SEC Form 4

FORM 4		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 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
X	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* Pomona Capital VII, L.P. (Last) (First) (Middle) 780 THIRD AVE, 46TH FLOOR (Street) NEW YORK NY 10017 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol Novocure Ltd [ NVCR ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)
	3. Date of Earliest Transaction (Month/Day/Year) 06/23/2017
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X 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. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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
Common Stock	06/23/2017		S		670,042	D	$17.3377(1)	6,128,799	D(2)
Common Stock	06/23/2017		S		303,149	D	$17.3377(1)	2,772,870	D(3)
Common Stock	06/26/2017		S		68,396	D	$17.4569(4)	6,060,403	D(2)
Common Stock	06/26/2017		S		30,945	D	$17.4569(4)	2,741,925	D(3)

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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		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: 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

1. Name and Address of Reporting Person* Pomona Capital VII, L.P. (Last) (First) (Middle) 780 THIRD AVE, 46TH FLOOR (Street) NEW YORK NY 10017 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Pomona Capital VII Fund Investors, L.P. (Last) (First) (Middle) 780 THIRD AVE, 46TH FLOOR (Street) NEW YORK NY 10017 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Pomona Associates VII, L.P. (Last) (First) (Middle) 780 THIRD AVE, 46TH FLOOR (Street) NEW YORK NY 10017 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Pomona Secondary Associates VII LLC (Last) (First) (Middle) 780 THIRD AVE, 46TH FLOOR (Street) NEW YORK NY 10017 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Pomona G.P. Holdings LLC (Last) (First) (Middle) 780 THIRD AVE, 46TH FLOOR (Street) NEW YORK NY 10017 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* GRANOFF MICHAEL D (Last) (First) (Middle) 780 THIRD AVE, 46TH FLOOR (Street) NEW YORK NY 10017 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* JANIS FRANCES (Last) (First) (Middle) 780 THIRD AVE, 46TH FLOOR (Street) NEW YORK NY 10017 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* FUTRELL STEVE (Last) (First) (Middle) 780 THIRD AVE, 46TH FLOOR (Street) NEW YORK NY 10017 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

Explanation of Responses:

1. The transaction was executed in multiple trades at prices ranging from $17.10 to $17.85. The price above reflects the weighted average sales price. Detailed information regarding the number of shares sold at each separate price will be provided upon request by the Commission staff, the Issuer or a security holder of the Issuer.

2. The shares are held directly by Pomona Capital VII, L.P. ("PC VII"). The sole member of PC VII is Pomona Associates VII, L.P. ("PCVII GP"). The general partner of PCVII GP is Pomona Secondary Associates VII LLC ("PCVII LLC"). The sole member of PCVII LLC is Pomona G.P. Holdings LLC ("Holdings LLC"). The individual managers of Holdings LLC are Michael D. Granoff ("Granoff"), Frances N. Janis ("Janis") and Stephen M. Futrell ("Futrell") and, as such, each of PCVII GP, PCVII LLC, Holdings LLC, Granoff, Janis and Futrell exercises shared voting and investment power over the shares held of record by PC VII. Each of the Reporting Persons disclaims beneficial ownership of the shares except to the extent of it or his pecuniary interest therein, if any.

3. The shares are held directly by Pomona Capital VII Fund Investors, L.P. ("PC VII FI"). The Class A general partner of PC VII FI is PCVII GP and the Class B general partner of PC VII FI is PCVII LLC. The general partner of PCVII GP is also PCVII LLC. The sole member of PCVII LLC is Holdings LLC. The individual managers of Holdings LLC are Granoff, Janis and Futrell and, as such, each of PCVII GP, PCVII LLC, Holdings LLC, Granoff, Janis and Futrell exercises shared voting and investment power over the shares held of record by PC VII FI. Each of the Reporting Persons disclaims beneficial ownership of the shares except to the extent of its or his pecuniary interest therein, if any.

4. The transaction was executed in multiple trades at prices ranging from $17.10 to $17.70. The price above reflects the weighted average sales price. Detailed information regarding the number of shares sold at each separate price will be provided upon request by the Commission staff, the Issuer or a security holder of the Issuer.

Remarks:

	/s/ Frances N. Janis, Managing Principal of Pomona G.P. Holdings LLC, sole member of Pomona Secondary Associates VII LLC, general partner of Pomona Associates VII, L.P., general partner of Pomona Capital VII, L.P.	06/27/2017
	/s/ Frances N. Janis, Managing Principal of Pomona G.P. Holdings LLC, sole member of Pomona Secondary Associates VII LLC, general partner of Pomona Associates VII, L.P., Class A general partner of Pomona Capital VII Fund Investors, L.P.	06/27/2017
	/s/ Frances N. Janis, Managing Principal of Pomona G.P. Holdings LLC, sole member of Pomona Secondary Associates VII LLC, Class B general partner of Pomona Capital VII Fund Investors, L.P.	06/27/2017
	/s/ Frances N. Janis, Managing Principal of Pomona G.P. Holdings LLC, sole member of Pomona Secondary Associates VII LLC, general partner of Pomona Associates, L.P.	06/27/2017
	/s/ Frances N. Janis, Managing Principal of Pomona G.P. Holdings LLC, sole member of Pomona Secondary Associates VII LLC	06/27/2017
	/s/ Frances N. Janis, Managing Principal of Pomona G.P. Holdings LLC	06/27/2017
	/s/ Michael D. Granoff	06/27/2017
	s/ Frances N. Janis	06/27/2017
	/s/ Stephen M. Futrell	06/27/2017
	** Signature of Reporting Person	Date
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