Form 6-K - Report of foreign issuer [Rules 13a-16 and 15d-16]

SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 OF
THE SECURITIES EXCHANGE ACT OF 1934

For the month of February 2024

INMODE LTD.

(Exact name of registrant as specified in its charter)

Tavor Building, Sha’ar Yokneam

P.O. Box 533

Yokneam 2069206 Israel

(Address of Principal Executive Offices)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:

Form 20-F ⌧ Form 40-F ☐

Indicate by check mark whether the registrant by furnishing the information contained in this form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934:

Yes ☐ No ⌧

On February 13, 2024, InMode Ltd. announced its fourth quarter 2024 financial results. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Exhibit No.		Description of Exhibit
99.1		Press Release dated February 13, 2024

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	InMode Ltd.

	By: /s/ Moshe Mizrahy
	Moshe Mizrahy
February 13, 2024	Chief Executive Officer and Chairman of The Board of Directors

Exhibit 99.1

InMode Reports Fourth Quarter and Full Year 2023 Financial Results; Quarterly Revenue of

$126.8M and Record Full Year Revenue of $492M

YOKNEAM, Israel, Feb. 13, 2024- InMode Ltd. (Nasdaq: INMD) (“InMode”), a leading global provider of innovative medical technologies, today announced its consolidated financial results for the fourth quarter and full year ended December 31, 2023.

Fourth Quarter 2023 Highlights:

●

Quarterly revenue of $126.8 million, compared to $133.6 in the fourth quarter of 2022.

●

Quarterly revenues from consumables and service of $20.5 million, an increase of 20% compared to the fourth quarter of 2022.

●

Total cash position of $741.6 million as of December 31, 2023, including cash and cash equivalents, marketable securities, and short-term bank deposits.

Full Year 2023 Highlights:

●

Record full year revenue of $492 million, a year-over-year increase of 8%.

●

Record GAAP net income of $197.9 million, compared to $161.5 million in 2022; record *non-GAAP net income of $221.5 million, compared to $207.5 million in 2022.

●

18% increase in international (non-U.S.) revenues as compared to 2022.

U.S. GAAP Results (U.S. dollars in thousands, except for per share data)
	Q4 2023	Q4 2022	FY 2023	FY 2022
Revenues	$126,781	$133,571	$492,048	$454,271
Gross Margins	84%	84%	84%	84%
Net Income	$55,165	$37,708	$197,919	$161,520
Earnings per Diluted Share	$0.64	$0.44	$2.30	$1.89
*Non-GAAP Results (U.S. dollars in thousands, except for per share data)
	Q4 2023	Q4 2022	FY 2023	FY 2022
Gross Margins	84%	85%	84%	84%
Net Income	$61,487	$66,370	$221,519	$207,486
Earnings per Diluted Share	$0.71	$0.78	$2.57	$2.42

*Please refer to “Use of Non-GAAP Financial Measures” below for important information about non-GAAP financial measures. A reconciliation between U.S. GAAP and non-GAAP Statement of Income is provided following the financial statements that are included in this release. Non-GAAP results exclude share-based compensation adjustments.in 2022 The Company applied the provisions of the amendment to the Investment Law to its exempt profits accrued prior to 2020 and made a one-time payment of $12.0 million to the Israeli Tax Authority. In addition, the Company reached agreement with the Israeli Tax Authority under which the Company paid during January 2023 approximately $14.3 million on its undistributed exempt income for the year ended December 31, 2021. As a result, approximately $313.2 million of the Company’s undistributed exempt income for years 2012 through 2021 may be distributed or used by the Company without being subject to additional corporate tax.

Management Comments

“In 2023, particularly the latter half, we saw challenges both for InMode and the aesthetics industry, including the surgical aesthetic sector,” said Moshe Mizrahy, Chairman and Chief Executive Officer. “However, we successfully introduced two exciting platforms, Define and Envision, which gained substantial market traction.

“Looking ahead, we plan to launch 2 new platforms this year and believe that our market share will continue to grow as we introduce new and innovative technologies for minimally invasive aesthetics treatments. Our unique technology and continued commitment to bringing new platforms to market are pivotal in establishing InMode as a global leader in the aesthetics medical device industry worldwide,” Moshe Mizrahy concluded.

Fourth Quarter and Full Year 2023 Financial Results

Total revenues for the fourth quarter of 2023 reached $126.8 million, compared to $133.6 in the fourth quarter of 2022. Total revenues for 2023 were $492 million, an increase of 8% as compared to 2022. This increase was primarily attributable to the growth in our consumables sales and our expansion in international markets, with international revenues growing 18% year over year.

GAAP gross margin for the fourth quarter of 2023 and 2022 was 84%. *Non-GAAP gross margin for the fourth quarter of 2023 was 84% compared to a gross margin of 85% for the fourth quarter 2022. GAAP and *Non-GAAP gross margin for 2023 and 2022 was 84%.

