SEC Form 4 · accession 0001214659-19-002016
NOVAGOLD RESOURCES INC · NG
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
David A. Ottewell
Officer — Vice President & CFO
Period of report
Mar 8, 2019
Accepted (ET)
Mar 11, 2019 · 11:31 am EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001173420
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common SharesF1 | Mar 8, 2019 | M | 199,867 | $2.37 | A | 758,407 | D | |
| Common SharesF2 | Mar 8, 2019 | F | 114,284 | $4.14 | D | 644,123 | D | |
| Common SharesF3 | Mar 8, 2019 | S | 85,583 | $4.15 | D | 558,540 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (right to buy)F1,F4 | $2.37 | Mar 8, 2019 | M | 199,867 | D | — | Nov 30, 2019 | Common Shares | 199,867 | 200,133 | D |
Explanation of responses
- F1The exercise price reported above was converted from the Canadian exercise price of C$3.18 using an exchange rate of CAD$1.3422=US$1.00.
- F2The price reported in Column 4 is a weighted average price. These shares were withheld in multiple transactions ranging from C$5.45 to $5.65, 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 withheld at each separate price within the ranges set forth in this footnote. The weighted average price reported above was converted from the Canadian weighted average price of C$5.56 to USD using an exchange rate of C$1.3422=US$1.00.
- F3The price reported in Column 4 is a weighted average price. These shares weresold in multiple transactions ranging from C$5.45 to $5.65, 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 withheld at each separate price within the ranges set forth in this footnote. The weighted average price reported above was converted from the Canadian weighted average price of C$5.56 to USD using an exchange rate of C$1.3422=US$1.00.
- F4The options vested as follows: 1/3 on 12/1/14; 1/3 on 12/1/15; and 1/3 on 12/1/16.