NOVAGOLD Announces Election of Directors and Voting Results from 2022 Virtual Annual General Meeting of Shareholders
May 20 2022 - 01:30PM
GlobeNewswire Inc.
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, 2022 (the “Meeting”). All
proposals were approved and all eleven director nominees were
elected. A total of 277,994,591 or 83.43% of the Company’s issued
and outstanding shares were represented at the Meeting.
Kevin McArthur joins the Board of Directors of
NOVAGOLD
The Company is also pleased to report the election of Kevin
McArthur to its Board at the Meeting, effective May 18, 2022. Mr.
McArthur is an industry leader with over 40 years of experience
encompassing many facets of the mining business, including
operations, corporate development and executive management. He
currently serves as a non-executive director of Royal Gold, Inc.
and First Quantum Minerals Ltd. Mr. McArthur served as CEO of major
precious metals mining companies, including Goldcorp Inc., Glamis
Gold Ltd. and Tahoe Resources Inc., which was subsequently acquired
by Pan American Silver Corporation. His earlier career focused on
mine operations and project development with major international
mining companies, including, BP Minerals and Homestake Mining
Company. Mr. McArthur obtained a degree in Mining Engineering from
the University of Nevada in 1979.
Shareholder Engagement
During this year’s proxy outreach, NOVAGOLD engaged with
shareholders owning 40,000-plus shares; thus contacting holders of
approximately 86% 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 corporate governance practices.
Shareholder Voting Results
The Shareholders voted on the following matters at this year’s
Meeting:
Proposal 1 – Setting the Number of
Directors
The vote was carried to set the number of Directors at eleven.
The votes received by ballot were as follows:
|
Votes For |
274,603,519 |
98.78% |
|
|
|
Votes
Against |
2,759,148 |
0.99% |
|
|
|
Abstentions |
631,924 |
0.22% |
|
|
Proposal 2 – 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 2 |
Outcome of theVote |
Votes by Ballot |
Election of Directors |
Votes For |
Votes Withheld |
Dr. Elaine Dorward-King |
Carried |
257,097,146(98.70%) |
3,380,588(1.29%) |
Sharon Dowdall |
Carried |
252,857,047 (97.07%) |
7,620,687 (2.92%) |
Dr. Diane Garrett |
Carried |
258,169,285 (99.11%) |
2,308,449 (0.88%) |
Dr. Thomas Kaplan |
Carried |
258,809,101 (99.35%) |
1,668,633 (0.64%) |
Gregory Lang |
Carried |
259,660,658 (99.68%) |
817,076 (0.31%) |
Igor Levental |
Carried |
256,598,064 (98.51%) |
3,879,670 (1.48%) |
Kalidas Madhavpeddi |
Carried |
245,264,836 (94.15%) |
15,212,898 (5.84%) |
Kevin McArthur |
Carried |
259,610,343 (99.66%) |
867,391 (0.33%) |
Clynton Nauman |
Carried |
257,175,544 (98.73%) |
3,302,190 (1.26%) |
Ethan Schutt |
Carried |
258,124,301 (99.09%) |
2,353,433 (0.90%) |
Anthony Walsh |
Carried |
255,393,306 (98.04%) |
5,084,428 (1.95%) |
Proposal 3 – Appointment of Auditors
The vote was carried for the Appointment of the Auditors,
PricewaterhouseCoopers LLP. The votes received by ballot were as
follows:
|
Votes For |
274,381,861 |
98.70% |
|
|
|
Votes
Withheld |
3,612,730 |
1.29% |
|
|
Proposal 4 – 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 For |
248,235,710 |
95.30% |
|
|
|
Votes
Against |
10,953,539 |
4.20% |
|
|
|
Abstentions |
1,288,485 |
0.49% |
|
|
Full details of all proposals are fully described in the
Company’s Management Information Circular dated March 25, 2022
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 on EDGAR.
Following the Meeting, the Board dissolved the Environment,
Health, Safety, Sustainability and Technical Committee and two
committees were created in its place: the Engineering and Technical
Committee and the Sustainability Committee. The Board appointed
Kevin McArthur to serve on the Corporate Communications Committee,
and the Engineering and Technical Committee. The membership of each
the standing Board committees is available on the Company’s website
at: https://www.novagold.com/company/directors/.
The Annual General Meeting of Shareholders webcast and corporate
presentation is available on NOVAGOLD’s website under
Presentations.
NOVAGOLD Contacts:Mélanie HennesseyVice
President, Corporate Communications
Allison PettitManager, Communications
604-669-6227 or 1-866-669-6227
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