NovaGold (NYSE: NG) director receives 38,200 options at $8.75 exercise price

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

NovaGold Resources director Hume D. Kyle reported a new stock option grant. On 02/02/2026, he received options to buy 38,200 common shares at an exercise price of $8.75 per share, which was converted from a Canadian exercise price of C$11.87 using an exchange rate of CAD$1.356 = U.S.$1.00.

The options were granted at no cost and are held directly, with 38,200 derivative securities beneficially owned after the transaction. They vest in three equal installments: one-third on 02/02/2027, one-third on 02/02/2028, and one-third on 02/02/2029, and expire on 02/01/2031.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider KYLE HUME D.

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Stock Option (right to buy)	38,200	$0.00	--

Holdings After Transaction: Stock Option (right to buy) — 38,200 shares (Direct)

Footnotes (1)

The exercise price reported above was converted from the Canadian exercise price of C$11.87 using an exchange rate of CAD$1.356=U.S.$1.00. The options vest as follows: 1/3 on 02/02/2027; 1/3 on 02/02/2028; and 1/3 on 02/02/2029.

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Form 4 Insider Transactions: What Each Field Means →

Accepted by SEC EDGAR 02/04/2026 - 02:33 PM

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^*

KYLE HUME D.

(Last)

(First)

(Middle)

201 SOUTH MAIN STREET

SUITE 400

(Street)

SALT LAKE CITY

84111

(City)

(State)

(Zip)

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)

3. Date of Earliest Transaction (Month/Day/Year)
02/02/2026

4. 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 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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Stock Option (right to buy)	$8.75⁽¹⁾	02/02/2026		A		38,200		⁽²⁾	02/01/2031	Common Shares	38,200	$0	38,200	D

Explanation of Responses:

1. The exercise price reported above was converted from the Canadian exercise price of C$11.87 using an exchange rate of CAD$1.356=U.S.$1.00.

2. The options vest as follows: 1/3 on 02/02/2027; 1/3 on 02/02/2028; and 1/3 on 02/02/2029.

Remarks:

	/s/ Hume Kyle	02/04/2026
	** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did NovaGold (NG) report for Hume D. Kyle?

NovaGold director Hume D. Kyle reported receiving stock options for 38,200 common shares. The options were granted on February 2, 2026, giving him the right to buy NovaGold shares at a fixed exercise price of $8.75 per share until February 1, 2031.

What is the exercise price of the new NovaGold (NG) stock options?

The new stock options for NovaGold’s director have an exercise price of $8.75 per share. This U.S. dollar price was converted from a Canadian exercise price of C$11.87 using an exchange rate of CAD$1.356 to U.S.$1.00, as disclosed in the filing footnotes.

How many NovaGold (NG) shares are covered by the director’s new options?

The option grant covers 38,200 NovaGold common shares. These are derivative securities, meaning the director can choose to buy up to 38,200 shares at the fixed $8.75 exercise price if the options vest and are exercised before their stated expiration date.

When do the newly granted NovaGold (NG) options vest for Hume D. Kyle?

The options vest in three equal installments over three years. One-third vests on February 2, 2027, another third on February 2, 2028, and the final third on February 2, 2029. The staged vesting encourages longer-term alignment with NovaGold’s performance.

When do the reported NovaGold (NG) stock options expire?

The reported NovaGold stock options expire on February 1, 2031. The director must exercise any vested portion of the 38,200-share grant before this expiration date; otherwise, the right to purchase those shares at the $8.75 exercise price will lapse permanently.

Is the NovaGold (NG) director’s option grant a purchase or a free award?

The Form 4 shows the options were awarded with a price of $0 for the derivative security itself. This indicates a compensatory grant, where the director pays nothing for the options upfront but must pay the $8.75 per-share exercise price if he chooses to buy shares.