NOVONIX (ASX: NVX) issues 7.7M unquoted performance rights under incentive plan

Rhea-AI Filing Summary

NOVONIX Limited reported the issue of 7,704,361 unquoted performance rights (ASX code NVXAD) under its employee incentive scheme. These rights are in an existing, unquoted class and are not intended to be listed on the ASX.

Following this grant, NOVONIX has 860,910,987 ordinary fully paid shares on issue, alongside various unquoted securities including 25,092,989 performance rights in total, options, share rights, and convertible notes. The company confirms the issue was made under an exception in ASX Listing Rule 7.2, meaning separate security holder approval was not required.

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 March, 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 March 2, 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 Executive Officer

Date: March 2, 2026

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

Monday March 02, 2026

The +securities the subject of this notification are:

+Other securities issued under an +employee incentive scheme that are not intended to be quoted on ASX

Total number of +securities to be issued/transferred

			Total number of
	ASX +security		+securities to be
	code	Security description	issued/transferred	Issue date
	NVXAD	PERFORMANCE RIGHTS	7,704,361	02/03/2026

Refer to next page for full details of the announcement

Appendix 3G - Notification of issue, conversion or payment up of unquoted equity securities 1 / 6

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

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

2/3/2026

Appendix 3G - Notification of issue, conversion or payment up of unquoted equity securities 2 / 6

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

Part 2 - Issue details

2.1 The +securities the subject of this notification are:

+Other securities issued under an +employee incentive scheme that are not intended to be quoted on ASX

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

has an existing ASX security code ("existing class")

Appendix 3G - Notification of issue, conversion or payment up of unquoted equity securities 3 / 6

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

Part 3B - number and type of +securities the subject of this notification (existing class) where issue has not previously been notified to ASX in an Appendix 3B

ASX +security code and description

NVXAD : PERFORMANCE RIGHTS

Date the +securities the subject of this notification were issued

2/3/2026

Will these +securities rank equally in all respects from their issue date with the existing issued

+securities in that class

Yes

Were any of the +securities issued to +key management personnel (KMP) or an +associate?

No

Please provide a URL link for a document lodged with ASX detailing the terms of the +employee incentive scheme or a summary of the terms

https://cdn-api.markitdigital.com/apiman-gateway/ASX/asx-researc h/1.0/file/2924-02898271-2A1570239&v=04711220c3a57065317ba4efca4a3459a4e46882

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

Issue details

Number of +securities

7,704,361

Appendix 3G - Notification of issue, conversion or payment up of unquoted equity securities 4 / 6

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

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)

ASX +security code and description	Total number of +securities on issue
NVX : ORDINARY FULLY PAID	860,910,987

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

ASX +security code and description	Total number of +securities on issue
NVXAD : PERFORMANCE RIGHTS	25,092,989
NVXAA : OPTION EXPIRING VARIOUS DATES EX VARIOUS PRICES	14,016,667
NVXAB : SHARE RIGHTS	1,008,567
NVXAL : CONVERTIBLE NOTES	45,221,586

NVXAH : CONVERTIBLE DEBENTURES 35,000,000

Appendix 3G - Notification of issue, conversion or payment up of unquoted equity securities 5 / 6

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

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?

Yes

5.1a Select the number of the applicable exception in Listing Rule 7.2

13

Appendix 3G - Notification of issue, conversion or payment up of unquoted equity securities 6 / 6

FAQ

What did NOVONIX (NVX) announce in this Form 6-K and Appendix 3G?

NOVONIX announced the issue of 7,704,361 unquoted performance rights (NVXAD) under its employee incentive scheme. These securities form part of an existing, unlisted class and are not intended to be quoted on ASX, supporting long-term employee alignment.

How many NOVONIX performance rights were issued and in which class?

NOVONIX issued 7,704,361 performance rights in the unquoted NVXAD class. These rights were granted under an employee incentive scheme and will rank equally with existing securities in that class from the issue date of March 2, 2026.

Are the new NOVONIX (NVX) performance rights quoted on the ASX?

The 7,704,361 newly issued NOVONIX performance rights are not quoted on ASX. They are classified as unquoted NVXAD performance rights issued under an employee incentive scheme and are not intended to trade as listed securities on the exchange.

Did NOVONIX need shareholder approval for this performance rights issue?

NOVONIX states the performance rights were issued under an exception in ASX Listing Rule 7.2. Using this exception means the issue did not require separate security holder approval under Listing Rule 7.1 for this particular employee incentive grant.

What is NOVONIX’s total ordinary share count after this grant?

After the performance rights issue, NOVONIX reports 860,910,987 ordinary fully paid shares on issue. This figure sits alongside several unquoted security classes, including performance rights, options, share rights, and convertible notes, as disclosed in the Appendix 3G summary.

How many unquoted NOVONIX performance rights are now on issue in total?

Following the latest grant, NOVONIX shows 25,092,989 NVXAD performance rights on issue. This total includes the 7,704,361 new rights and represents all outstanding rights in that unquoted performance rights class as of the announcement date.

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