NOVAGOLD RESOURCES INC — Director's Dealing 2019

Dec 16, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: NOVAGOLD RESOURCES INC (NG)
CIK: 0001173420
Period of Report: 2019-12-12

Reporting Person: Lang Gregory A. (N/A)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-12-12	Common Shares	A	1762	$6.74	Acquired	259330	Direct
2019-12-12	Common Shares	J	259330	$0.00	Disposed	0	Direct
2019-12-12	Common Shares	J	259330	$0.00	Acquired	1838460	Indirect
2019-12-13	Common Shares	G	38400	$0.00	Disposed	1800060	Indirect

Footnotes

F1: Represents shares acquired under the NOVAGOLD RESOURCES INC. Employee Stock Purchase Plan to date during the fourth calendar quarter of 2019.

F2: The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions over a two and one-half-month period at prices ranging from $6.31 to $7.12, 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.

F3: The total number of ESPP shares held by the reporting person was initially underreported on Form 3 by 396 shares. This total has been corrected to include those 396 ESPP shares.

F4: The shares were transferred to the Gregory and Sharon Lang Family Survivors Trust dtd 12/27/2005, a trust established for the benefit of the reporting person's family (the "Trust"). Previously it was mistakenly reported that the reporting person was not a beneficiary of the Trust; however, the reporting person is the trustee and sole primary beneficiary of the Trust.

F5: This is a trust for the benefit of the reporting person's family. The reporting person is the trustee and the sole primary beneficiary of the family trust.