GENE Genetic Technologies Ltd

 

 

FORM 6-K

U.S. SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE

SECURITIES EXCHANGE ACT OF 1934

 

dated December 27, 2023

 

Commission File Number 0-51504

 

GENETIC TECHNOLOGIES LIMITED

(Exact Name as Specified in its Charter)

 

N/A

(Translation of Registrant’s Name)

 

60-66 Hanover Street

Fitzroy

Victoria 3065 Australia

(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 ☐

 

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): ☐

 

Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

 

Yes ☐ No ☒

 

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): Not applicable.

 

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused the Report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

Date: December 27, 2023

 

	GENETIC TECHNOLOGIES LIMITED
	By:	/s/ Tony Di Pietro
	Name:	Tony Di Pietro
	Title:	Company Secretary

 

 

EXHIBIT INDEX

 

Exhibit		Description of Exhibit
99.1		Change of Directors Interest following Share Consolidation and Performance Rights Expiry

 

 

 

Exhibit 99.1

 

 

Change of Directors Interest following Share Consolidation and Performance Rights Expiry

 

Melbourne, Australia, 27 December 2023: Genetic Technologies Limited (ASX:GTG; NASDAQ:GENE, “Company”, “GTG”), a global leader in genomics-based tests in health, wellness and serious disease, lodges four (4) updated Appendix 3Y – Change of Directors Interest notice. Please see the Appendix 3Y’s that follow. The notices reflect the recent 100 to 1 ordinary share consolidation and the expiry of performance rights held by directors. The change in interests does not relate to any trading undertaken by directors.

 

-END-

 

Authorised for release by the board of directors of Genetic Technologies Limited.

 

Enquiries

 

Investor Relations

Adrian Mulcahy

Automic Markets

M: +61 438 630 411

E: adrian.mulcahy@automicgroup.com.au

 

About Genetic Technologies Limited

 

Genetic Technologies Limited (ASX: GTG; Nasdaq: GENE) is a diversified molecular diagnostics company. A global leader in genomics-based tests in health, wellness and serious disease through its geneType and EasyDNA brands. GTG offers cancer predictive testing and assessment tools to help physicians to improve health outcomes for people around the world. The company has a proprietary risk stratification platform that has been developed over the past decade and integrates clinical and genetic risk to deliver actionable outcomes to physicians and individuals. Leading the world in risk prediction in oncology, cardiovascular and metabolic diseases, Genetic Technologies continues to develop risk assessment products. For more information, please visit www.genetype.com

 

 

Appendix 3Y

Change of Director’s Interest Notice

 

Rule 3.19A.2

 

Appendix 3Y

 

Change of Director’s Interest Notice

 

Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX’s property and may be made public.

 

Introduced 30/09/01 Amended 01/01/11

 

Name of entity: Genetic Technologies Limited

ABN: 17 009 212 328

 

We (the entity) give ASX the following information under listing rule 3.19A.2 and as agent for the director for the purposes of section 205G of the Corporations Act.

 

Name of Director	Peter Irwin Rubenstein
Date of last notice	9 November 2022

 

Part 1 - Change of director’s relevant interests in securities

In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust

 

Note: In the case of a company, interests which come within paragraph (i) of the definition of “notifiable interest of a director” should be disclosed in this part.

 

Direct or indirect interest		Indirect
Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest.		Irwin Biotech Nominees Pty Ltd <BIO A/C> & RIP Opportunities Pty Ltd <PIR Super Fund A/C
Date of change		18 December 2023 – Ordinary shares 21 December 2023 – Performance Rights

 

+ See chapter 19 for defined terms.

 

01/01/2011 Appendix 3Y Page 1

 

 

Appendix 3Y

Change of Director’s Interest Notice

 

No. of securities held prior to change		Irwin Biotech Nominees Pty Ltd <BIO A/C> 87,049,310 Ordinary shares   Irwin Biotech Nominees Pty Ltd 2,000,000 Ordinary shares 86,582,700 Ordinary shares (represented by 144,305 American Depositary Receipts)   RIP Opportunities Pty Ltd 7,500,000 Ordinary shares (represented by 12,500 American Depositary Receipts)   RIP Opportunities Pty Ltd <PIR Super Fund A/C> 124,999,999 Ordinary shares   7,500,000 Class A Performance Rights 25,000,000 Class B Performance Rights 25,000,000 Class C Performance Rights
Class		Ordinary shares and Performance Rights
Number acquired		Nil
Number disposed		Nil
Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation		Nil
No. of securities held after change		Irwin Biotech Nominees Pty Ltd <BIO A/C> 870,494 Ordinary shares   Irwin Biotech Nominees Pty Ltd 20,000 Ordinary shares 865,827 Ordinary shares (represented by 28,861 American Depositary Receipts)   RIP Opportunities Pty Ltd 75,000 Ordinary shares (represented by 2,500 American Depositary Receipts)   RIP Opportunities Pty Ltd <PIR Super Fund A/C> 1,250,000 Ordinary shares

 

+ See chapter 19 for defined terms.

