Novonix (ASX: NVX) creates new class of 1.37M share rights

Rhea-AI Filing Summary

NOVONIX LIMITED has issued 1,371,566 new unquoted Share Rights as a separate security class. These rights were not issued for cash consideration and will rank equally in all respects from their issue date of 6 May 2026.

The Share Rights form a new, unquoted ASX security class and increase NOVONIX’s unquoted securities alongside existing performance rights, options, convertible notes and convertible debentures. The issue is being put to security holders for approval under ASX Listing Rule 7.1 at a meeting dated 15 April 2026.

Key Figures

New Share Rights issued: 1,371,566 rights Ordinary shares on issue: 861,442,940 shares Performance rights on issue: 35,021,775 rights +4 more

7 metrics

New Share Rights issued 1,371,566 rights New unquoted class, issue date 6 May 2026

Ordinary shares on issue 861,442,940 shares NVX ordinary fully paid quoted on ASX

Performance rights on issue 35,021,775 rights Unquoted NVXAD performance rights

Options on issue 14,016,667 options Unquoted NVXAA options expiring various dates at various prices

Convertible notes on issue 45,221,586 notes Unquoted NVXAL convertible notes

Convertible debentures on issue 35,000,000 debentures Unquoted NVXAH convertible debentures

Shareholder approval meeting date 15/4/2026 Meeting to approve issue under ASX Listing Rule 7.1

Key Terms

Appendix 3G, Share Rights, Listing Rule 7.1, performance rights, +2 more

6 terms

Appendix 3G regulatory

"Appendix 3G (Notification of issue, conversion or payment up of unquoted equity securities)"

Share Rights financial

"New class - code to be confirmed Share Rights 1,371,566"

Listing Rule 7.1 regulatory

"Date of meeting or proposed meeting to approve the issue under listing rule 7.1 15/4/2026"

performance rights financial

"NVXAD PERFORMANCE RIGHTS 35,021,775"

Performance rights are conditional awards that give employees or executives the promise of receiving company shares or cash only if the business meets specific targets or survives for a set period. They work like a bonus you only get when certain goals are hit, so they matter to investors because they can increase the number of shares outstanding (dilution), signal management’s incentives and confidence in future results, and affect per-share earnings and valuation.

convertible notes financial

"NVXAL CONVERTIBLE NOTES 45,221,586"

Convertible notes are a type of short-term loan that a company receives from investors, which can later be turned into company shares instead of being paid back in cash. They matter to investors because they offer a way to support a company early on while giving the potential to own a stake in its success if the company grows and later raises more funding.

convertible debentures financial

"NVXAH CONVERTIBLE DEBENTURES 35,000,000"

Convertible debentures are loans a company issues that pay interest like a bond but can be swapped later for the company’s shares at a set price. For investors they act like a safety-net plus a shortcut: you get regular interest payments while retaining the option to join ownership if the share price rises, which offers upside potential but can dilute existing shareholders if conversion occurs.

Form 6-K: How Foreign Companies Report to the SEC →

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

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

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

6/5/2026

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

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")

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 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

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)

		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

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?

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

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 1,371,566 new unquoted Share Rights as a separate security class. These rights were issued on 6 May 2026, are not quoted on ASX, and rank equally in all respects from their issue date.

How many new Share Rights did NOVONIX (NVX) issue and are they quoted?

NOVONIX issued 1,371,566 new Share Rights, creating a new unquoted ASX security class with a code to be confirmed. These securities are separate from ordinary shares and are not traded on ASX like NVX ordinary fully paid shares.

Did NOVONIX (NVX) receive cash for the 1,371,566 Share Rights?

No, the 1,371,566 Share Rights were issued without cash consideration. The filing notes that the securities were not issued for cash and classifies the purpose of the issue as “Other,” indicating a non-cash form of consideration or incentive.

What is NOVONIX’s (NVX) ordinary share count after this Share Rights issue?

Following the issue, NOVONIX has 861,442,940 NVX ordinary fully paid shares on issue. This figure is presented alongside updated totals for unquoted securities, including performance rights, options, convertible notes, convertible debentures, and the new Share Rights class.

What other unquoted securities does NOVONIX (NVX) have on issue?

NOVONIX’s unquoted securities include 35,021,775 performance rights (NVXAD), 14,016,667 options expiring on various dates at various prices (NVXAA), 45,221,586 convertible notes (NVXAL), 35,000,000 convertible debentures (NVXAH), plus 1,371,566 new Share Rights in a class with code to be confirmed.

Was security holder approval required for NOVONIX’s new Share Rights issue?

Yes, the filing states that security holder approval is being obtained under ASX Listing Rule 7.1. It references a meeting dated 15 April 2026 to approve the issue, and confirms the issue was not made under an exception in Listing Rule 7.2.

Filing Exhibits & Attachments

1 document

Press Releases

• EX-99.1 EX-99.1 115.8 KB