Moshe Mizrahy reports 6.23% InMode (INMD) ownership stake

Rhea-AI Filing Summary

InMode Ltd. shareholder Moshe Mizrahy filed Amendment No. 2 to his Schedule 13D to update his beneficial ownership of the company’s ordinary shares. He reports beneficial ownership of 3,949,226 ordinary shares, representing 6.23% of the class, based on 63,358,750 shares outstanding as of December 31, 2025.

The reported event date triggering this amendment is March 6, 2026. Mizrahy has sole voting and sole dispositive power over all of the reported shares.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 2)

InMode Ltd.

(Name of Issuer)

Ordinary Shares, par value NIS 0.01 per ordinary share

(Title of Class of Securities)

Anna T. Pinedo
Mayer Brown LLP, 1221 Avenue of the Americas
New York, NY, 10020
(212) 506-2500

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

03/06/2026

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

SCHEDULE 13D

CUSIP Number(s):

1

Name of reporting person

Moshe Mizrahy

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

PF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

ISRAEL

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 3,949,226.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 3,949,226.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

3,949,226.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

6.23 %

14

Type of Reporting Person (See Instructions)

IN

Comment for Type of Reporting Person:

*This calculation is based on 63,358,750 ordinary shares of the Issuer outstanding as of December 31, 2025.

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Ordinary Shares, par value NIS 0.01 per ordinary share
(b)	Name of Issuer: InMode Ltd.
(c)	Address of Issuer's Principal Executive Offices: Tavor Building, Sha'ar Yokneam, P.O. Box 533, Yokneam, ISRAEL , 2069206.
Item 1 Comment: This Amendment No 2. to the Schedule 13D filed on the undersigned by January 16, 2025, as amended by Amendment No.1 thereto filed on March 13, 2025 (as amended, the "Schedule 13D"), is hereby filed to update certain information with respect to the beneficial ownership of Ordinary Shares (the "Shares") of InMode Ltd., an Israeli company (the "Issuer"), by Moshe Mizrahy (the "Reporting Person").

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Moshe Mizrahy

Signature:	/s/ Moshe Mizrahy
Name/Title:	Moshe Mizrahy
Date:	03/09/2026

FAQ

How many InMode (INMD) shares does Moshe Mizrahy beneficially own?

Moshe Mizrahy reports beneficial ownership of 3,949,226 InMode ordinary shares. This represents 6.23% of the class, based on 63,358,750 ordinary shares outstanding as of December 31, 2025, as disclosed in Amendment No. 2 to his Schedule 13D.

What percentage of InMode (INMD) does Moshe Mizrahy’s stake represent?

Moshe Mizrahy’s beneficial ownership represents 6.23% of InMode’s ordinary shares. This percentage is calculated using 63,358,750 ordinary shares outstanding as of December 31, 2025, and is formally disclosed in Amendment No. 2 to his Schedule 13D filing.

What type of securities in InMode (INMD) are covered by this Schedule 13D/A?

The Schedule 13D/A covers InMode’s Ordinary Shares, with a par value of NIS 0.01 per ordinary share. These are the company’s primary equity securities, and the filing updates Moshe Mizrahy’s beneficial ownership position in these ordinary shares.

When was the event that required Moshe Mizrahy’s amended Schedule 13D for InMode (INMD)?

The event requiring the amended Schedule 13D is dated March 6, 2026. That date is identified as the “Date of Event Which Requires Filing of This Statement” and drives the timing of Amendment No. 2 to Moshe Mizrahy’s ownership disclosure.

What is the share count underlying the 6.23% ownership reported for InMode (INMD)?

The 6.23% beneficial ownership stake is based on 63,358,750 InMode ordinary shares outstanding as of December 31, 2025. This outstanding share figure is explicitly cited in the filing as the denominator used to calculate Moshe Mizrahy’s reported ownership percentage.

Does Moshe Mizrahy have sole or shared voting power over his InMode (INMD) shares?

Moshe Mizrahy reports sole voting power and sole dispositive power over all 3,949,226 InMode ordinary shares he beneficially owns. The filing indicates zero shared voting power and zero shared dispositive power for these securities.