NOVAGOLD (NG) director Erfan Ali granted 1,302 deferred share units in Form 4 filing

Rhea-AI Filing Summary

Erfan Ali reported acquisition or exercise transactions in this Form 4 filing.

NOVAGOLD RESOURCES INC director Erfan Ali received an equity-based award of 1,302 Deferred Share Units (DSUs). Each DSU is the economic equivalent of one common share, but the underlying common shares will not be issued until his service as a director ends, and he has no voting or dispositive rights in the meantime.

Following this grant, Ali directly holds 3,897 common shares reported in this filing. The DSUs will generally expire after his termination, with different expiry periods for U.S. and non-U.S. participants.

Insider Trade Summary

Net Buyer: 1,302 shares

Net Buy 1 txn

Insider Erfan Ali

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Shares	1,302	$0.00	$0.00

Holdings After Transaction: Common Shares — 3,897 shares (Direct)

Footnotes (1)

1. F1. Grant of Deferred Share Units (DSUs). Each DSU is the economic equivalent of one share of the Issuer's common stock. The underlying common shares will not be issued to the reporting person, and the reporting person shall not have any voting or dispositive rights with respect to the underlying common shares, until termination of the reporting person's employment or services as a director of NOVAGOLD RESOURCES INC. Grants to non-U.S. Eligible Participants will expire on December 31 of the year following the reporting person's termination date; grants to U.S. Eligible Participants will expire 90 days following the reporting person's termination date.

Key Figures

DSUs granted: 1,302 units Shares held after transaction: 3,897 shares Non-U.S. DSU expiry: December 31 following termination year +1 more

4 metrics

DSUs granted 1,302 units Director equity award on 2026-06-01

Shares held after transaction 3,897 shares Common shares directly held following DSU grant

Non-U.S. DSU expiry December 31 following termination year Expiry for non-U.S. eligible participants’ DSU grants

U.S. DSU expiry 90 days after termination Expiry for U.S. eligible participants’ DSU grants

Key Terms

Deferred Share Units (DSUs), voting or dispositive rights, Eligible Participants

3 terms

Deferred Share Units (DSUs) financial

"Grant of Deferred Share Units (DSUs). Each DSU is the economic equivalent of one share"

Deferred share units (DSUs) are a form of long-term compensation that give an executive or director a payable claim whose value moves with the company’s stock price but is not paid out until a later date, often when they leave the company. Think of a DSU as an IOU tied to the share price that becomes cash or shares in the future; investors watch DSUs because they affect potential share dilution, the timing of cash outflows, and whether management’s interests align with long-term shareholder value.

voting or dispositive rights regulatory

"the reporting person shall not have any voting or dispositive rights with respect to the underlying common shares"

Eligible Participants regulatory

"Grants to non-U.S. Eligible Participants will expire on December 31"

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 06/01/2026 - 07:08 PM Accepted by SEC EDGAR 06/01/2026 - 07:08 PM Learn about SEC filing dates

FAQ

What insider transaction did NOVAGOLD (NG) director Erfan Ali report?

Erfan Ali reported an acquisition of 1,302 Deferred Share Units (DSUs). These DSUs are equity-based awards economically equal to NOVAGOLD common shares, granted at no cash cost as part of his compensation as a director.

How many NOVAGOLD (NG) shares does Erfan Ali hold after this Form 4?

After this transaction, Erfan Ali is shown as directly holding 3,897 common shares. This total reflects his position following the 1,302 DSU grant reported in the Form 4 insider filing.

What are Deferred Share Units (DSUs) in NOVAGOLD’s Form 4 filing?

Deferred Share Units (DSUs) are awards where each unit equals one NOVAGOLD common share economically. The underlying shares are only issued after the director’s service ends, so there are no voting or dispositive rights before termination.

When will the shares underlying NOVAGOLD (NG) DSUs be issued to Erfan Ali?

The shares underlying the DSUs will be issued only after Erfan Ali’s employment or service as a director ends. Until termination, he does not receive the common shares or any voting or dispositive rights in those underlying shares.

When do NOVAGOLD (NG) DSU grants expire for U.S. and non-U.S. participants?

For non-U.S. eligible participants, DSU grants expire on December 31 of the year following their termination date. For U.S. eligible participants, DSU grants expire 90 days after the participant’s termination date as described in the filing footnote.

SEC Form 4

FORM 4

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Erfan Ali

(Last) (First) (Middle)

C/O NOVAGOLD RESOURCES INC.

201 SOUTH MAIN STREET, SUITE 400

(Street)

SALT LAKE CITY UTAH 84111

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
NOVAGOLD RESOURCES INC [ NG ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/01/2026

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

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

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

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Shares	06/01/2026		A		1,302(1)	A	$0.00	3,897	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Grant of Deferred Share Units (DSUs). Each DSU is the economic equivalent of one share of the Issuer's common stock. The underlying common shares will not be issued to the reporting person, and the reporting person shall not have any voting or dispositive rights with respect to the underlying common shares, until termination of the reporting person's employment or services as a director of NOVAGOLD RESOURCES INC. Grants to non-U.S. Eligible Participants will expire on December 31 of the year following the reporting person's termination date; grants to U.S. Eligible Participants will expire 90 days following the reporting person's termination date.

Remarks:

Exhibit 24 - Power of Attorney

	/s/ Sean Pettey, as attorney-in-fact for Ali Erfan	06/01/2026
	** 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 4 (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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)