19:44:21 EST Wed 04 Nov 2026
Enter Symbol
or Name
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CA



Novagold Resources Inc (2)
Symbol NG
Shares Issued 438,815,994
Close 2026-11-04 C$ 8.49
Market Cap C$ 3,725,547,789
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Novagold shareholders approve special meeting matters

2026-11-04 18:54 ET - News Release

Ms. Melanie Hennessey reports

NOVAGOLD SHAREHOLDERS APPROVE TRANSACTION TO CONSOLIDATE 100% OWNERSHIP OF DONLIN GOLD

Novagold Resources Inc. has released the detailed voting results from the special meeting of shareholders held on Nov. 3, 2026. At the meeting, shareholders approved: (i) a special resolution approving an arrangement, relating to the transactions announced on July 22, 2026, pursuant to which, and subject to the satisfaction of certain closing conditions, upon the consummation thereof, Novagold Corp., a newly incorporated Delaware corporation (New Novagold), will acquire all of the issued and outstanding common shares of Novagold by way of a statutory plan of arrangement under the Business Corporations Act (British Columbia), becoming the ultimate parent of Novagold and its subsidiaries, and will acquire the 40-per-cent interest in Donlin Gold LLC held by Paulson Advisers LLC and certain of its affiliates through Donlin Gold Holdings LLC (1), increasing Novagold's ownership from 60 per cent to 100 per cent in its Tier 1 (2) gold development project in Alaska; and (ii) all other resolutions described in the management information circular and definitive proxy statement. The completion of the arrangement is conditioned upon, among other things, the receipt of all regulatory, stock exchange and court approvals, and the satisfaction of customary closing conditions. Novagold remains on track to complete the transactions in the fourth quarter of 2026.

Shareholder engagement

Shareholder feedback received through the company's continuing engagement efforts has played an important role in shaping and enhancing the company's governance and compensation practices. Building on this commitment to constructive dialogue, New Novagold will continue to engage regularly with shareholders, seek their perspectives and consider feedback, as appropriate, to further strengthen its disclosure, corporate governance and compensation practices.

Shareholder voting results

The shareholders voted on the following matters at the meeting.

Arrangement resolution

The vote was carried for the arrangement resolution. The votes received by ballots are detailed in an attached table.

Equity plan resolution

The vote was carried for the ordinary resolution to approve the adoption of the New Novagold 2026 omnibus incentive plan. The votes received by ballots are detailed in an attached table.

New Novagold ESPP (employee stock purchase plan) resolution

The vote was carried for the ordinary resolution to approve the adoption of the New Novagold ESPP. The votes received by ballots are detailed in an attached table.

Novagold ESPP resolution

The vote was carried for the ordinary resolution to approve the adoption of the Novagold ESPP. The votes received by ballots are detailed in an attached table.

Compensation resolution

The vote was carried for the ordinary resolution to approve, on an advisory (non-binding) basis, the compensation that may be paid or become payable to the company's named executive officers that is based on or otherwise related to the arrangement agreement and the transactions (the compensation resolution). The votes received by ballots are detailed in an attached table.

The management information circular and definitive proxy statement and related meeting materials, which contain important information about the proposed transactions, including additional information regarding the benefits of the proposed transactions, are available on the New Novagold website, and under Novagold's issuer profiles on SEDAR+ and EDGAR.

About Novagold Resources Inc.

Novagold is a well-financed precious metals company focused on the development of the Donlin gold project in Alaska, one of the safest mining jurisdictions in the world. With approximately 40 million ounces of gold in the measured and indicated mineral resource categories (approximately 560 million tonnes at an average grade of 2.22 grams per tonne, on a 100-per-cent basis) (3), inclusive of proven and probable mineral reserves, the Donlin gold project is regarded as one of the largest, highest-grade and most prospective known open-pit gold deposits in the world. According to the 2025 technical report and the 2025 technical report summary (each as defined below), the Donlin gold project is expected to produce an average of more than one million ounces per year over a 27-year mine life on a 100-per-cent basis once in production (4).

About Donlin Gold Holdings LLC

Donlin Gold Holdings, 100 per cent wholly owned by Paulson Advisers and its affiliates, is the 40-per-cent owner of the Donlin gold project. Donlin Gold Holdings, together with Novagold, owns 100 per cent of Donlin gold, and shares equal voting and operating control with Novagold through its operating agreement.

(1) Donlin Gold Holdings is wholly owned by Paulson.

(2) Novagold defines a Tier 1 gold development project as one with a projected production life of at least 10 years, annual projected production of at least 500,000 ounces of gold and average projected cash costs over the production life that are in the lower half of the industry cost curve.

(3) Donlin gold data, as per the report, titled "NI 43-101 Technical Report on the Donlin Gold project, Alaska, USA," with an effective date of Nov. 30, 2025, and the report, titled "S-K 1300 Technical Report Summary on the Donlin Gold Project, Alaska, USA," dated Nov. 30, 2025. Donlin gold possesses measured resources of approximately nine million tonnes (t) grading 2.67 grams per tonne (g/t) and indicated resources of approximately 551 million t grading 2.21 g/t, each on a 100-per-cent basis and inclusive of mineral reserves, of which approximately six million t of measured resources and approximately 330 million t of indicated resources, inclusive of mineral reserves, are currently attributable to Novagold through its 60-per-cent ownership interest in Donlin gold. Exclusive of mineral reserves, Donlin gold possesses measured resources of approximately 1.4 million t grading 1.18 g/t and indicated resources of approximately 175 million t grading 1.32 g/t, of which approximately 900,000 t of measured resources and approximately 105 million t of indicated resources, exclusive of mineral reserves, are currently attributable to Novagold. Donlin gold possesses proven reserves of approximately nine million t grading 2.29 g/t and probable reserves of approximately 495 million t grading 2.02 g/t, each on a 100-per-cent basis, of which approximately six million t of proven reserves and approximately 297 million t of probable reserves are attributable to Novagold. Mineral reserves and resources have been estimated in accordance with National Instrument 43-101 and S-K 1300.

(4) Anticipated average annual gold production during full life of mine if put into production as contemplated in the 2025 technical report and the 2025 technical report summary.

We seek Safe Harbor.

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