Sec Form 4 Filing - Ben Arye Barak @ NovoCure Ltd - 2024-02-27

Insider filing report for Changes in Beneficial Ownership
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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
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Ben Arye Barak
2. Issuer Name and Ticker or Trading Symbol
NovoCure Ltd [ NVCR]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
General Counsel
(Last) (First) (Middle)
C/O NOVOCURE INC., 1550 LIBERTY RIDGE DRIVE, SUITE 115
3. Date of Earliest Transaction (MM/DD/YY)
02/27/2024
(Street)
WAYNE, PA19087
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction 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)
Code V Amount (A) or (D) Price
Ordinary Shares ( 1 ) 12/31/2023 A V 128 A $ 12.69 ( 2 ) 35,323 D
Ordinary Shares 02/27/2024 A 81,799 ( 3 ) A $ 16.3 117,122 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Sto ck Options (Right to buy) $ 16.3 02/27/2024 A 125,078 02/27/2025( 4 ) 02/26/2034 Ordinary Shares 125,078 $ 16.3 125,078 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Ben Arye Barak
C/O NOVOCURE INC.
1550 LIBERTY RIDGE DRIVE, SUITE 115
WAYNE, PA19087
General Counsel
Signatures
Steven Robbins, as attorney in fact for Ben Arye, Barak 02/29/2024
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The reporting person is voluntarily reporting the acquisition of shares of the issuer's ordinary shares pursuant to the NovoCure Limited Employee Share Purchase Plan ("ESPP"), for the ESPP purchase period of July 1, 2023 through December 31, 2023. This transaction is also exempt under Rule 16b-3(c).
( 2 )In accordance with the ESPP, these shares were purchased based on 85% of the closing price of the issuer's ordinary shares on December 31, 2023.
( 3 )Represents restricted share units that are scheduled to vest in equal installments on February 27, 2025, 2026 and 2027, subject to the reporting person's continued employment through such dates.
( 4 )Options to buy 125,078 ordinary shares will vest in equal installments on each of February 27, 2025, 2026, 2027 and 2028, subject to the reporting person's continued employment through such dates.

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 4(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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