NOVAGOLD director awarded 1,302 deferred share units

Dorward-King Elaine J reported acquisition or exercise transactions in this Form 4 filing.

Rhea-AI Filing Summary

Dorward-King Elaine J reported acquisition or exercise transactions in this Form 4 filing.

NOVAGOLD RESOURCES INC director Elaine J. Dorward-King received a grant of 1,302 Deferred Share Units (DSUs). These DSUs are the economic equivalent of one common share each and were granted at no cash cost to her. Following this award, she is reported as beneficially owning 37,432 common share-related units. The underlying common shares for this DSU grant will not be issued, and she will not have voting or dispositive rights over those underlying shares, until her service as a director with NOVAGOLD RESOURCES INC ends.

Insider Trade Summary

Grant/Award: 1,302 shares

Grant/Award 1 txn

Insider Dorward-King Elaine J

Role Director

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

Holdings After Transaction: Common Shares — 37,432 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 Grant price: $0.00 per unit Holdings after transaction: 37,432 units +2 more

5 metrics

DSUs granted 1,302 units Deferred Share Units granted to director on 2026-06-01

Grant price $0.00 per unit Stated price per Deferred Share Unit

Holdings after transaction 37,432 units Total common share-related units following DSU grant

Non-U.S. DSU expiry December 31 following termination year Expiry timing for non-U.S. Eligible Participants

U.S. DSU expiry 90 days after termination Expiry timing for U.S. Eligible Participants

Key Terms

Deferred Share Units (DSUs), economic equivalent, voting or dispositive rights, Eligible Participants, +1 more

5 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.

economic equivalent financial

"Each DSU is the economic equivalent of one share of the Issuer's common stock"

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 of the year following"

termination date regulatory

"will expire 90 days following the reporting person's termination date"

Termination date is the specific calendar day when a contract, agreement, option or other legal arrangement stops being in effect and any remaining rights or obligations expire. For investors it matters because that date sets deadlines for exercising rights, receiving payments, closing positions or avoiding penalties—similar to the day a lease or warranty ends, after which parties no longer have the same protections or claims.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did NOVAGOLD (NG) report for Elaine J. Dorward-King?

Elaine J. Dorward-King received a grant of 1,302 Deferred Share Units (DSUs). These units are the economic equivalent of common shares and reflect stock-based compensation rather than an open-market purchase or sale.

At what price were the NOVAGOLD (NG) DSUs granted to Elaine J. Dorward-King?

The 1,302 Deferred Share Units (DSUs) were granted at a stated price of $0.00 per unit. This indicates a stock-based compensation award, not a cash transaction in the market or a traditional share purchase.

How many NOVAGOLD (NG) shares or units does Elaine J. Dorward-King hold after this grant?

After the grant, Elaine J. Dorward-King is reported as beneficially owning 37,432 common share-related units. This total includes the newly granted 1,302 Deferred Share Units disclosed in the Form 4 insider transaction report.

When will the underlying NOVAGOLD (NG) common shares for these DSUs be issued?

The underlying common shares for these Deferred Share Units will only be issued after Elaine J. Dorward-King’s termination of employment or service as a director. Until then, she holds only the DSUs, not the actual common shares.

Do the NOVAGOLD (NG) DSUs give Elaine J. Dorward-King voting rights before they settle?

No. The filing states she will not have any voting or dispositive rights over the underlying common shares until her service as a director ends and the DSUs settle into actual shares at that time.

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 after termination. For U.S. Eligible Participants, DSU grants expire 90 days after the participant’s termination date, as described in the grant terms.

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

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Accepted by SEC EDGAR 06/01/2026 - 07:09 PM Learn about SEC filing dates

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^*

Dorward-King Elaine J

(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	37,432	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 Elaine J. Dorward King	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)