 

Appendix 3Y Page 2

01/01/2011

 

 

Appendix 3Y

Change of Director’s Interest Notice

 

Nature of change Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy-back

Ordinary shares – as result of a share consolidation on the basis 1 for every parcel of 100 shares held.   Performance Rights - Expired

 

Part 2 – Change of director’s interests in contracts

 

Note: In the case of a company, interests which come within paragraph (ii) of the definition of “notifiable interest of a director” should be disclosed in this part.

 

Detail of contract		N/A
Nature of interest		N/A
Name of registered holder (if issued securities)		N/A
Date of change		N/A
No. and class of securities to which interest related prior to change Note: Details are only required for a contract in relation to which the interest has changed		N/A
Interest acquired		N/A
Interest disposed		N/A
Value/Consideration Note: If consideration is non-cash, provide details and an estimated valuation		N/A
Interest after change		N/A

 

Part 3 – ⁺Closed period

 

Were the interests in the securities or contracts detailed above traded during a +closed period where prior written clearance was required?		No
If so, was prior written clearance provided to allow the trade to proceed during this period?		No
If prior written clearance was provided, on what date was this provided?		N/A

 

+ See chapter 19 for defined terms.

 

01/01/2011 Appendix 3Y Page 3

 

 

Appendix 3Y

Change of Director’s Interest Notice

 

Rule 3.19A.2

 

Appendix 3Y

 

Change of Director’s Interest Notice

 

Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX’s property and may be made public.

 

Introduced 30/09/01 Amended 01/01/11

 

Name of entity: Genetic Technologies Limited

ABN: 17 009 212 328

 

We (the entity) give ASX the following information under listing rule 3.19A.2 and as agent for the director for the purposes of section 205G of the Corporations Act.

 

Name of Director	Nicholas Burrows
Date of last notice	24 December 2020

 

Part 1 - Change of director’s relevant interests in securities

 

In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust

 

Note: In the case of a company, interests which come within paragraph (i) of the definition of “notifiable interest of a director” should be disclosed in this part.

 

Direct or indirect interest		Direct
Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest.		N/A
Date of change		18 December 2023 – Ordinary shares 21 December 2023 – Performance Rights
No. of securities held prior to change		1,670,000 Ordinary shares   5,000,000 Performance Rights

 

+ See chapter 19 for defined terms.

 

01/01/2011 Appendix 3Y Page 1

 

 

Appendix 3Y

Change of Director’s Interest Notice

 

Class		Ordinary shares and Performance Rights
Number acquired		Nil
Number disposed		Nil
Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation		Nil
No. of securities held after change		16,700 Ordinary shares
Nature of change Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy-back		Ordinary shares – as result of a share consolidation on the basis 1 for every parcel of 100 shares held.
		Performance Rights - Expired

 

Part 2 – Change of director’s interests in contracts

 

Note: In the case of a company, interests which come within paragraph (ii) of the definition of “notifiable interest of a director” should be disclosed in this part.

 

Detail of contract		N/A
Nature of interest		N/A
Name of registered holder (if issued securities)		N/A

 

+ See chapter 19 for defined terms.

 

Appendix 3Y Page 2

01/01/2011

 

 

Appendix 3Y

Change of Director’s Interest Notice

 

Date of change		N/A
No. and class of securities to which interest related prior to change Note: Details are only required for a contract in relation to which the interest has changed		N/A
Interest acquired		N/A
Interest disposed		N/A
Value/Consideration Note: If consideration is non-cash, provide details and an estimated valuation		N/A
Interest after change		N/A

 

Part 3 – ⁺Closed period

 

Were the interests in the securities or contracts detailed above traded during a +closed period where prior written clearance was required?		No
If so, was prior written clearance provided to allow the trade to proceed during this period?		No
If prior written clearance was provided, on what date was this provided?		N/A

 

+ See chapter 19 for defined terms.

 

01/01/2011 Appendix 3Y Page 3

 

 

Appendix 3Y

Change of Director’s Interest Notice

 

Rule 3.19A.2

 

Appendix 3Y

 

Change of Director’s Interest Notice

 

Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX’s property and may be made public.

 

Introduced 30/09/01 Amended 01/01/11

 

Name of entity: Genetic Technologies Limited

ABN: 17 009 212 328

 

We (the entity) give ASX the following information under listing rule 3.19A.2 and as agent for the director for the purposes of section 205G of the Corporations Act.

 

Name of Director	Lindsay Wakefield
Date of last notice	11 January 2023

 

Part 1 - Change of director’s relevant interests in securities

 

In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust

 

Note: In the case of a company, interests which come within paragraph (i) of the definition of “notifiable interest of a director” should be disclosed in this part.

 

Direct or indirect interest		Indirect
Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest.		Wakko Enterprises Pty Ltd
Date of change		18 December 2023 – Ordinary shares 21 December 2023 – Performance Rights
No. of securities held prior to change		Wakko Enterprises Pty Ltd 9,418,104 Ordinary shares   Wakko Investments Pty Ltd 5,000,000 Performance Rights

 

+ See chapter 19 for defined terms.

