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 September 2025
Commission
File Number 001-42132
NOVA
MINERALS LIMITED
(Translation
of registrant’s name into English)
Suite
5, 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
NOVA
MINERALS LIMITED
EXPLANATORY
NOTE
Furnished
herewith are the proxy materials for the Annual General Meeting of Shareholders of Nova Minerals Limited (the “Company”)
to be held virtually on Monday, November 10, 2025 at 10.00 a.m. (Melbourne, Australia time) (the “Meeting”).
Ordinary Shareholders will vote in accordance with the rules
and procedures of the Australian Stock Exchange. For holders of American Depositary Shares (“ADS”), a record date has been
set of September 18, 2025. Accordingly, ADS holders of record who hold ADSs at the close of business on September 18,
2025, will be entitled to vote by proxy ahead of the meeting, before 12:00 p.m. Eastern Standard Time on November 2, 2025, in accordance
with the terms of the Depositary Agreement between the Company and the Depositary and the separate instructions which will be issued
by the Depositary which are furnished as an exhibit with this Form 6-K.
The
information in the attached Exhibits 99.1, 99.2, 99,3, 99.4 and 99.5 are being furnished and shall not be deemed “filed”
for the purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise subject to the liabilities of that Section, nor shall
it be deemed incorporated by reference in any filing made by the Company under the Securities Act of 1933, as amended, or the Securities
Exchange Act of 1934, except as otherwise set forth herein or as shall be expressly set forth by specific reference in such a filing.
Financial
Statements and Exhibits.
The
following exhibits are being filed herewith:
Exhibit
No. |
|
Description |
99.1 |
|
Notice of Annual General Meeting |
99.2 |
|
Form of Proxy Voting Form for Holders of Ordinary Shares |
99.3 |
|
Letter to Shareholders – Notice and Proxy Form |
99.4 |
|
Voting Information Form for Holders of American Depositary Shares |
99.5 |
|
Form of Voting Instructions for Holders of American Depositary Shares |
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:
September 19, 2025 |
By: |
/s/
Ian Pamensky |
|
|
|
|
Name: |
Ian
Pamensky |
|
Title:
|
Company
Secretary |