NOVAGOLD (NG) COO adds 994 shares through Employee Stock Purchase Plan

Rhea-AI Filing Summary

NOVAGOLD RESOURCES INC Vice President & COO Richard Alan Williams increased his direct ownership through an employee purchase plan. He acquired 994 Common Shares during the second calendar quarter of 2026 under the NOVAGOLD RESOURCES INC. Employee Stock Purchase Plan at a weighted average price of $8.69 per share. These shares were bought in multiple transactions at prices ranging from $7.72 to $10.85 over the three-month period. Following this acquisition, he directly owns 452,530 Common Shares, making this a relatively small, routine increase in his overall position.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider WILLIAMS RICHARD ALAN

Role Vice President & COO

Type	Security	Shares	Price	Value
Grant/Award	Common Shares	994	$8.69	$9K

Holdings After Transaction: Common Shares — 452,530 shares (Direct, null)

Footnotes (1)

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

Shares acquired: 994 shares Weighted average price: $8.69 per share Price range: $7.72 to $10.85 +2 more

5 metrics

Shares acquired 994 shares Common Shares acquired under Employee Stock Purchase Plan in Q2 2026

Weighted average price $8.69 per share Average price for 994 shares purchased over three months

Price range $7.72 to $10.85 Range of purchase prices for shares in the quarter

Post-transaction holdings 452,530 shares Total Common Shares directly owned after acquisition

Transaction date June 30, 2026 Date reported for the Form 4 transaction

Key Terms

Employee Stock Purchase Plan, weighted average price, Common Shares, grant, award, or other acquisition

4 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.

Common Shares financial

"Represents shares acquired under the NOVAGOLD RESOURCES INC. Employee Stock Purchase Plan..."

Common shares are the basic units of ownership in a company that give holders a claim on profits and a right to vote on key matters, like electing the board. Think of them as membership cards in a club: they let you share in successes and losses, but in a bankruptcy or liquidation they are paid after creditors and preferred shareholders, so their value can swing more and matters for assessing risk and potential return.

grant, award, or other acquisition financial

"transaction_code_description: Grant, award, or other acquisition"

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 07/02/2026 - 05:02 PM Accepted by SEC EDGAR 07/02/2026 - 05:01 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^*

WILLIAMS RICHARD ALAN

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Vice President & COO

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	994(1)	A	$8.69(2)	452,530	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. 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 Richard Alan Williams	07/02/2026
	** 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)

FAQ

What insider transaction did NOVAGOLD (NG) report for Richard Alan Williams?

NOVAGOLD reported that Vice President & COO Richard Alan Williams acquired 994 Common Shares. The shares were obtained under the company’s Employee Stock Purchase Plan during the second calendar quarter of 2026 at a weighted average price of $8.69 per share.

Was the NOVAGOLD (NG) insider transaction an open-market buy or a plan purchase?

The transaction was a plan purchase, not a discretionary open-market trade. The 994 Common Shares were acquired under the NOVAGOLD RESOURCES INC. Employee Stock Purchase Plan during the second calendar quarter of 2026, as disclosed in the filing footnotes.

At what prices did the NOVAGOLD (NG) insider acquire shares in this Form 4?

The weighted average purchase price was $8.69 per share. Footnotes explain the 994 Common Shares were bought in multiple transactions over three months at prices ranging from $7.72 to $10.85, inclusive, under the Employee Stock Purchase Plan.

How many NOVAGOLD (NG) shares does Richard Alan Williams own after this transaction?

After this acquisition, Richard Alan Williams directly owns 452,530 Common Shares of NOVAGOLD RESOURCES INC. The 994 shares acquired through the Employee Stock Purchase Plan represent a small addition relative to this total position reported in the Form 4.

What does transaction code “A” mean in this NOVAGOLD (NG) Form 4 filing?

Transaction code “A” in this Form 4 indicates a grant, award, or other acquisition. Here, it reflects 994 Common Shares acquired by Richard Alan Williams through the NOVAGOLD Employee Stock Purchase Plan, rather than a standard open-market purchase.