SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-163

UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of February 2024

Alterity Therapeutics Limited

(Name of Registrant)

Level 14, 350 Collins Street, Melbourne, Victoria 3000 Australia

(Address of Principal Executive Office)

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  ☐

This Form 6-K is being incorporated by reference into our Registration Statement on Form S-8 (Files No. 333-251073, 333-248980 and 333-228671) and our Registration Statements on Form F-3 (Files No. 333-274816, 333-251647, 333-231417 and 333-250076)

ALTERITY THERAPEUTICS LIMITED

(a development stage enterprise)

The following exhibits are submitted:

SIGNATURE

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

Date: February 2, 2024

2

Exhibit 99.1

Notification of Issue, Conversion or Payment up of Unquoted Equity Securities

Entity name

ALTERITY THERAPEUTICS LIMITED

Date of this announcement

Friday February 02, 2024

The +securities the subject of this notification are:

+Securities issued as part of a transaction or transactions previously announced to the market in an Appendix 3B that are not quoted, and are not intended to be quoted, on ASX

Total number of +securities to be issued/transferred

Refer to next page for full details of the announcement

Notification of Issue, Conversion or Payment up of Unquoted Equity Securities

1.1 Name of entity

ALTERITY THERAPEUTICS LIMITED

We (the entity named above) give notice of the issue, conversion or payment up of the following unquoted +securities.

1.3 ASX issuer code

ATH

1.4 The announcement is

New announcement

1.5 Date of this announcement

2/2/2024

Notification of Issue, Conversion or Payment up of Unquoted Equity Securities

2.1 The +securities the subject of this notification are:

+Securities issued as part of a transaction or transactions previously announced to the market in an Appendix 3B that are not quoted, and are not intended to be quoted, on ASX

2.3a.2 Are there any further issues of +securities yet to take place to complete the transaction(s) referred to in the Appendix 3B?

No

Notification of Issue, Conversion or Payment up of Unquoted Equity Securities

Placement Details

ASX +security code and description

ATHAAI : OPTION EXPIRING 31-AUG-2024 EX $0.007

Date the +securities the subject of this notification were issued

2/2/2024

Any other information the entity wishes to provide about the +securities the subject of this notification

Short-Dated Options issued per Securities Purchase Plan result announced 2 February 2024

Issue details

Number of +securities

571,428,556

Were the +securities issued for a cash consideration?

No

Please describe the consideration being provided for the +securities

One (1) free attaching short-dated option per one (1) share issued under SPP per Prospectus issued 29 December 2023

Notification of Issue, Conversion or Payment up of Unquoted Equity Securities

Following the issue, conversion or payment up of the +securities the subject of this application, the +securities of the entity will comprise:

(A discrepancy in these figures compared to your own may be due to a matter of timing if there is more than one application for quotation/issuance currently with ASX for processing.)

4.1 Quoted +Securities (Total number of each +class of +securities quoted)

4.2 Unquoted +Securities (Total number of each +class of +securities issued but not quoted on ASX)