SEC Form SC 13G filed by IperionX Limited

IperionX Limited

Ordinary Shares, no par value

44916E1001

December 31, 2022

☐

Rule 13d-1(b)

☐

Rule 13d-1(c)

☒

Rule 13d-1(d)

---

1	NAMES OF REPORTING PERSONS
	DITM Holdings Pty Ltd
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a)☐
	(b)☐
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	Australia
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
			0
		6	SHARED VOTING POWER
			15,031,747(1)
		7	SOLE DISPOSITIVE POWER
			0
		8	SHARED DISPOSITIVE POWER
			15,031,747(1)
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	15,031,747(1)
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) ☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	8.6%
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	OO

1	NAMES OF REPORTING PERSONS
	Todd Hannigan
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a)☐
	(b)☐
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	Australia
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
			0
		6	SHARED VOTING POWER
			15,031,747(1)
		7	SOLE DISPOSITIVE POWER
			0
		8	SHARED DISPOSITIVE POWER
			15,031,747(1)
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	15,031,747(1)
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) ☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	8.6%
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	IN

	(a)	Name of Issuer: IperionX Limited
	(b)	Address of Issuer’s Principal Executive Offices: 129 W Trade Street, Suite 1405, Charlotte, NC 28202

	(a)	Name of Persons Filing: (i) DITM Holdings Pty Ltd (ii) Todd Hannigan
	(b)	Address of Principal Business Office or, if none, Residence: 15 Lennox Street, Mosman, NSW, 2088, Australia
	(c)	Citizenship: Australia
	(d)	Title of Class of Securities: Ordinary shares, no par value
	(e)	CUSIP Number: 44916E100   This CUSIP number applies to the ADSs of the Issuer, each representing ten ordinary shares of the Issuer.  No CUSIP has been assigned to the ordinary shares.

Item 3.

If this statement is filed pursuant to §§ 240.13d-1(b), or 240.13d-2(b) or (c), check whether the person filing is a:

	(a)	☐	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
	(b)	☐	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
	(c)	☐	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
	(d)	☐	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
	(e)	☐	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
	(f)	☐	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
	(g)	☐	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
	(h)	☐	A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
	(i)	☐	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
	(j)	☐	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J).
	(k)	☐	Group, in accordance with § 240.13d-1(b)(1)(ii)(K).

	(a)	Amount beneficially owned: As of December 31, 2022, the reporting persons had beneficial ownership of 15,031,747 ordinary shares, which consisted of (i) 12,931,747 ordinary shares held by DITM, and (ii) 2,100,000 ordinary shares underlying options that are exercisable within 60 days of December 31, 2022 held by DITM. DITM is controlled by Todd Hannigan, and DITM and Mr. Hannigan have shared voting and dispositive power over the ordinary shares reported herein.
	(b)	Percent of class:    8.6%
	(c)	Number of shares as to which each reporting person has:
		(i)	Sole power to vote or to direct the vote 0
		(ii)	Shared power to vote or to direct the vote 15,031,747
		(iii)	Sole power to dispose or to direct the disposition of 0
		(iv)	Shared power to dispose or to direct the disposition of 15,031,747

Item 5.

Ownership of Five Percent or Less of a Class.

Item 6.

Ownership of More than Five Percent on Behalf of Another Person.

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.

Item 8.

Identification and Classification of Members of the Group.

Item 9.

Notice of Dissolution of Group.

Item 10.

Certifications.

Date:  February 14, 2023
	DITM HOLDINGS PTY LTD
	By:	/s/  Todd Hannigan
	Name:	Todd Hannigan
	Title:	Director
	By:	/s/  Todd Hannigan
	Name:	Todd Hannigan