424B5 1 ny20066270x1_424b5.htm 424B5

Filed Pursuant to Rule 424(b)(5)

Registration No. 333-273519

Prospectus Supplement dated February 23, 2026

(to Prospectus dated August 9, 2023)

1,273,179 Ordinary Shares

Pursuant to this prospectus supplement and the accompanying prospectus, IperionX Limited (“we”, “IperionX” or the “Company”) is offering 1,273,179 ordinary shares, no par value, at an offering price of $4.11 per share pursuant to a settlement agreement in lieu of a cash payment. We will receive no proceeds from the offering of these ordinary shares.

You should read carefully this prospectus supplement and the accompanying prospectus, as well as the documents incorporated by reference herein and therein, before you invest in our securities.

Our ordinary shares are traded on the Australian Securities Exchange (“ASX”) under the symbol “IPX”, and our ADSs (with each ADS representing 10 ordinary shares) are listed on the Nasdaq Capital Market (“Nasdaq”) under the symbol “IPX.” The last reported sale price of our ordinary shares on the ASX on February 20, 2026 was A$5.93 per ordinary share, equivalent to US$4.17 based on an exchange rate of A$1.42 to US$1 (as published by the Reserve Bank of Australia as of February 20, 2026). The last reported closing sale price of our ADSs on the Nasdaq on February 20, 2026 was $42.23 per ADS.

Investing in our securities is highly speculative and involves a high degree of risk. See “Risk Factors” beginning on page S-3.

Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or determined if this prospectus supplement is truthful or complete. Any representation to the contrary is a criminal offense.

We currently anticipate that the settlement of the offering will take place on or prior to February 24, 2026. See “Plan of Distribution.” The ordinary shares offered hereby are being sold directly by us without the use of underwriters or agents.

The date of this prospectus supplement is February 23, 2026


			Page
ABOUT THIS PROSPECTUS SUPPLEMENT			S-ii
INCORPORATION OF CERTAIN INFORMATION BY REFERENCE			S-iv
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS			S-v
PROSPECTUS SUPPLEMENT SUMMARY			S-1
THE OFFERING			S-2
RISK FACTORS			S-3
USE OF PROCEEDS			S-4
PLAN OF DISTRIBUTION			S-5
LEGAL MATTERS			S-6
EXPERTS			S-6


			Page
ABOUT THIS PROSPECTUS			ii
WHERE YOU CAN FIND MORE INFORMATION			ii
INCORPORATION OF CERTAIN INFORMATION BY REFERENCE			ii
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS			iv
ENFORCEABILITY OF CERTAIN CIVIL LIABILITIES			v
SUMMARY			1
USE OF PROCEEDS			2
PROSPECTUS SUPPLEMENT			2
DESCRIPTION OF AMERICAN DEPOSITARY SHARES AND ORDINARY SHARES			3
DESCRIPTION OF SUBSCRIPTION RIGHTS			3
DESCRIPTION OF OTHER SECURITIES			3
PLAN OF DISTRIBUTION			4
LEGAL MATTERS			6
EXPERTS			6

SEC Form 424B5 filed by IperionX Limited