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 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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