FORM 3
        
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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 *

Shah Pritesh

2. Date of Event Requiring Statement (MM/DD/YYYY)
7/1/2018 

3. Issuer Name and Ticker or Trading Symbol

NovoCure Ltd [NVCR]

(Last)        (First)        (Middle)

C/O NOVOCURE INC.,, 20 VALLEY STREAM PARKWAY, SUITE 300

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 /

(Street)

MALVERN, PA 19355       

(City)              (State)              (Zip)
5. 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 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   5231   D    

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(MM/DD/YYYY)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: 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     (1) 5/1/2028   Ordinary Shares   30000   $27.60   D    
Options to Buy Ordinary Shares     (2) 2/27/2028   Ordinary Shares   67586   $21.15   D    
Options to Buy Ordinary Shares     (3) 7/26/2027   Ordinary Shares   50000   $19.25   D    
Options to Buy Ordinary Shares     (4) 5/2/2027   Ordinary Shares   50000   $11.85   D    
Options to Buy Ordinary Shares     (5) 2/22/2027   Ordinary Shares   65000   $7.15   D    
Options to Buy Ordinary Shares     (6) 2/24/2026   Ordinary Shares   24963   $11.46   D    
Options to Buy Ordinary Shares     (7) 2/24/2026   Ordinary Shares   10037   $11.46   D    
Options to Buy Ordinary Shares     (8) 3/5/2025   Ordinary Shares   17739   $14.37   D    
Options to Buy Ordinary Shares     (9) 3/5/2025   Ordinary Shares   5913   $14.37   D    
Options to Buy Ordinary Shares     (10) 2/26/2024   Ordinary Shares   59130   $7.48   D    
Options to Buy Ordinary Shares     (11) 2/20/2023   Ordinary Shares   8869   $7.03   D    
Options to Buy Ordinary Shares     (12) 11/13/2022   Ordinary Shares   23652   $6.72   D    
Restricted Stock Units     (13) 5/1/2028   Ordinary Shares   7000   $0.00   D    
Restricted Stock Units     (14) 2/27/2028   Ordinary Shares   9259   $0.00   D    
Restricted Stock Units     (15) 2/22/2027   Ordinary Shares   39000   $0.00   D    

Explanation of Responses:
(1)  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.
(2)  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.
(3)  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.
(4)  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.
(5)  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.
(6)  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.
(7)  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.
(8)  Options to buy 17,739 ordinary shares are vested and currently exercisable as of the date hereof.
(9)  Options to buy 5,913 ordinary shares will fully vest and become exercisable on February 25, 2019.
(10)  Options to buy 59,130 ordinary shares are vested and currently exercisable as of the date hereof.
(11)  Options to buy 8,869 ordinary shares are vested and currently exercisable as of the date hereof.
(12)  Options to buy 23,652 ordinary shares are vested and currently exercisable as of the date hereof.
(13)  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.
(14)  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.
(15)  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.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Shah Pritesh
C/O NOVOCURE INC.,
20 VALLEY STREAM PARKWAY, SUITE 300
MALVERN, PA 19355


Chief Commercial Officer

Signatures
/s/ Kimberly Burke, Attorney in fact for Pritesh Shah 7/11/2018
** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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