FMR LLC has disclosed a significant stake in NOVAGOLD RESOURCES INC. As of December 31, 2025, FMR LLC reports beneficial ownership of 23,912,548.07 shares of NOVAGOLD common stock, representing 5.9% of the outstanding class.
FMR LLC has sole power to dispose of these shares and sole voting power over most of them, with no shared voting or dispositive power. Abigail P. Johnson is also listed as a reporting person with sole dispositive power over the same 23,912,548.07 shares and a 5.9% beneficial stake.
The filing states that the securities were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control of NOVAGOLD, nor in connection with any control-related transactions.
How large is FMR LLC’s stake in NOVAGOLD (NG) common stock?
FMR LLC reports beneficial ownership of 23,912,548.07 NOVAGOLD common shares, representing 5.9% of the company’s common stock as of December 31, 2025. This level of ownership makes FMR LLC a significant institutional holder under U.S. securities rules.
Who are the reporting persons in this NOVAGOLD (NG) Schedule 13G?
The Schedule 13G lists FMR LLC and Abigail P. Johnson as reporting persons. Both report beneficial ownership of 23,912,548.07 NOVAGOLD common shares, equal to 5.9% of the class, with dispositive powers described in the ownership section.
What voting and dispositive powers does FMR LLC report over NOVAGOLD (NG) shares?
FMR LLC reports sole voting power over 23,890,019.00 NOVAGOLD shares and sole dispositive power over 23,912,548.07 shares. It reports zero shared voting power and zero shared dispositive power, indicating control over how these shares are voted and disposed.
Does the FMR LLC Schedule 13G seek to influence control of NOVAGOLD (NG)?
The filing states the shares were acquired and are held in the ordinary course of business and not for the purpose or effect of changing or influencing control of NOVAGOLD. It also notes they are not held in connection with any control-related transactions.
What percentage of NOVAGOLD (NG) does Abigail P. Johnson beneficially own?
Abigail P. Johnson is reported as beneficially owning 23,912,548.07 NOVAGOLD common shares, representing 5.9% of the outstanding class. She is listed with sole dispositive power over these shares and no shared voting or dispositive power noted in the filing.
Are other investors entitled to dividends or sale proceeds from NOVAGOLD (NG) shares held by FMR?
The filing states that one or more other persons have the right to receive or direct dividends or sale proceeds for NOVAGOLD common stock held, but no single such person has an interest exceeding 5% of the total outstanding common stock.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
NOVAGOLD RESOURCES INC
(Name of Issuer)
COMMON STOCK
(Title of Class of Securities)
66987E206
(CUSIP Number)
12/31/2025
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)
SCHEDULE 13G
CUSIP No.
66987E206
1
Names of Reporting Persons
FMR LLC
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
23,890,019.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
23,912,548.07
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
23,912,548.07
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
5.9 %
12
Type of Reporting Person (See Instructions)
HC
SCHEDULE 13G
CUSIP No.
66987E206
1
Names of Reporting Persons
Abigail P. Johnson
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
UNITED STATES
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
23,912,548.07
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
23,912,548.07
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
5.9 %
12
Type of Reporting Person (See Instructions)
IN
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
NOVAGOLD RESOURCES INC
(b)
Address of issuer's principal executive offices:
201 SOUTH MAIN,SUITE 400,SALT LAKE CITY,UT,USA,84111
Item 2.
(a)
Name of person filing:
FMR LLC
(b)
Address or principal business office or, if none, residence:
245 Summer Street, Boston, Massachusetts 02210
(c)
Citizenship:
Not applicable
(d)
Title of class of securities:
COMMON STOCK
(e)
CUSIP No.:
66987E206
Item 3.
If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)
Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)
An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)
An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)
A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)
A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)
A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)
A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
(k)
Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.
Ownership
(a)
Amount beneficially owned:
23912548.07
(b)
Percent of class:
5.9 %
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
Please see the responses to Items 5 and 6 on the cover page.
(ii) Shared power to vote or to direct the vote:
0.00
(iii) Sole power to dispose or to direct the disposition of:
23912548.07
(iv) Shared power to dispose or to direct the disposition of:
0.00
Item 5.
Ownership of 5 Percent or Less of a Class.
Not Applicable
Item 6.
Ownership of more than 5 Percent on Behalf of Another Person.
If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required.
One or more other persons are known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the COMMON STOCK of NOVAGOLD RESOURCES INC. No one other person's interest in the COMMON STOCK of NOVAGOLD RESOURCES INC is more than five percent of the total outstanding COMMON STOCK.
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
If a parent holding company has filed this schedule, pursuant to Rule 13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary. If a parent holding company has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification of the relevant subsidiary.
See attached Exhibit 99.
Item 8.
Identification and Classification of Members of the Group.
Not Applicable
Item 9.
Notice of Dissolution of Group.
Not Applicable
Item 10.
Certifications:
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
FMR LLC
Signature:
Stephanie J. Brown
Name/Title:
Duly authorized under Power of Attorney effective as of January 3, 2023, by and on behalf of FMR LLC and its direct and indirect subsidiaries*
Date:
02/04/2026
Abigail P. Johnson
Signature:
Stephanie J. Brown
Name/Title:
Duly authorized under Power of Attorney effective as of January 26, 2023, by and on behalf of Abigail P. Johnson**
Date:
02/04/2026
Comments accompanying signature: * This power of attorney is incorporated herein by reference to Exhibit 24 to the Schedule 13G filed by FMR LLC on January 10, 2023, accession number: 0000315066-23-000003. ** This power of attorney is incorporated herein by reference to Exhibit 24 to the Schedule 13G filed by FMR LLC on January 31, 2023, accession number: 0000315066-23-000038.
