NOVAGOLD RESOURCES INC — Director's Dealing 2013

Dec 2, 2013

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: NOVAGOLD RESOURCES INC (NG)
CIK: 0001173420
Period of Report: 2013-12-01

Reporting Person: Deisley David (Exec. VP & General Counsel)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Shares	400851	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock Option (right to buy)	$4.60	2017-09-03	Common Shares (500000)		Direct
Stock Option (right to buy)	$4.38	2017-12-04	Common Shares (310000)		Direct

Footnotes

F1: Includes 280,000 Performance Share Units, which are subject to performance criteria set by the board of directors of the Issuer. 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 the performance criteria has been met.

F2: The options vest as follows: 1/3 on 11/1/2012; 1/3 on 11/1/2013; and 1/3 on 11/1/2014.

F3: Expressed in Canadian dollars.

F4: The options vest as follows: 1/3 on 12/5/2012; 1/3 on 12/5/2013; and 1/3 on 12/5/2014.