Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements · Regulation FD Disclosure
Item Departure 5.02 of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On July 1, 2026, the Board of Directors (the “Board”) of Nova Minerals Corp (the “Company”), pursuant to applicable law and the Bylaws of the Company, approved an increase of the size of the Board from five directors to six directors, and appo…
We are a dual ASX and Nasdaq listed gold, antimony and critical minerals mining exploration stage company moving towards development, with our flagship Estelle Gold and Critical Minerals Project (“Estelle Project” or “Project”) located in Alaska. Our vision is to concurrently develop the Estelle Project to become a world class, tier-one, global gold producer, and to help secure a U.S. domestic supply chain for the strategic mineral antimony, from mining to a refined product. While we currently have no operating revenues, we expect to complete our first gold pour in 2027, and subject to establishing a mineral resource estimate for antimony and the potential receipt of U.S. Department of Defense grants to fast track antimony production, we could also be mining and refining the strategic mineral antimony within 12 to 18 months, although there is no assurance that we will meet either of those timeframes and consummation of any such commercial production is subject to the risks described herein under “Risk Factors.”
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Item 5.02Item 5.02 - Departure/Election of Directors
Item Departure
5.02 of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On
July 1, 2026, the Board of Directors (the “Board”) of Nova Minerals Corp (the “Company”), pursuant to applicable
law and the Bylaws of the Company, approved an increase of the size of the Board from five directors to six directors, and appointed
Josh Girnun to the Board to serve as a Class I director, effective immediately. Mr. Girnun was not initially appointed to any committee
of the Board.
As
compensation for his service on the Board, Mr. Girnun will receive the standard compensation for non-employee directors. There are no
understandings or arrangements with any person pursuant to which Mr. Girnun was selected as a director, and Mr. Girnun is not party to
any related party transaction required to be reported pursuant to Item 404(a) of Regulation S-K.
The
Board considered the independence of Mr. Girnun under the listing standards of the NYSE American (“NYSE”) and concluded that
he is an independent director under the applicable NYSE standards.
Item 7.01Item 7.01 - Regulation FD Disclosure
Item Regulation
7.01 FD Disclosure.
On
July 1, 2026, the Company issued a press release announcing the appointment of Mr. Girnun to the Board, a copy of which is furnished
as Exhibit 99.1 attached hereto.
The
information furnished under this Item 7.01, including Exhibit 99.1, will not be deemed “filed” for purposes of Section 18
of the Securities Exchange Act of 1934 and will not be incorporated by reference into any filing under the Securities Act of 1933, except
as expressly set forth by specific reference in that filing.
Filed exhibits (1)
EX-99.1 (by filename) ex99-1.htm
EX-99.1
2
ex99-1.htm
EX-99.1
Exhibit
99.1
Nova
Minerals Appoints Former JP Morgan Metals & Mining Professional to Board as Company Advances U.S. Critical Metals Strategy
Anchorage,
Alaska, July 1, 2026 - Nova Minerals Corp (“Nova Minerals” or the “Company”) is pleased to announce the appointment
of Mr. Joshua Girnun to the Company’s Board of Directors, effective July 1, 2026. Mr. Girnun brings institutional finance and risk
underwriting experience from his background at JP Morgan Chase & Co., where he co-founded a client-facing risk underwriting team
covering the metals and mining, energy, renewables, industrials, oil and gas, and agriculture sectors. He pairs his financial background
with strong technical training, holding two master’s degrees spanning resource finance and geosciences, in addition to an honours
degree and a bachelor’s in geology.
The
appointment of Mr. Girnun comes as Nova enters into what it believes to be a pivotal period of execution. The Company recently completed
its redomiciliation from Australia to the United States, a move designed to align its corporate structure with its predominantly U.S.
asset base, deepen access to American government and insti…