NOVAGOLD Announces Election of Directors and Voting Results from 2023 Virtual Annual General Meeting of Shareholders

2023-05-23 / @GlobeNewswire

 

  • A total of 284,457,954 or 85.17% of the Company’s issued and outstanding shares were represented at the Meeting
  • All six proposals to shareholders were approved, including the election of all eleven director nominees; Hume Kyle, Daniel Muñiz-Quintanilla, and Dawn Whittaker join the Board
  • During the 2023 proxy season, NOVAGOLD placed outreach calls to shareholders holding approximately 92.21% of the Company’s issued and outstanding common shares entitled to vote

VANCOUVER, British Columbia, May 23, 2023 (GLOBE NEWSWIRE) -- NOVAGOLD RESOURCES INC. (“NOVAGOLD” or the “Company”) (NYSE American, TSX: NG) is pleased to announce the detailed voting results on the items of business considered at its Annual General Meeting of Shareholders held on May 18, 2023 (the “Meeting”). All proposals were approved and all eleven director nominees were elected. A total of 284,457,954 or 85.17% of the Company’s issued and outstanding shares were represented at the Meeting.

Hume Kyle, Daniel Muñiz-Quintanilla, and Dawn Whittaker join the Board Directors of NOVAGOLD

The Company is delighted to report the election of Hume Kyle, Daniel Muñiz-Quintanilla, and Dawn Whittaker to its Board at the Meeting, effective May 18, 2023. The three new Directors will fill one vacancy and replace Sharon Dowdall and Clynton Nauman, two directors who chose to retire from the Board after many years of dedicated and excellent service to NOVAGOLD. For more information on changes to NOVAGOLD’s Board membership, please view the release from April 19, 2023 here.

Shareholder Engagement

During this year’s proxy outreach, NOVAGOLD placed calls to shareholders owning 40,000-plus shares who collectively hold approximately 92.21% of the Company’s issued and outstanding common shares entitled to vote at the Meeting. Year-over-year the input received from shareholders has helped shape and improve the Company’s governance practices.

Shareholder Voting Results

The shareholders voted on the following matters at this year’s Meeting:

Proposal 1 – Election of Directors

The nominees listed in NOVAGOLD’s Management Information Circular were elected as Directors of the Company. Detailed results of the votes are set out below:

Proposal 2Outcome of the
Vote
Votes by Ballot
Election of Directors Votes ForVotes Withheld
Dr. Elaine Dorward-KingCarried263,941,771
(98.68%)
3,517,519
(1.31%)
Dr. Diane GarrettCarried258,982,243
(96.83%)
8,477,047
(3.16%)
Dr. Thomas KaplanCarried264,468,481
(98.88%)
2,990,809
(1.11%)
Hume KyleCarried266,699,853
(99.71%)
759,437
(0.28%)
Gregory LangCarried265,885,009
(99.41%)
1,574,281
(0.58%)
Kalidas MadhavpeddiCarried261,382,272
(97.72%)
6,077,018
(2.27%)
Kevin McArthurCarried262,363,487
(98.09%)
5,095,803
(1.90%)
Daniel Muñiz-QuintanillaCarried257,946,124
(96.44%)
9,513,166
(3.55%)
Ethan SchuttCarried261,722,045
(97.85%)
5,737,245
(2.14%)
Anthony WalshCarried262,982,560
(98.32%)
4,476,730
(1.67%)
Dawn WhitakerCarried266,508,418
(99.64%)
950,872
(0.35%)
    

Proposal 2 – Appointment of Auditors

The vote was carried for the Appointment of the Auditors, PricewaterhouseCoopers LLP. The votes received by ballot were as follows:

Votes For281,594,02298.99% 
Votes Withheld2,863,9321.00% 
    

Proposal 3 – Approve all unallocated entitlements under the Stock Award Plan

The vote was carried for the Stock Award Plan. The votes received by ballot were as follows:

Votes For227,431,66985.03% 
Votes Against39,490,73314.76% 
Abstentions536,8880.20% 
    

Proposal 4 – Approve all unallocated entitlements under the Performance Share Unit Plan

The vote was carried for the Performance Share Unit Plan. The votes received by ballot were as follows:

Votes For238,158,49089.04% 
Votes Against28,767,07310.75% 
Abstentions533,7270.19% 
    

Proposal 5 – Approve all unallocated entitlements under the Deferred Share Unit Plan

The vote was carried for the Deferred Share Unit Plan. The votes received by ballot were as follows:

Votes For262,907,15098.29% 
Votes Against4,010,4601.49% 
Abstentions541,6800.20% 
    

Proposal 6 – Advisory Approval of Executive Compensation (“Say-on-Pay”)

The vote was carried on the Say-On-Pay Advisory Vote. The votes received by ballot were as follows:

Votes For253,638,15394.83% 
Votes Against13,317,7734.97% 
Abstentions503,3640.18% 
    

Full details of all proposals are fully described in the Company’s Management Information Circular dated March 24, 2023 available on the Company’s website at www.novagold.com/investors/mic/, on SEDAR at www.sedar.com, and on EDGAR at www.sec.gov, and the detailed results of voting on each proposal are included in the Report of Voting Results filed on SEDAR and in the 8-K filed on EDGAR.

The Annual General Meeting of Shareholders webcast and corporate presentation are available on NOVAGOLD’s website under Presentations.

NOVAGOLD Contacts:
Mélanie Hennessey
Vice President, Corporate Communications

1-604-669-6227 or 1-866-669-6227


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