Novagold director granted 1,151 stock units

A NOVAGOLD director received a 1,151-unit deferred share award, bringing her reported common-share-equivalent holdings to 38,583 units.

Rhea-AI Filing Summary

NOVAGOLD RESOURCES INC (symbol: NG) is the issuer of record for a Form 4 filing submitted to the SEC. Dorward-King Elaine J reported acquisition or exercise transactions in this Form 4 filing.

NOVAGOLD RESOURCES INC (NG) director Elaine J Dorward-King reported an equity award of 1,151 Deferred Share Units (DSUs) on September 1, 2026, recorded as Common Shares at a stated price of $0.00 per share. Following this grant, she is reported as holding 38,583 common-share-equivalent units directly.

Each DSU is the economic equivalent of one common share but the underlying shares are not issued, and she has no voting or dispositive rights over them, until her service as a director ends. No Rule 10b5-1 trading plan is reported for this award.

Insider Trade Summary

Grant/Award: 1,151 shares

Grant/Award 1 txn

Insider Dorward-King Elaine J

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Shares F1	1,151	$0.00	$0.00

Holdings After Transaction: Common Shares — 38,583 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

Deferred Share Units granted: 1,151 units Price per unit: $0.00 per share-equivalent Holdings after transaction: 38,583 common-share-equivalent units +1 more

4 metrics

Deferred Share Units granted 1,151 units Grant to director effective September 1, 2026

Price per unit $0.00 per share-equivalent Stated transaction price for the DSU grant

Holdings after transaction 38,583 common-share-equivalent units Total direct holdings reported following the grant

U.S. DSU expiry window 90 days Grants to U.S. Eligible Participants expire 90 days after termination date

Key Terms

Deferred Share Units (DSUs), economic equivalent, voting or dispositive rights, termination date

4 terms

Deferred Share Units (DSUs) financial

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

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"

voting or dispositive rights financial

"shall not have any voting or dispositive rights with respect to the underlying"

termination date financial

"will expire on December 31 of the year 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 transaction did NOVAGOLD (NG) report for director Elaine J Dorward-King?

The company reported a grant of 1,151 Deferred Share Units (DSUs) to director Elaine J Dorward-King on September 1, 2026, recorded as an acquisition of common-share-equivalent units at a stated price of $0.00 per share.

How many NOVAGOLD (NG) shares or equivalents does the director hold after this Form 4?

After the reported grant, Elaine J Dorward-King is shown as holding 38,583 common-share-equivalent units directly, reflecting her cumulative Deferred Share Unit awards tied economically to NOVAGOLD’s common shares.

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

The filing states that each DSU is the economic equivalent of one NOVAGOLD common share. However, the underlying common shares are not issued, and the holder has no voting or dispositive rights over those underlying shares until service as a director or employee ends.

When will the NOVAGOLD (NG) DSUs for the director be settled or expire?

Settlement occurs after the end of the director’s service. The filing notes DSU grants to non-U.S. Eligible Participants expire on December 31 of the year following the termination date, while grants to U.S. Eligible Participants expire 90 days following the termination date.

Was the NOVAGOLD (NG) DSU grant under a Rule 10b5-1 trading plan?

No. The Form 4 explicitly does not check the Rule 10b5-1 box, and there is no footnote indicating that the grant was made pursuant to a pre-arranged Rule 10b5-1 trading plan.

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

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Available on EDGAR 09/03/2026 - 12:34 PM EDT Accepted by SEC EDGAR 09/03/2026 - 12:33 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^*

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)
09/01/2026

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	09/01/2026		A		1,151(1)	A	$0.00	38,583	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:

	/s/ Sean Pettey, as attorney-in-fact for Elaine J. Dorward King	09/02/2026
	** 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)