GAAP operating margin for the fourth quarter of 2023 was 40%, compared to an operating margin of 45% in the fourth quarter of 2022. *Non-GAAP operating margin for the fourth quarter of 2023 was 45% compared to 50% for the fourth quarter of 2022. GAAP operating margin for 2023 was 40%, compared to the operating margin of 44% in 2022. *Non-GAAP operating margin for 2023 was 45%, compared to the operating margin of 49% in the full year of 2022. This decrease was primarily attributable to higher sales and marketing expenses, mainly because of the addition of new sales representatives, higher travel expenses, as well as investment in direct-to-consumer advertising campaigns and hosting in-person events to support the company's growth projections.

InMode reported GAAP net income of $55.2 million, or $0.64 per diluted share, in the fourth quarter of 2023, compared to $37.7 million, or $0.44 per diluted share, in the fourth quarter of 2022. On a *non-GAAP basis, InMode reported net income of $61.5 million, or $0.71 per diluted share, in the fourth quarter of 2023, compared to $66.4 million, or $0.78 per diluted share, in the fourth quarter of 2022. GAAP net income of $197.9 million, or $2.3 per diluted share, in 2023. This is compared with GAAP net income of $161.5 million, or $1.89 per diluted share, in 2022. On a *non-GAAP basis, InMode reported net income of $221.5 million, or $2.57 per diluted share, in the full year of 2023, compared to net income of $207.5 million, or $2.42 per diluted share, in the full year of 2022.

As of December 31, 2023, InMode had cash and cash equivalents, marketable securities, and short-term bank deposits of $741.6 million.

2024 Financial Outlook

Management provided an outlook for the full year of 2024 ending December 31, 2024. Based on current estimates, management expects:

●	Revenue between $495 million and $505 million

●	*Non-GAAP gross margin between 83% and 85%

●	*Non-GAAP income from operations between $217 million and $222 million

●	*Non-GAAP earnings per diluted share between $2.53 and $2.57

This outlook is not a guarantee of future performance and stockholders should not rely on such forward-looking statements. See “Forward-Looking Statements” for additional information.

*Please refer to “Use of Non-GAAP Financial Measures” below for important information about non-GAAP financial measures. A reconciliation between U.S. GAAP and non-GAAP Statement of Income is provided following the financial statements that are included in this release. Non-GAAP results exclude share-based compensation adjustments. in 2022 The Company applied the provisions of the amendment to the Investment Law to its exempt profits accrued prior to 2020 and made a one-time payment of $12.0 million to the Israeli Tax Authority. In addition, the Company reached agreement with the Israeli Tax Authority under which the Company paid during January 2023 approximately $14.3 million on its undistributed exempt income for the year ended December 31, 2021. As a result, approximately $313.2 million of the Company’s undistributed exempt income for years 2012 through 2021 may be distributed or used by the Company without being subject to additional corporate tax.

The Current Situation in Israel

Regarding the current situation in Israel, management would like to assure investors that the Company is prioritizing the safety and well-being of its employees, and all its team are safe. InMode doesn’t anticipate any significant interruption or delay in production or shipment. InMode’s inventory levels globally and in Israel are adequate and include components and subassemblies for at least 6 months.

Use of Non-GAAP Financial Measures

In addition to InMode’s operating results presented in accordance with GAAP, this release contains certain non-GAAP financial measures including non-GAAP net income, non-GAAP earnings per diluted share, and non-GAAP operating margin. Because these measures are used in InMode’s internal analysis of financial and operating performance, management believes they provide investors with greater transparency of its view of InMode’s economic performance. Management also believes the presentation of these measures, when analyzed in conjunction with InMode’s GAAP operating results, allows investors to more effectively evaluate and compare InMode’s performance to that of its peers, although InMode’s presentation of its non-GAAP measures may not be strictly comparable to the similarly titled measures of other companies. Schedules reconciling each of these non-GAAP financial measures are provided as a supplement to this release.

Conference Call Information

Mr. Moshe Mizrahy, Chairman and Chief Executive Officer, Dr. Michael Kreindel, Co-Founder and Chief Technology Officer, Mr. Yair Malca, Chief Financial Officer, Mr. Shakil Lakhani, President of North America, and Dr. Spero Theodorou, Chief Medical Officer, will host a conference call today, February 13, 2024, at 8:30 a.m. Eastern Time to discuss the fourth quarter 2023 financial results.

The Company encourages participants to pre-register for the conference call using the following link:

https://dpregister.com/sreg/10185217/fb446e05e4.

Callers will receive a unique dial-in number upon registration, which enables immediate access to the call. Participants may pre-register at any time, including up to and after the call start time.

For callers who opt out of pre-registration, please dial one of the following teleconferencing numbers. Please begin by placing your call 10 minutes before the conference call commences. If you are unable to connect using the toll-free number, please try the international dial-in number.

