Initial Statement of Beneficial Ownership (3)
12 July 2018 - 6:59AM
Edgar (US Regulatory)
FORM 3
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0104
Estimated average burden
hours per response...
0.5
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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
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1. Name and Address of Reporting Person
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Shah Pritesh
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2. Date of Event Requiring Statement (MM/DD/YYYY)
7/1/2018
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3. Issuer Name
and
Ticker or Trading Symbol
NovoCure Ltd [NVCR]
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(Last)
(First)
(Middle)
C/O NOVOCURE INC.,, 20 VALLEY STREAM PARKWAY, SUITE 300
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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 /
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(Street)
MALVERN, PA 19355
(City)
(State)
(Zip)
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5. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_
X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Beneficially Owned
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1.Title of Security
(Instr. 4)
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2. Amount of Securities Beneficially Owned
(Instr. 4)
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3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
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4. Nature of Indirect Beneficial Ownership
(Instr. 5)
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Ordinary Shares
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5231
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D
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Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 4)
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2. Date Exercisable and Expiration Date
(MM/DD/YYYY)
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3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
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4. Conversion or Exercise Price of Derivative Security
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5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
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6. Nature of Indirect Beneficial Ownership
(Instr. 5)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Options to Buy Ordinary Shares
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(1)
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5/1/2028
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Ordinary Shares
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30000
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$27.60
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D
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Options to Buy Ordinary Shares
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(2)
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2/27/2028
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Ordinary Shares
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67586
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$21.15
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D
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Options to Buy Ordinary Shares
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(3)
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7/26/2027
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Ordinary Shares
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50000
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$19.25
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D
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Options to Buy Ordinary Shares
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(4)
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5/2/2027
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Ordinary Shares
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50000
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$11.85
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D
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Options to Buy Ordinary Shares
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(5)
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2/22/2027
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Ordinary Shares
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65000
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$7.15
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D
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Options to Buy Ordinary Shares
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(6)
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2/24/2026
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Ordinary Shares
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24963
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$11.46
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D
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Options to Buy Ordinary Shares
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(7)
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2/24/2026
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Ordinary Shares
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10037
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$11.46
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D
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Options to Buy Ordinary Shares
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(8)
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3/5/2025
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Ordinary Shares
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17739
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$14.37
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D
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Options to Buy Ordinary Shares
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(9)
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3/5/2025
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Ordinary Shares
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5913
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$14.37
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D
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Options to Buy Ordinary Shares
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(10)
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2/26/2024
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Ordinary Shares
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59130
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$7.48
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D
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Options to Buy Ordinary Shares
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(11)
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2/20/2023
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Ordinary Shares
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8869
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$7.03
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D
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Options to Buy Ordinary Shares
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(12)
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11/13/2022
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Ordinary Shares
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23652
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$6.72
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D
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Restricted Stock Units
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(13)
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5/1/2028
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Ordinary Shares
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7000
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$0.00
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D
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Restricted Stock Units
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(14)
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2/27/2028
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Ordinary Shares
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9259
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$0.00
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D
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Restricted Stock Units
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(15)
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2/22/2027
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Ordinary Shares
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39000
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$0.00
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D
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Explanation of Responses:
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(1)
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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.
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(2)
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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.
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(3)
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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.
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(4)
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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.
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(5)
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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.
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(6)
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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.
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(7)
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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.
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(8)
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Options to buy 17,739 ordinary shares are vested and currently exercisable as of the date hereof.
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(9)
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Options to buy 5,913 ordinary shares will fully vest and become exercisable on February 25, 2019.
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(10)
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Options to buy 59,130 ordinary shares are vested and currently exercisable as of the date hereof.
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(11)
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Options to buy 8,869 ordinary shares are vested and currently exercisable as of the date hereof.
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(12)
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Options to buy 23,652 ordinary shares are vested and currently exercisable as of the date hereof.
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(13)
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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.
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(14)
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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.
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(15)
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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.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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Shah Pritesh
C/O NOVOCURE INC.,
20 VALLEY STREAM PARKWAY, SUITE 300
MALVERN, PA 19355
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Chief Commercial Officer
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Signatures
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/s/ Kimberly Burke, Attorney in fact for Pritesh Shah
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7/11/2018
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 5(b)(v).
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**
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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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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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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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