Nova Minerals Corp.

06/26/2026 | Press release | Distributed by Public on 06/26/2026 17:30

Initial Statement of Beneficial Ownership (Form 3)

FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
Geller Avi
2. Date of Event Requiring Statement (Month/Day/Year)
06/16/2026
3. Issuer Name and Ticker or Trading Symbol
Nova Minerals Corp [NVA]
(Last) (First) (Middle)
C/O NOVA MINERALS CORP, 6312 SOUTH FIDDLERS GREEN CIRCLE, SUITE
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
5. If Amendment, Date Original Filed (Month/Day/Year)
(Street)
GREENWOOD VILLAGE, CO 80111
6. Individual or Joint/Group Filing (Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock 144,969(1) I By Leonite Capital LLC(2)
Common Stock 45,881(1) I By Leonite LLC(2)
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Options (Right to Buy) (3) 12/23/2028 Common Stock 114,583(4) $3.81(5) I By Leonite LLC(6)

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Geller Avi
C/O NOVA MINERALS CORP
6312 SOUTH FIDDLERS GREEN CIRCLE, SUITE
GREENWOOD VILLAGE, CO 80111
X

Signatures

/s/ Ian Pamensky, by Power of Attorney 06/26/2026
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Represents common stock and the number of shares of common stock underlying Chess Depositary Interests ("CDIs") as converted on a 1:12 common stock to CDI ratio pursuant to a scheme of arrangement, completed on June 16, 2016 (the "Scheme") between Nova Minerals Ltd., an Australian public company and predecessor to the Issuer ("Predecessor"). The CDIs are traded on the Australian Securities Exchange (the "ASX") and are held by CHESS Depositary Nominees Pty, Limited, a subsidiary of ASX Limited, the company that operates the ASX.
(2) As an officer of this entity, the reporting person has voting and investment control over the reported shares of common stock.
(3) 31,250 of the shares underlying these stock options are fully vested and exercisable. The remaining shares underlying these stock options will vest upon the completion of certain operational and/or sales milestones, subject to continuing services provided by the reporting person.
(4) These stock options were originally rights to receive ordinary shares of the Predecessor. Under the Scheme, the stock options became rights to be issued shares of Common Stock of the Issuer in the ratio of one share of Common Stock for every 12 ordinary shares of Predecessor to which the holder would otherwise have been entitled.
(5) The exercise price was converted from A$0.45, which reflects the 12:1 consolidation ratio applied in converting ordinary shares of Predecessor to shares of the Issuer's Common Stock, using the exchange rate as published by the Reserve Bank of Australia in effect on June 14, 2026. The actual exercise price will be the Australian dollar amount regardless of the exchange rate on the date of grant or of exercise.
(6) As an officer of this entity, the reporting person has voting and investment control over the underlying shares of common stock.

Remarks:
Exhibit 24: Power of attorney provided herewith.
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, See Instruction 6 for procedure. Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.
Nova Minerals Corp. published this content on June 26, 2026, and is solely responsible for the information contained herein. Distributed via EDGAR on June 26, 2026 at 23:30 UTC. If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at [email protected]