Nova Minerals Ltd | Interim Report 2026 | 36 |
| --- | --- |
| Nova Minerals Ltd | Interim Report 2026 | 37 |
| --- | --- |
| Independent Auditor’sReport | 
|
| --- | --- |
 |
|---|
INDEPENDENT AUDITOR’S REVIEW REPORT
To the Members of Nova Minerals Limited
Conclusion
We have reviewed the accompanying half-year financial report of Nova Minerals Limited and its controlled entities which comprises the consolidated statement of financial position as at 31 December 2025, the consolidated statement of profit or loss and other comprehensive income, consolidated statement of changes in equity and consolidated statement of cash flows for the half-year ended on that date, notes comprising a summary of material accounting policies and other explanatory information, and the directors’ declaration of the consolidated entity comprising the company and the entities it controlled at the half-year end or from time to time during the half-year.
Based on our review, which is not an audit, we have not become aware of any matter that makes us believe that the half-year financial report of Nova Minerals Limited and its controlled entities is not in accordance with the Corporations Act 2001 including:
| (a) | giving<br> a true and fair view of the consolidated entity’s financial position as at 31 December<br> 2024 and of its performance for the half-year ended on that date; and |
|---|---|
| (b) | complying<br> with Accounting Standard AASB 134 Interim Financial Reporting and Corporations Regulations 2001. |
Basisfor Conclusion
We conducted our review in accordance with ASRE 2410 Review of a Financial Report Performed by the Independent Auditor of the Entity. Our responsibilities are further described in the Auditor’s Responsibilities for the Review of the Financial Report section of our report. We are independent of the Company in accordance with the auditor independence requirements of the Corporations Act 2001 and the ethical requirements of the Accounting Professional and Ethical Standards Board’s APES 110 Code of Ethics for Professional Accountants (including Independence Standards) (the Code) that are relevant to our audit of the annual financial report in Australia. We have also fulfilled our other ethical responsibilities in accordance with the Code.
We confirm that the independence declaration required by the Corporations Act 2001, which has been given to the directors of Nova Minerals Limited and its controlled entities, would be in the same terms if given to the directors as at the time of this auditor’s review report.
| Nova Minerals Ltd | Interim Report 2026 | 38 |
| --- | --- |
Responsibilityof the Directors’ for the Financial Report
The directors of Nova Minerals Limited and its controlled entities are responsible for the preparation of the half- year financial report that gives a true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for such internal control as the directors determine is necessary to enable the preparation of the half-year financial report that is free from material misstatement, whether due to fraud or error.
Auditor’sResponsibility for the Review of the Financial Report
Our responsibility is to express a conclusion on the half-year financial report based on our review. We conducted our review in accordance with Auditing Standard on Review Engagements ASRE 2410 Review of a Financial Report Performed by the Independent Auditor of the Entity, in order to state whether, on the basis of the procedures described, we have become aware of any matter that makes us believe that the half-year financial report is not in accordance with the Corporations Act 2001 including: giving a true and fair view of the consolidated entity’s financial position as at 31 December 2025 and its performance for the half-year ended on that date; and complying with Accounting Standard AASB 134 Interim Financial Reporting and the Corporations Regulations 2001.
A review of a half-year financial report consists of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with Australian Auditing Standards and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.
RSMAUSTRALIA PARTNERS
AL WHITTINGHAM
Partner
Date: 12 March 2026
Melbourne, Victoria
| Nova Minerals Ltd | Interim Report 2026 | 39 |
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| Nova Minerals Ltd | Interim Report 2026 | 40 |
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