Purple Biotech Ltd.

Registration Form • May 16, 2020

UNITED STATES SECURITIES AND EXCHANGE COMMISSION OMB APPROVAL

Washington, D.C. 20549 FORM D

OMB Number: 3235-0076 Estimated average burden hours per response 4.00

Notice of Exempt Offering of Securities

1. Issuer's Identity
CIK (Filer ID Number)		Previous Names	None	Entity Type
0001614744
		Kitov		Corporation
		Pharmaceuticals Holdings Ltd.		Limited Partnership
Name of Issuer				Limited Liability Company
Kitov Pharma Ltd.		Mainrom Line Logistics Ltd.		General Partnership
				Business Trust
ISRAEL	Jurisdiction of Incorporation/Organization			X Other (Specify)
Year of Incorporation/Organization				Limited company
X Over Five Years Ago
	Within Last Five Years (Specify Year)
Yet to Be Formed
	2. Principal Place of Business and Contact Information
Name of Issuer
Kitov Pharma Ltd.
Street Address 1			Street Address 2
ONE AZRIELI CENTER			ROUND BUILDING
City	State/Province/Country		ZIP/PostalCode	Phone Number of Issuer
TEL AVIV	ISRAEL		6701101	97239333121
3. Related Persons
Last Name	First Name			Middle Name
Israel Street Address 1	Isaac	Street Address 2
One Azrieli Center	Round Building
City		State/Province/Country		ZIP/PostalCode
Tel Aviv	ISRAEL			6701101
Relationship:	X Executive Officer	X Director	Promoter
	Clarification of Response (if Necessary):
	Chief Executive Officer and Director of the Issuer
Last Name	First Name			Middle Name
Rowinsky	Eric
Street Address 1		Street Address 2
One Azrieli Center	Round Building
City Tel Aviv	ISRAEL	State/Province/Country		ZIP/PostalCode 6701101
Relationship:	Executive Officer	X Director	Promoter
	Clarification of Response (if Necessary):
	Independent Director and Chairman of the Board of Directors of the Issuer
Last Name	First Name			Middle Name
Rock	Simcha
Street Address 1		Street Address 2
One Azrieli Center	Round Building
City		State/Province/Country		ZIP/PostalCode
Tel Aviv Relationship:	ISRAEL Executive Officer	X Director	Promoter	6701101
	Clarification of Response (if Necessary):
Director of the Issuer
Last Name	First Name			Middle Name
Steinberg	Steven

Street Address 1 One Azrieli Center City Tel Aviv Relationship:	Executive Officer	Street Address 2 Round Building State/Province/Country ISRAEL X Director Promoter	ZIP/PostalCode 6701101
Clarification of Response (if Necessary):
Independent Director of the Issuer
Last Name		First Name	Middle Name
Agmon Street Address 1 One Azrieli Center City		Ido Street Address 2 Round Building State/Province/Country	ZIP/PostalCode
Tel Aviv Relationship:	Executive Officer	ISRAEL X Director Promoter	6701101
	Clarification of Response (if Necessary):
Independent Director of the Issuer
Last Name		First Name	Middle Name
Tzror Street Address 1		Ran Street Address 2
One Azrieli Center City		Round Building State/Province/Country	ZIP/PostalCode
Tel Aviv		ISRAEL	6701101
Relationship:	Executive Officer	X Director Promoter
Independent Director of the Issuer	Clarification of Response (if Necessary):
Last Name Stern-Raff		First Name Revital	Middle Name
Street Address 1 One Azrieli Center		Street Address 2 Round Building
City		State/Province/Country	ZIP/PostalCode
Tel Aviv Relationship:	Executive Officer	ISRAEL X Director Promoter	6701101
	Clarification of Response (if Necessary):
Independent Director of the Issuer
Last Name Ben-Menachem		First Name Gil	Middle Name
Street Address 1		Street Address 2
One Azrieli Center City
		Round Building
Tel Aviv		State/Province/Country ISRAEL	ZIP/PostalCode 6701101
Relationship:	X Executive Officer	Director Promoter
	Clarification of Response (if Necessary):
	Vice President of Business Development of the Issuer
Last Name		First Name	Middle Name
Reuveni Street Address 1		Hadas Street Address 2
One Azrieli Center		Round Building
City Tel Aviv		State/Province/Country ISRAEL	ZIP/PostalCode 6701101
Relationship:	X Executive Officer	Director Promoter
	Clarification of Response (if Necessary):
VP R&D of the Issuer
Last Name		First Name	Middle Name
Efron Street Address 1		Gil Street Address 2
One Azrieli Center		Round Building
City Tel Aviv Relationship:	X Executive Officer	State/Province/Country ISRAEL Director Promoter	ZIP/PostalCode 6701101

