NovoCure Limited (NVCR) Form 3/A NovoCure / Pritesh Shah ownership change

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Shah Pritesh

(Last) (First) (Middle)

C/O NOVOCURE INC.,

20 VALLEY STREAM PARKWAY, SUITE 300

(Street)

MALVERN PA 19355

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
07/01/2018

3. Issuer Name and Ticker or Trading Symbol
NovoCure Ltd [ NVCR ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Chief Commercial Officer

5. If Amendment, Date of Original Filed (Month/Day/Year)
07/11/2018

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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Ordinary Shares	17,087(1)	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Options to Buy Ordinary Shares	(2)	05/01/2028	Ordinary Shares	30,000	27.6	D
Options to Buy Ordinary Shares	(3)	02/27/2028	Ordinary Shares	67,586	21.15	D
Options to Buy Ordinary Shares	(4)	07/26/2027	Ordinary Shares	50,000	19.25	D
Options to Buy Ordinary Shares	(5)	05/02/2027	Ordinary Shares	50,000	11.85	D
Options to Buy Ordinary Shares	(6)	02/22/2027	Ordinary Shares	65,000	7.15	D
Options to Buy Ordinary Shares	(7)	02/24/2026	Ordinary Shares	24,963	11.46	D
Options to Buy Ordinary Shares	(8)	02/24/2026	Ordinary Shares	10,037	11.46	D
Options to Buy Ordinary Shares	(9)	03/05/2025	Ordinary Shares	17,739	14.37	D
Options to Buy Ordinary Shares	(10)	03/05/2025	Ordinary Shares	5,913	14.37	D
Options to Buy Ordinary Shares	(11)	02/26/2024	Ordinary Shares	59,130	7.48	D
Options to Buy Ordinary Shares	(12)	02/20/2023	Ordinary Shares	8,869	7.03	D
Options to Buy Ordinary Shares	(13)	11/13/2022	Ordinary Shares	23,652	6.72	D
Restricted Stock Units	(14)	05/01/2028	Ordinary Shares	7,000	0.00	D
Restricted Stock Units	(15)	02/27/2028	Ordinary Shares	9,259	0.00	D
Restricted Stock Units	(16)	02/22/2027	Ordinary Shares	39,000	0.00	D

Explanation of Responses:

1. This amount has been revised to correct an error on the Form 3 filed on July 11, 2018.

2. One-quarter of these options will vest on each of May 1, 2019, 2020, 2021 and 2022, subject to the reporting person's continued employment through such dates.

3. One-quarter of these options will vest on each of February 27, 2019, 2020, 2021 and 2022, subject to the reporting person's continued employment through such dates.

4. One-quarter of these options will vest on each of July 26, 2018, 2019, 2020 and 2021, subject to the reporting person's continued employment through such dates.

5. One-quarter of these options will vest on each of May 2, 2018, 2019, 2020 and 2021, subject to the reporting person's continued employment through such dates.

6. One-quarter of these options vest on each of February 22, 2018, 2019, 2020 and 2021, subject to the reporting person's continued employment through such dates.

7. One-quarter of these options vest on each of February 24, 2017, 2018, 2019 and 2020, subject to the reporting person's continued employment through such dates.

8. Options to buy 1,311 ordinary shares will fully vest and become exercisable on February 24, 2019 and options to buy 8,726 ordinary shares will fully vest and become exercisable on February 24, 2020.

9. Options to buy 17,739 ordinary shares are vested and currently exercisable as of the date hereof.

10. Options to buy 5,913 ordinary shares will fully vest and become exercisable on February 25, 2019

11. Options to buy 59,130 ordinary shares are vested and currently exercisable as of the date hereof.

12. Options to buy 8,869 ordinary shares are vested and currently exercisable as of the date hereof.

13. Options to buy 23,652 ordinary shares are vested and currently exercisable as of the date hereof.

14. One-third of these restricted stock units are scheduled to vest on each of May 1, 2019, 2020 and 2021, subject to the reporting person's continued employment through such dates.

15. One-third of these restricted stock units are scheduled to vest on each of February 27, 2019, 2020 and 2021, subject to the reporting person's continued employment through such dates.

16. One-third of these restricted stock units are scheduled to vest on each of February 22, 2018, 2019 and 2020, subject to the reporting person's continued employment through such dates.

Remarks:

	/s/ Kimberly Burke, Attorney in fact for Pritesh Shah	08/28/2018
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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