NOVAGOLD CEO acquires 1,909 shares via ESPP

NOVAGOLD RESOURCES INC President and CEO Gregory A. Lang increased his equity stake through the company’s employee stock purchase program.

Rhea-AI Filing Summary

NOVAGOLD RESOURCES INC President and CEO Gregory A. Lang increased his equity stake through the company’s employee stock purchase program. He acquired 1,909 Common Shares during the second calendar quarter of 2026 at a weighted average price of $8.69 per share, with individual purchase prices ranging from $7.72 to $10.85.

After these acquisitions, he holds 113,245 Common Shares directly. He also has indirect ownership of 445,000 Common Shares through an Irrevocable Trust and 1,494,143 Common Shares through a Family Trust, giving him substantial overall exposure to NOVAGOLD’s stock.

Insider Trade Summary

Grant/Award: 1,909 shares

Grant/Award 3 txns

Insider Lang Gregory A.

Role President and CEO

Type	Security	Shares	Price	Value
Grant/Award	Common Shares	1,909	$8.69	$17K
holding	Common Shares	--	--	--
holding	Common Shares	--	--	--

Holdings After Transaction: Common Shares — 113,245 shares (Direct); Common Shares — 1,494,143 shares (Indirect, Family Trust); Common Shares — 445,000 shares (Indirect, Irrevocable Trust)

Footnotes (2)

1. F1. Represents shares acquired under the NOVAGOLD RESOURCES INC. Employee Stock Purchase Plan during the second calendar quarter of 2026.
2. F2. The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions over a three-month period at prices ranging from $7.72 to $10.85, inclusive. The reporting person undertakes to provide to NOVAGOLD RESOURCES INC, any security holder of NOVAGOLD RESOURCES INC., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote.

Key Figures

ESPP shares acquired: 1,909 shares Weighted average purchase price: $8.69 per share Direct holdings after acquisition: 113,245 shares +2 more

5 metrics

ESPP shares acquired 1,909 shares Common Shares acquired in Q2 2026 under Employee Stock Purchase Plan

Weighted average purchase price $8.69 per share Average price for 1,909 ESPP shares; individual trades $7.72–$10.85

Direct holdings after acquisition 113,245 shares Common Shares directly owned by Gregory A. Lang after ESPP purchases

Irrevocable Trust holdings 445,000 shares Common Shares held indirectly through an Irrevocable Trust

Family Trust holdings 1,494,143 shares Common Shares held indirectly through a Family Trust

Key Terms

Employee Stock Purchase Plan, weighted average price, Irrevocable Trust, Family Trust, +1 more

5 terms

Employee Stock Purchase Plan financial

"Represents shares acquired under the NOVAGOLD RESOURCES INC. Employee Stock Purchase Plan during the second calendar quarter of 2026."

An employee stock purchase plan is a company program that lets workers buy shares through small payroll deductions, often at a discount to the market price and after a set offering period. Think of it like a workplace savings plan that turns into ownership: it encourages employees to share in the company’s success and can create predictable buying or selling of stock that investors watch because it affects supply, demand and employee incentives.

weighted average price financial

"The price reported in Column 4 is a weighted average price."

Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.

Irrevocable Trust financial

"total_shares_following_transaction: 445000.0000 ... nature_of_ownership: "Irrevocable Trust""

An irrevocable trust is a legal arrangement where an owner transfers assets into a separate entity managed by a trustee and gives up the power to modify or reclaim those assets. For investors it matters because putting stock or other holdings into such a trust can change who controls and benefits from the assets, affect taxes and creditor protection, and influence how easy it is to sell or value those holdings—like placing valuables in a locked safe overseen by someone else.

Family Trust financial

"total_shares_following_transaction: 1494143.0000 ... nature_of_ownership: "Family Trust""

grant/award acquisition financial

"transaction_action: "grant/award acquisition" for 1,909 Common Shares"

FAQ

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

What did NOVAGOLD (NG) CEO Gregory A. Lang report in this Form 4?

Gregory A. Lang reported acquiring 1,909 NOVAGOLD Common Shares. These were obtained through the Employee Stock Purchase Plan during the second calendar quarter of 2026 at a weighted average price of $8.69 per share, reflecting a routine compensation-related share purchase.

At what prices did Gregory A. Lang acquire NOVAGOLD (NG) shares in this filing?

The 1,909 shares were acquired at a weighted average price of $8.69 per share. According to the disclosure, individual purchase prices over the quarter ranged from $7.72 to $10.85, reflecting multiple transactions through the Employee Stock Purchase Plan.

How many NOVAGOLD (NG) shares does Gregory A. Lang hold directly after this Form 4?

Following the reported Employee Stock Purchase Plan transactions, Gregory A. Lang directly holds 113,245 NOVAGOLD Common Shares. This direct ownership is separate from his larger indirect holdings through an Irrevocable Trust and a Family Trust disclosed in the same filing.

What indirect NOVAGOLD (NG) shareholdings are reported for Gregory A. Lang?

The filing shows indirect ownership of 445,000 NOVAGOLD Common Shares through an Irrevocable Trust and 1,494,143 Common Shares through a Family Trust. These trust interests are reported as indirect holdings in addition to his directly owned 113,245 Common Shares.

Is Gregory A. Lang’s NOVAGOLD (NG) share acquisition an open-market purchase?

No, the 1,909-share acquisition is through NOVAGOLD’s Employee Stock Purchase Plan. The filing states the shares were acquired under this plan during the second calendar quarter of 2026, making it a compensation-related program purchase rather than a discretionary open-market trade.

How is the purchase price range for NOVAGOLD (NG) shares described in this Form 4?

The filing notes a weighted average price of $8.69 per share. It explains that the 1,909 shares were bought in multiple transactions over three months, with individual prices ranging from $7.72 to $10.85, and offers to provide detailed breakdowns upon request.

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

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Accepted by SEC EDGAR 07/02/2026 - 05:00 PM EDT 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^*

Lang Gregory A.

(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
X	Officer (give title below)		Other (specify below)
	President and CEO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/30/2026

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	06/30/2026		A	V	1,909(1)	A	$8.69(2)	113,245	D
Common Shares								1,494,143	I	Family Trust
Common Shares								445,000	I	Irrevocable Trust

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. Represents shares acquired under the NOVAGOLD RESOURCES INC. Employee Stock Purchase Plan during the second calendar quarter of 2026.

2. The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions over a three-month period at prices ranging from $7.72 to $10.85, inclusive. The reporting person undertakes to provide to NOVAGOLD RESOURCES INC, any security holder of NOVAGOLD RESOURCES INC., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote.

Remarks:

Exhibit 24 - Power of Attorney

	/s/ Sean Pettey, as attorney-in-fact for Gregory A. Lang	07/01/2026
	** 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)