Clarification of Response (if Necessary):

\$25,000,001 -

Deputy CEO and Chief Financial Officer of the Issuer
Last Name Liang Street Address 1 One Azrieli Center City Tel Aviv X Relationship: Executive Officer Clarification of Response (if Necessary):	First Name Bertrand Street Address 2 Round Building State/Province/Country ISRAEL Director Promoter	Middle Name ZIP/PostalCode 6701101
Chief Medical Officer of the Issuer
Last Name Schickler Street Address 1 One Azrieli Center City Tel Aviv Relationship: X Executive Officer Clarification of Response (if Necessary): Head of Clinical Operations of the Issuer	First Name Michael Street Address 2 Round Building State/Province/Country ISRAEL Director Promoter	Middle Name ZIP/PostalCode 6701101
4. Industry Group
Agriculture Banking & Financial Services Commercial Banking Insurance Investing Investment Banking Pooled Investment Fund Is the issuer registered as an investment company under the Investment Company Act of 1940? Yes No Other Banking & Financial Services Business Services Energy Coal Mining Electric Utilities Energy Conservation Environmental Services Oil & Gas Other Energy	Health Care Biotechnology Health Insurance Hospitals & Physicians X Pharmaceuticals Other Health Care Manufacturing Real Estate Commercial Construction REITS & Finance Residential Other Real Estate	Retailing Restaurants Technology Computers Telecommunications Other Technology Travel Airlines & Airports Lodging & Conventions Tourism & Travel Services Other Travel Other
5. Issuer Size
Revenue Range No Revenues \$1 - \$1,000,000 \$1,000,001 - \$5,000,000 \$5,000,001 - \$25,000,000	OR Aggregate Net Asset Value Range No Aggregate Net Asset Value \$1 - \$5,000,000 \$5,000,001 - \$25,000,000 \$25,000,001 - \$50,000,000

\$100,000,000 \$50,000,001 - \$100,000,000

Over \$100,000,000 Over \$100,000,000 X Decline to Disclose Decline to Disclose

Not Applicable		Not Applicable
----------------	--	----------------

6. Federal Exemption(s) and Exclusion(s) Claimed (select all that apply)
X Rule 506(b) Rule 504(b)(1) (not (i), (ii) or (iii)) Rule 504 (b)(1)(i) Rule 506(c) Rule 504 (b)(1)(ii) Securities Act Section 4(a)(5) Rule 504 (b)(1)(iii) Investment Company Act Section 3(c) Section 3(c)(1) Section 3(c)(9) Section 3(c)(2) Section 3(c)(10) Section 3(c)(3) Section 3(c)(11) Section 3(c)(4) Section 3(c)(12) Section 3(c)(5) Section 3(c)(13) Section 3(c)(6) Section 3(c)(14) Section 3(c)(7)
7. Type of Filing
X New Notice Date of First Sale 2020-05-06 First Sale Yet to Occur Amendment
8. Duration of Offering
X No Does the Issuer intend this offering to last more than one year? Yes
9. Type(s) of Securities Offered (select all that apply)
Equity Pooled Investment Fund Interests Debt Tenant-in-Common Securities X Option, Warrant or Other Right to Acquire Another Security Mineral Property Securities X Security to be Acquired Upon Exercise of Option, Warrant or Other (describe) Other Right to Acquire Security
10. Business Combination Transaction
Is this offering being made in connection with a business combination transaction, such as a Yes X No merger, acquisition or exchange offer? Clarification of Response (if Necessary):
11. Minimum Investment
Minimum investment accepted from any outside investor \$ 0 USD
12. Sales Compensation
Recipient Recipient CRD Number None H.C. Wainwright & Co., LLC 375 X None X None (Associated) Broker or Dealer (Associated) Broker or Dealer CRD Number
Street Address 1 Street Address 2 430 PARK AVENUE 3RD FLOOR City State/Province/Country ZIP/Postal Code NEW YORK NEW YORK 10022 State(s) of Solicitation All States Non-US/Foreign AL AK AZ AR X CA CO CT DE DC FL GA HI ID IL IN IA KS KY LA ME MD MA MI MN MS MO MT NE NV NH X NJ NM X NY NC ND OH OK OR PA

