NOVAGOLD RESOURCES INC SEC Filings

Kalidas V. Madhavpeddi, a director of NovaGold Resources Inc. (ticker: NG), reported a grant of 811 Deferred Share Units (DSUs) on 09/01/2025. The DSUs were recorded at a $0.00 price and increase his direct beneficial ownership to 61,606 common shares. The filing also discloses indirect holdings of 55,152 shares through Azteca Consulting LLC and 80,404 shares through the Madhavpeddi Family Trust. The DSUs are the economic equivalent of common shares but will not be issued and carry no voting or dispositive rights until termination of his service as a director; different expiration rules apply for U.S. and non-U.S. participants. The form is signed by an attorney-in-fact on 09/02/2025.

NovaGold Resources Inc. filed a report stating that its Board of Directors approved amendments to the company’s Code of Business Conduct and Ethics, effective August 27, 2025. The changes address policies on competition and fair dealing and reiterate the existing prohibition of certain types of transactions in the company’s securities.

The company explains that these amendments are intended to clarify existing policies and align the Code with current organizational practices. It also notes that the updates do not constitute, or result in, a waiver of any provision of the Code for any officer, director, or employee. The full text of the amended Code is available on NovaGold’s website.

NOVAGOLD Resources Inc. filed a Specialized Disclosure Report covering conflict minerals and resource extraction payments for the period tied to its 2024 fiscal year. The company states that conflict minerals disclosure items are not applicable. For resource extraction reporting, NOVAGOLD relies on Canada’s Extractive Sector Transparency Measures Act (ESTMA) alternative reporting provision and uses its ESTMA report for the year ended November 30, 2024 to satisfy these U.S. disclosure requirements.

The ESTMA report detailing government payments is available on NOVAGOLD’s website and on the Government of Canada’s website, and is also filed as Exhibit 2.01 to this Form SD.

Paulson Advisers LLC and Paulson & Co. Inc. report shared voting and dispositive power over 39,988,061 common shares of NovaGold Resources Inc., representing 9.8% of the class based on 406,897,647 shares outstanding as of June 20, 2025. The reported holdings include 12,750,000 shares underlying warrants exercisable within 60 days of June 30, 2025. The filing is Amendment No. 8 to a Schedule 13G originally filed May 11, 2012, and Paulson states these securities are owned by its advisory clients and disclaims direct pecuniary ownership except as an adviser. The amendment is signed by Stuart L. Merzer as General Counsel & Chief Compliance Officer on behalf of both reporting persons.

NovaGold director Erfan Ali was granted 100,000 stock options on 08/11/2025. The options have an exercise price of $5.66, are held directly, and result in 100,000 derivative securities beneficially owned following the grant. The options vest in three equal installments: one-third on 08/11/2026, one-third on 08/11/2027, and one-third on 08/11/2028, and the record shows an expiration date of 08/11/2030. This filing documents a director compensation grant of options that become exercisable over multiple years, aligning potential share acquisition with future service.

Novagold Resources Inc. disclosures show that Giovanni Agnelli B.V., Exor N.V. and affiliated Lingotto entities report beneficial ownership of 34,902,954 common shares of Novagold, equal to 8.58% of the outstanding class. The report states the filers have sole voting and sole dispositive power over those shares and sets out the ownership chain in which Lingotto LLP is 99.7% owned by Lingotto Investment Management (UK) Limited, a wholly owned subsidiary of Exor N.V., which is controlled by Giovanni Agnelli B.V. The filing includes a certification that the position is not held to change or influence control, indicating a passive reporting intent.

First Eagle Investment Management, LLC has filed Amendment No. 4 to Schedule 13G disclosing its current ownership in NovoGold Resources Inc. (NG) as of 30 June 2025.

• Shares held: 11,805,442 common shares.
• Ownership percentage: 2.9 % of outstanding stock.
• Voting/dispositive power: Sole authority over all reported shares; no shared power.
• Filer classification: Investment adviser filing under Rule 13d-1(b).
• Certification: Position held in the ordinary course; not intended to influence control.

The filing notes “Ownership of 5 % or Less,” confirming the stake has dropped below the 5 % large-shareholder threshold. While this reduces First Eagle’s potential influence in proxy matters, it still remains a notable institutional holder with nearly 12 million shares.

No financial results, operational updates, or transaction details beyond the change in share ownership are included in this filing.

NOVAGOLD Resources Inc. (NG) Form 4: Director Ethan Schutt bought 3,824 common shares on 28 Jul 2025 at $5.23 per share, spending roughly $20.0 k. His direct holdings rise to 51,735 shares. No derivative transactions were reported. The filing was signed 29 Jul 2025 by attorney-in-fact Tricia Pannier.