UNITED STATES SECURITIES
AND
EXCHANGE
COMMISSION
Washington,
D.C. 20549
Schedule
13G
Under the
Securities Exchange Act of 1934
(Amendment No. )
(RULE 13d-102)
Information to be included in statements
filed
pursuant to Rule 13d-1 (b) (c) and (d) and Amendments thereto
filed pursuant to Rule 13d-2 (b).
Novagold Resources
Inc
(Name of Issuer)
Common shares
(Title of Class of Securities)
66987E206
(CUSIP/SEDOL Number)
December 31, 2022
(Date of Event which Requires Filing of this Statement)
Check the appropriate box to designate the
rule pursuant
to which this Schedule is filed:
[X] Rule 13d-1 (b)
[ ] Rule 13d-1 (c)
[ ] Rule 13d-1 (d)
*The remainder of this cover page shall be filled out for a
reporting person's initial filing on this form with respect to the
subject class of securities, and for any subsequent amendment
containing information which would alter the disclosures provided
in a prior cover page.
The information required in the remainder of this cover page
shall not be deemed to be "filed" for the purpose of Section 18 of
the Securities Exchange Act of 1934 ("Act") or otherwise subject to
the liabilities of that section of the Act but shall be subject to
all other provisions of the Act (however, see the Notes).
SCHEDULE 13G
Issuer: Novagold Resources Inc CUSIP No.: 66987E206
1 NAMES OF REPORTING PERSONS
First Eagle
Investment Management, LLC
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
(b)
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
State of
Delaware
NUMBER OF SHARES 5 SOLE VOTING POWER - 18,876,283
BENEFICIALLY 6 SHARED VOTING POWER - 0
OWNED BY EACH 7 SOLE DISPOSITIVE POWER - 18,876,283
REPORTING PERSON 8 SHARED DISPOSITIVE POWER - 0
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WITH:
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
18,876,283
10 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES
N/A
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9:
5.66%
12 TYPE OF REPORTING PERSON
IA
SCHEDULE 13G
Issuer: Novagold Resources Inc CUSIP No.: 66987E206
ITEM 1
(a) Name of Issuer: Novagold Resources Inc
(b) Address of Issuer's Principal Executive Offices:
201 South Main, Suite 400
Salt Lake City, UT 84111
ITEM 2
(a) Name of Person Filing: First Eagle Investment Management,
LLC
(b) Address of Principal Business Office:
1345 Avenue of the Americas
New York, NY 10105
(c) Citizenship: Delaware, USA
(d) Title of Class of Securities:
Common
Stock
(e) CUSIP No.:
66987E206
ITEM 3
If this statement is filed pursuant to Sections 240. 13d-1(b),
or 240.13d-2(b) or (c), check whether the person filing is a:
(a) [ ] Broker or dealer registered under
Section 15 of the Act (15 U.S.C. 78o);
(b) [ ] Bank as defined in section 3(a)(6) of the Act (15 U.S.C.
78c);
(c) [ ] Insurance Company as defined in section 3(a)(19) of the
Act (15 U.S.C. 78C);
(d) [ ] Investment company registered under Section 8 of the
Investment Company Act if 1940 (15 U.S.C. 80a-8);
(e) [X] An investment adviser in accordance with Section
240.13d-1(b)(1)(ii)(E);
(f) [ ] An employee benefit plan or endowment fund in accordance
with
Section 240.13d-1(b)(1)(ii)(F);
(g) [ ] A parent holding company or control person in accordance
with
Section 240.13d-1(b)(1)(ii)(G);
(h) [ ] A savings associations as defined in Section 3(b) of the
Federal Deposit Insurance Act (12 U.S.C. 1813);
(i) [ ] A church plan that is excluded from the definition of an
insurance company under Section 3 (c)(14) of the Investment Company
Act of 1940 (15 U.S.C. 80a-3);
(j) [ ] Group, in accordance with section 240.13d-1
(b)(1)(ii)(J).
SCHEDULE 13G
Issuer: Novagold Resources Inc CUSIP No.: 66987E206
ITEM 4. Ownership.
See cover page.
ITEM 5. Ownership of Five
Percent or Less of a Class.
N/A
ITEM 6. OWNERSHIP OF MORE THAN
FIVE PERCENT ON BEHALF OF ANOTHER PERSON
First Eagle Investment Management, LLC (FEIM), an investment
adviser registered under Section 203 of the Investment Advisers Act
of 1940, is deemed to be the beneficial owner of 18,876,283 shares,
or 5.66% of the common stock believed to be outstanding as a result
of acting as investment adviser to various clients. Clients of FEIM
have the right to receive and the ultimate power to direct the
receipt of dividends from, or the proceeds of the sale of, such
securities. The First Eagle Gold Fund, a registered investment
Company for which FEIM acts as investment adviser, may be deemed to
beneficially own 18,026,001 of these 18,876,283 shares, or 5.41% of
the Company's Common Stock.
ITEM 7. IDENTIFICATION AND
CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING
REPORTED ON BY THE PARENT HOLDING COMPANY OR CONTROL
PERSON.
N/A
ITEM 8. Identification and
Classification of Members of the Group.
N/A
ITEM 9. Notice of Dissolution of
Group
N/A
ITEM 10.
Certification
By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were acquired and held in
the ordinary course of business and were not acquired and are not
held for the purpose of or with the effect of changing or
influencing the control of the issuer of such securities and were
not acquired and are not held in connection with or as a
participant in any transaction having that purpose of effect, other
than activities solely in connection with a nomination under
240.14a-11.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and
belief, I certify that the information set forth in this statement
is true, complete and correct.
Date: February 10, 2023
Signature: /s/ David O'Connor
Name/Title: David O'Connor, Senior Vice President
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