6-K

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 UNDER THE

SECURITIES EXCHANGE ACT OF 1934

For the month of May, 2026

	001-41208
	(Commission File Number)

NOVONIX LIMITED

(Translation of registrant’s name into English)

Level 38

71 Eagle Street

Brisbane, QLD 4000 Australia

(Address of principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20‑F or Form 40‑F.

Form 20-F ☒ Form 40-F ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐

EXHIBIT INDEX

Exhibit No. Description

Exhibit 99.1 Appendix 3G (Notification of issue, conversion or payment up of unquoted equity securities) dated May 06, 2026

SIGNATURES

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 hereunto duly authorized.

NOVONIX LIMITED
By:	/s/ Robert Long
	Robert Long
	Chief Financial Officer

Date: May 6, 2026

EX-99.1

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

EXHIBIT 99.1

Announcement Summary

Entity name

NOVONIX LIMITED

Date of this announcement

Wednesday May 6, 2026

The +securities the subject of this notification are:

Other

Total number of +securities to be issued/transferred

			Total number of
	ASX +security		+securities to be
	code	Security description	issued/transferred	Issue date
	New class - code	Share Rights	1,371,566	06/05/2026
	to be confirmed

Refer to next page for full details of the announcement

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	Appendix 3G - Notification of issue, conversion or payment up of unquoted equity securities
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Part 1 - Entity and announcement details

1.1 Name of entity

NOVONIX LIMITED

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

1.2 Registered number type	Registration number
ABN	54157690830

1.3 ASX issuer code

NVX

1.4 The announcement is

New announcement

1.5 Date of this announcement

6/5/2026

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	Appendix 3G - Notification of issue, conversion or payment up of unquoted equity securities
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Part 2 - Issue details

2.1 The +securities the subject of this notification are:

Other

Please specify

Issue of shares rights to Directors following shareholder approval at the AGM held on 15 April 2026.

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

does not have an existing ASX security code ("new class")

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	Appendix 3G - Notification of issue, conversion or payment up of unquoted equity securities
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Part 3C - number and type of +securities the subject of this notification (new class)

New +securities

ASX +security code		+Security description
New class - code to be confirmed		Share Rights
+Security type		ISIN code
---	---	---

Other

Date the +securities the subject of this notification were issued

6/5/2026

Will all the +securities issued in this class rank equally in all respects from their issue date?

Yes

Please provide a URL link for a document lodged with ASX setting out the material terms of the +securities being issued.

https://cdn-api.markitdigital.com/apiman-gateway/ASX/asx-research/1.0/file/2924-03068742-2A1660572&v=undefined

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

Please provide any further information needed to understand the circumstances in which you are notifying the issue of these +securities to ASX, including why the issue of the +securities has not been previously announced to the market in an Appendix 3B

The +securities the subject of this notice comprise share rights issued following shareholder approval obtained at the Company's Annual General Meeting.

Issue details

Number of +securities

1,371,566

Were the +securities issued for a cash consideration?

No

Please describe the consideration being provided for the +securities

Share rights issued as part of Director remuneration.

Purpose of the issue

Other

Additional Details

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	Appendix 3G - Notification of issue, conversion or payment up of unquoted equity securities
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Part 4 - +Securities on issue

Following the issue, conversion or payment up of the +securities the subject of this notification, the +securities of the entity will comprise:

The figures in parts 4.1 and 4.2 below are automatically generated and may not reflect the entity's current issued capital if other Appendix 2A, Appendix 3G or Appendix 3H forms are currently with ASX for processing.

4.1 Quoted +securities (Total number of each +class of +securities issued and quoted on ASX)

		Total number of
ASX +security code and description		+securities on issue
NVX : ORDINARY FULLY PAID		861,442,940

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

		Total number of
ASX +security code and description		+securities on issue
NVXAD : PERFORMANCE RIGHTS		35,021,775
NVXAA : OPTION EXPIRING VARIOUS DATES EX VARIOUS PRICES		14,016,667
NVXAL : CONVERTIBLE NOTES		45,221,586
NVXAH : CONVERTIBLE DEBENTURES		35,000,000
New class - code to be confirmed : Share Rights		1,371,566
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	Appendix 3G - Notification of issue, conversion or payment up of unquoted equity securities
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Part 5 - Other Listing Rule requirements

5.1 Were the +securities issued under an exception in Listing Rule 7.2 and therefore the issue did not need any security holder approval under Listing Rule 7.1?

No

5.2 Has the entity obtained, or is it obtaining, +security holder approval for the issue under listing rule 7.1?

Yes

5.2a Date of meeting or proposed meeting to approve the issue under listing rule 7.1

15/4/2026

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