RI SC SD TN TX UT VT VA WA WV WI WY PR

13. Offering and Sales Amounts
Total Offering Amount	\$ 10,000,001	USD	or	Indefinite
Total Amount Sold	\$ 10,000,001	USD
Total Remaining to be Sold	\$ 0	USD	or	Indefinite
Clarification of Response (if Necessary):
				Represents the aggregate amount received from investors in connection with Issuer's registered offering of ADSs and concurrent private placement of warrants, respectively, which were issued jointly to investors for a single purchase price.
14. Investors
invested in the offering.				Select if securities in the offering have been or may be sold to persons who do not qualify as accredited investors, and enter the number of such non-accredited investors who already have
invested in the offering:				Regardless of whether securities in the offering have been or may be sold to persons who do not qualify as accredited investors, enter the total number of investors who already have 3
15. Sales Commissions & Finder's Fees Expenses
expenditure is not known, provide an estimate and check the box next to the amount.				Provide separately the amounts of sales commissions and finders fees expenses, if any. If the amount of an
\$ 700,000 USD Sales Commissions	X Estimate
\$ 0 Finders' Fees	USD Estimate
Clarification of Response (if Necessary):
up to 1,750,000				Represents 7% commission of gross proceeds from investors for sale of ADSs in the registered offering and concurrent private placement of warrants. We also paid or reimbursed expenses of \$62,900 and issued unregistered warrants to purchase
16. Use of Proceeds
				Provide the amount of the gross proceeds of the offering that has been or is proposed to be used for payments to any of the persons required to be named as executive officers, directors or promoters in response to Item 3 above. If the amount is unknown, provide an estimate and check the box next to the amount.
		\$ 0 USD		Estimate
Clarification of Response (if Necessary):
Signature and Submission
and submitting this notice.				Please verify the information you have entered and review the Terms of Submission below before signing
Terms of Submission
In submitting this notice, each identified issuer is:
furnished to offerees.*				• Notifying the SEC and/or each State in which this notice is filed of the offering of securities described and undertaking to furnish them, upon written request, in the accordance with applicable law, the information • Irrevocably appointing each of the Secretary of the SEC and the Securities Administrator or other legally designated officer of the State in which the issuer maintains its principal place of business and any State in

which this notice is filed, as its agents for service of process, and agreeing that these persons may accept service on its behalf, of any notice, process or pleading, and further agreeing that such service may be made by registered or certified mail, in any Federal or state action, administrative proceeding, or arbitration brought against the issuer in any place subject to the jurisdiction of the United States, if the action, proceeding or arbitration (a) arises out of any activity in connection with the offering of securities that is the subject of this notice, and (b) is founded, directly or indirectly, upon the provisions of: (i) the Securities Act of 1933, the Securities Exchange Act of 1934, the Trust Indenture Act of 1939, the Investment Company Act of 1940, or the Investment Advisers Act of 1940, or any rule or regulation under any of these statutes; or (ii) the laws of the State in which the issuer maintains its principal place of business or any State in which this notice is filed.

•

Certifying that, if the issuer is claiming a Regulation D exemption for the offering, the issuer is not disqualified from relying on Rule 504 or Rule 506 for one of the reasons stated in Rule 504(b)(3) or Rule 506 (d).

Each Issuer identified above has read this notice, knows the contents to be true, and has duly caused this notice to be signed on its behalf by the undersigned duly authorized person.

For signature, type in the signer's name or other letters or characters adopted or authorized as the signer's signature.

Issuer	Signature	Name of Signer	Title	Date
Kitov Pharma Ltd.	/s/ Gil Efron	Gil Efron	Deputy CEO and Chief Financial Officer	2020-05-15

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 number.

* This undertaking does not affect any limits Section 102(a) of the National Securities Markets Improvement Act of 1996 ("NSMIA") [Pub. L. No. 104-290, 110 Stat. 3416 (Oct. 11, 1996)] imposes on the ability of States to require information. As a result, if the securities that are the subject of this Form D are "covered securities" for purposes of NSMIA, whether in all instances or due to the nature of the offering that is the subject of this Form D, States cannot routinely require offering materials under this undertaking or otherwise and can require offering materials only to the extent NSMIA permits them to do so under NSMIA's preservation of their anti-fraud authority.