Sec Form 3 Filing - KIM JAMES JIMIN @ Notable Labs, Ltd. - 2023-10-16

FORM 3 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 KIM JAMES JIMIN 2. Issuer Name and Ticker or Trading Symbol Notable Labs, Ltd. [ NTBL] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) C/O BUILDERS VC, 601 CALIFORNIA STREET, SUITE, 700 3. Date of Earliest Transaction (MM/DD/YY) 10/16/2023 (Street) SAN FRANCISCO, CA94108 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) _____ Form filed by One Reporting Person __ X __ 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 ) 132,980 I By Builders VC Entrepreneurs Fund I, L.P. ( 2 ) Ordinary shares ( 1 ) 305,306 I By Builders VC Fund I (Canada), L.P. ( 2 ) Ordinary shares ( 1 ) 1,846,324 I By Builders VC Fund I, L.P. ( 2 )

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 Warrant to Purchase Ordinary Shares ( 1 ) $ 113 10/16/2023 06/30/2032 Ordinary shares 2,053 ( 3 ) I By Builders VC Entrepreneurs Fund I, L.P. ( 2 ) Warrant to Purchase Ordinary Shares ( 1 ) $ 113 10/16/2023 06/30/2032 Ordinary shares 4,713 ( 4 ) I By Builders VC Fund I (Canada), L.P. ( 2 ) Warrant to Purchase Ordinary Shares ( 1 ) $ 113 10/16/2023 06/30/2032 Ordinary shares 28,498 ( 5 ) I By Builders VC Fund I, L.P. ( 2 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other KIM JAMES JIMIN C/O BUILDERS VC 601 CALIFORNIA STREET, SUITE, 700 SAN FRANCISCO, CA94108 X Builders VC Entrepreneurs Fund I, L.P. C/O BUILDERS VC 601 CALIFORNIA STREET, SUITE, 700 SAN FRANCISCO, CA94108 X Builders VC Fund I (Canada), L.P. C/O BUILDERS VC 601 CALIFORNIA STREET, SUITE, 700 SAN FRANCISCO, CA94108 X Builders VC Fund I, L.P. C/O BUILDERS VC 601 CALIFORNIA STREET, SUITE, 700 SAN FRANCISCO, CA94108 X Signatures /s/ James Kim 10/19/2023 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Shares of capital stock of the corporation then known as Notable Labs, Inc. ("Old Notable") were converted into ordinary shares of the Issuer pursuant to that certain Agreement and Plan of Merger, dated February 22, 2023, by and among the Issuer, Old Notable, and Vibrant Merger Sub, Inc., (the "Merger Agreement"). Pursuant to the terms of the Merger Agreement, each share of capital stock of Old Notable was exchanged for 0.0629 of the Issuer's ordinary shares, giving effect to a reverse split of the Issuer's ordinary shares of 1-for-35. ( 2 )This Form 3 is being filed by, and on behalf of, Builders VC Entrepreneurs Fund I, L.P., Builders VC Fund I (Canada), L.P., Builders VC Fund I, L.P. (collectively, the "Funds") and Mr. James Kim (together with the Funds, the "Reporting Persons"). Mr. Kim is the managing member of Builders VC GP I, LLC, the general partner of each of the Funds, and has voting and dispositive power over the securities held by each of the Funds. Each of the Reporting Persons disclaims beneficial ownership of those securities in which they do not have a pecuniary interest and this report shall not be deemed an admission that they are the beneficial owners of these securities for purposes of Section 16, except to the extent of their pecuniary interests therein. ( 3 )On June 30, 2022, Builders VC Entrepreneurs Fund I, L.P. acquired a warrant to purchase up to 32,629 shares of Old Notable Series C-1 Preferred Stock at an exercise price of $7.1319 per share. Pursuant to the Merger Agreement, this warrant was converted into a warrant to purchase 2,053 shares of the Issuer's ordinary shares at a per share exercise price of $113. The warrant is fully exercisable. ( 4 )On June 30, 2022, Builders VC Fund I (Canada), L.P. acquired a warrant to purchase up to 74,915 shares of Old Notable Series C-1 Preferred Stock at an exercise price of $7.1319 per share. Pursuant to the Merger Agreement, this warrant was converted into a warrant to purchase 4,713 shares of the Issuer's ordinary shares at a per share exercise price of $113. ( 5 )On June 30, 2022, Builders VC Fund I, L.P. acquired a warrant to purchase up to 453,054 shares of Old Notable Series C-1 Preferred Stock at an exercise price of $7.1319 per share. Pursuant to the Merger Agreement, this warrant was converted into a warrant to purchase 28,498 shares of the Issuer's ordinary shares at a per share exercise price of $113. The warrant is fully exercisable.

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