Statement of Changes in Beneficial Ownership (4)

FORM 4 [ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response... 0.5
	Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

1. Name and Address of Reporting Person ^* Smith Mark A.	2. Issuer Name and Ticker or Trading Symbol NIOCORP DEVELOPMENTS LTD [ NIOBF ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable)__X__ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) President & CEO
(Last) (First) (Middle) C/O NIOCORP DEVELOPMENTS LTD.,, 7000 YOSEMITE STREETE, SUITE 115	3. Date of Earliest Transaction (MM/DD/YYYY) 3/10/2021
(Street) CENTENNIAL, CO 80112 (City) (State) (Zip)	4. If Amendment, Date Original Filed (MM/DD/YYYY)	6. Individual or Joint/Group Filing (Check Applicable Line) _X _ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security (Instr. 3)	2. Trans. Date	2A. Deemed Execution Date, if any	3. Trans. Code (Instr. 8)		4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1.Title of Security (Instr. 3)	2. Trans. Date	2A. Deemed Execution Date, if any	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Shares	3/10/2021		M		750000	A	$0.5299 ⁽¹⁾	19750000	D
Common Shares	3/10/2021		F		397436	D	$0.9260 ⁽²⁾	19352564	D

*Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)*
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	4. Trans. Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)			11. Nature of Indirect Beneficial Ownership (Instr. 4)
Employee Stock Option (right to buy)	$0.5299 ⁽¹⁾	3/10/2021		M			750000	⁽³⁾	3/17/2021	Common Shares	750000	$0	0	D

Explanation of Responses:
(1)	Option exercise price reflected was converted from Canadian exercise price of C$0.62 using an exchange rate of C$1.2635 = US$1.00 as reported by the Bank of Canada on March 9, 2021.
(2)	Sale price of common shares withheld in satisfaction of option exercise price is based on the closing price of the common shares on the Toronto Stock Exchange on March 9, 2021 of C$1.17, which was converted using an exchange rate of C$1.2635 = US$1.00 as reported by the Bank of Canada on March 9, 2021.
(3)	The option, representing a right to purchase a total of 750,000 Common Shares, became exercisable on issuance date of January 19, 2016.

Reporting Owners
Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Smith Mark A. C/O NIOCORP DEVELOPMENTS LTD., 7000 YOSEMITE STREETE, SUITE 115 CENTENNIAL, CO 80112	X		President & CEO

Signatures
/s/ Mark A. Smith		3/12/2021
^**Signature of Reporting Person		Date

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