 

01/01/2011 Appendix 3Y Page 1

 

 

Appendix 3Y

Change of Director’s Interest Notice

 

Class		Ordinary shares and Performance Rights
Number acquired		Nil
Number disposed		Nil
Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation		Nil
No. of securities held after change		Wakko Enterprises Pty Ltd 94,182 Ordinary shares
Nature of change Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy-back		Ordinary shares – as result of a share consolidation on the basis 1 for every parcel of 100 shares held.   Performance Rights - Expired

 

Part 2 – Change of director’s interests in contracts

 

Note: In the case of a company, interests which come within paragraph (ii) of the definition of “notifiable interest of a director” should be disclosed in this part.

 

Detail of contract		N/A
Nature of interest		N/A
Name of registered holder (if issued securities)		N/A

 

+ See chapter 19 for defined terms.

 

Appendix 3Y Page 2

01/01/2011

 

 

Appendix 3Y

Change of Director’s Interest Notice

 

Date of change		N/A
No. and class of securities to which interest related prior to change Note: Details are only required for a contract in relation to which the interest has changed		N/A
Interest acquired		N/A
Interest disposed		N/A
Value/Consideration Note: If consideration is non-cash, provide details and an estimated valuation		N/A
Interest after change		N/A

 

Part 3 – ⁺Closed period

 

Were the interests in the securities or contracts detailed above traded during a +closed period where prior written clearance was required?		No
If so, was prior written clearance provided to allow the trade to proceed during this period?		No
If prior written clearance was provided, on what date was this provided?		N/A

 

+ See chapter 19 for defined terms.

 

01/01/2011 Appendix 3Y Page 3

 

 

Appendix 3Y

Change of Director’s Interest Notice

 

Rule 3.19A.2

 

Appendix 3Y

 

Change of Director’s Interest Notice

 

Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX’s property and may be made public.

 

Introduced 30/09/01 Amended 01/01/11

 

Name of entity: Genetic Technologies Limited

ABN: 17 009 212 328

 

We (the entity) give ASX the following information under listing rule 3.19A.2 and as agent for the director for the purposes of section 205G of the Corporations Act.

 

Name of Director	Jerzy Muchnicki
Date of last notice	2 February 2023

 

Part 1 - Change of director’s relevant interests in securities

 

In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust

 

Note: In the case of a company, interests which come within paragraph (i) of the definition of “notifiable interest of a director” should be disclosed in this part.

 

Direct or indirect interest		Indirect
Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest.		MJGD Nominees Pty Ltd
Date of change		18 December 2023 – Ordinary shares 21 December 2023 – Performance rights
No. of securities held prior to change		MJGD Nominees Pty Ltd 210,436,756 Ordinary shares   JGM Investment Group (The Muchnicki Family A/C) 9,400,000 Ordinary shares   MJGD Nominees Pty Ltd <BSMI A/C> 4,849,129 Ordinary shares   7,500,000 Class A Performance Rights 25,000,000 Class B Performance Rights 25,000,000 Class C Performance Rights

 

+ See chapter 19 for defined terms.

 

01/01/2011 Appendix 3Y Page 1

 

 

Appendix 3Y

Change of Director’s Interest Notice

 

Class		Ordinary shares (represented by American Depositary Receipts) and Performance Rights
Number acquired		Nil
Number disposed		Nil
Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation		Nil
No. of securities held after change		MJGD Nominees Pty Ltd 2,104,368 Ordinary shares   JGM Investment Group (The Muchnicki Family A/C) 94,000 Ordinary shares   MJGD Nominees Pty Ltd <BSMI A/C> 48,492 Ordinary shares
Nature of change Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy-back		Ordinary shares – as result of a share consolidation on the basis 1 for every parcel of 100 shares held.   Performance Rights - Expired

 

Part 2 – Change of director’s interests in contracts

 

Note: In the case of a company, interests which come within paragraph (ii) of the definition of “notifiable interest of a director” should be disclosed in this part.

 

Detail of contract		N/A
Nature of interest		N/A
Name of registered holder (if issued securities)		N/A

 

+ See chapter 19 for defined terms.

 

Appendix 3Y Page 2

01/01/2011

 

 

Appendix 3Y

Change of Director’s Interest Notice

 

Date of change		N/A
No. and class of securities to which interest related prior to change Note: Details are only required for a contract in relation to which the interest has changed		N/A
Interest acquired		N/A
Interest disposed		N/A
Value/Consideration Note: If consideration is non-cash, provide details and an estimated valuation		N/A
Interest after change		N/A

 

Part 3 – ⁺Closed period

 

Were the interests in the securities or contracts detailed above traded during a +closed period where prior written clearance was required?		No
If so, was prior written clearance provided to allow the trade to proceed during this period?		No
If prior written clearance was provided, on what date was this provided?		N/A

 

+ See chapter 19 for defined terms.

 

01/01/2011 Appendix 3Y Page 3

 

 

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