Gary Donald Seaton Form 3 Australian Oilseeds / Gary Donald Seaton ownership change

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Seaton Gary Donald

(Last) (First) (Middle)

2/100 PARK ROAD

SLACKS CREEK

(Street)

QUEENSLAND C3 4127

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
03/21/2024

3. Issuer Name and Ticker or Trading Symbol
Australian Oilseeds Holdings Ltd [ COOT ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Chief Executive Officer

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Ordinary Shares	13,551,755(1)(2)	I	By JSKS Enterprises Pty Ltd.

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. 11,314,157 Ordinary Shares held by JSKS Enterprises Pty Ltd., which are subject to a lock-up agreement for six-months from March 21, 2024.

2. 2,237,598 Ordinary Shares held by JSKS Enterprises Pty Ltd., which are subject to a Subscription Escrow Agreement and will remain held in a segregated account (the "Escrow Account") for a period of 12 months after the Closing and shall be the sole and exclusive source of payment for any post-Closing purchase price adjustment and for any post-closing indemnification claims). At the 12-month anniversary of the Closing, on March 21, 2025, all remaining escrow property will be released unless subject to any pending and unresolved claims.

	/s/ Gary Donald Seaton	04/22/2024
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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