UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.
20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR
15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
As at May 27, 2016
Commission File No. 001-32210
NORTHERN DYNASTY MINERALS
LTD.
(Translation of registrant's name into English)
15th Floor – 1040 West Georgia
Street
Vancouver, British Columbia, V6E 4H8, Canada
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F
Form 20-F [X] Form 40-F [ ]
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1) [ ]
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7) [ ]
SUBMITTED HEREWITH
| Exhibits | |
| 10.1 | Form of Subscription Agreement for Units (Offering of 2,222,22 Units)* |
* The foregoing Exhibits are hereby incorporated by reference into the Registrant’s Registration Statement on Form F-3 (File No. 333-209921), filed with the SEC on March 04, 2016, as amended March 22, 2016 and declared effective on March 30, 2016, pursuant to the United States Securities Act of 1933, as amended.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
NORTHERN DYNASTY MINERALS LTD.
Date: May 27, 2016
/s/ Trevor Thomas
Trevor Thomas
Secretary