U.S. Toll-Free Dial-in Number: 1-833-316-0562

Israel Toll- Free Dial-in Number: 1-80-921-2373

International Dial-in Number: 1-412-317-5736

Webcast URL: https://event.choruscall.com/mediaframe/webcast.html?webcastid=6h4ExUgZ

At:

8:30 a.m. Eastern Time

5:30 a.m. Pacific Time

The conference call will also be webcast live from a link on InMode's website at https://inmodemd.com/investors/events-presentations/. A replay of the conference call will be available from February 13, 2024, at 12 p.m. Eastern Time to February 27, 2024, at 11:59 p.m. Eastern Time. To access the replay, please dial one of the following numbers:

Replay Dial-in U.S TOLL-FREE: 1-877-344-7529

Replay Dial-in Canada TOLL-FREE: 855-669-9658

Replay Dial-in TOLL/INTERNATIONAL: 1-412-317-0088

Replay Pin Number: 6723856

To access the replay using an international dial-in number, please select the link below:

https://services.choruscall.com/ccforms/replay.html

A replay of the conference call will also be available for 90 days on InMode's website at https://inmodeinvestors.com/.

About InMode

InMode is a leading global provider of innovative medical technologies. InMode develops, manufactures, and markets devices harnessing novel radio frequency (“RF”) technology. InMode strives to enable new emerging surgical procedures as well as improve existing treatments. InMode has leveraged its medically accepted minimally invasive RF technologies to offer a comprehensive line of products across several categories for plastic surgery, gynecology, dermatology, otolaryngology, and ophthalmology. For more information about InMode, please visit www.inmodemd.com.

Forward-Looking Statements

The information in this press release includes forward-looking statements within the meaning of the federal securities laws. These statements generally relate to future events or InMode's future financial or operating performance, including the 2024 revenue projection described above. Actual outcomes and results may differ materially from what is expressed or forecast in such forward-looking statements. In some cases, you can identify these statements because they contain words such as "anticipate," "believe," "estimate," "expect," "intend," "may," "plan," "predict," "project," "will," "would" and similar expressions that concern our expectations, strategic plans or intentions. Forward-looking statements are based on management's current expectations and assumptions, and are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict. Consequently, actual results could differ materially from those indicated in these forward-looking statements. When considering these forward-looking statements, you should keep in mind the risk factors and other cautionary statements included in InMode's Annual Report on Form 20-F filed with the Securities and Exchange Commission on February 14, 2023, and our future public filings. InMode undertakes no obligation and does not intend to update these forward-looking statements to reflect events or circumstances occurring after this press release. You are cautioned not to place undue reliance on these forward-looking statements, which pertain only as of the date of this press release.

Company Contact:

Yair Malca

Chief Financial Officer

Phone: (949) 305-0108

Email: Yair.Malca@inmodemd.com

Investor Relations Contact:

Miri Segal

MS-IR LLC

Phone: (917) 607-8654

Email: ir@inmodemd.com

INMODE LTD.

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(U.S. dollars in thousands, except for per share data)

(Unaudited)

	Three months ended December 31,				Year Ended December 31,
	2023		2022		2023		2022
REVENUES		126,781		133,571		492,048		454,271
COST OF REVENUES		20,264		21,002		80,708		73,485
GROSS PROFIT		106,517		112,569		411,340		380,786
OPERATING EXPENSES:
Research and development		3,473		3,261		13,410		12,425
Sales and marketing		49,451		47,012		193,042		160,576
General and administrative		2,349		2,398		9,228		9,931
TOTAL OPERATING EXPENSES		55,273		52,671		215,680		182,932
INCOME FROM OPERATIONS		51,244		59,898		195,660		197,854
Finance income, net		8,920		3,962		21,607		3,612
INCOME BEFORE TAXES		60,164		63,860		217,267		201,466
INCOME TAXES		4,999		26,152		19,348		39,946
NET INCOME		55,165		37,708		197,919		161,520

NET INCOME PER SHARE:
Basic		0.66		0.46		2.37		1.96
Diluted		0.64		0.44		2.30		1.89
WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING USED IN COMPUTATION OF NET INCOME PER SHARE (in thousands)
Basic		83,862		82,449		83,534		82,482
Diluted		85,835		85,288		85,954		85,404

INMODE LTD.

CONDENSED CONSOLIDATED BALANCE SHEETS

(U.S. dollars in thousands, except for per share data)

(Unaudited)

	December 31, 2023		December 31, 2022
Assets
CURRENT ASSETS:
Cash and cash equivalents		144,411		97,540
Marketable securities (amortized cost of $375,829 and $384,320, as of December 31, 2023 and 2022, respectively)		373,647		374,589
Short-term bank deposits		223,547		75,254
Accounts receivable, net of allowance for credit losses of $1,538 and $836, as of December 31, 2023 and 2022, respectively		42,362		26,997
Other receivables		16,268		15,094
Inventories		45,095		39,897
TOTAL CURRENT ASSETS		845,330		629,371
NON-CURRENT ASSETS:
Accounts receivable, net of allowance for credit losses of $716 and $482 as of December 31, 2023 and 2022, respectively		3,670		3,973
Deferred income tax asset, net		1,506		3,094
Operating lease right-of-use assets		9,698		5,073
Property and equipment, net		2,382		2,298
Other investments		700		600
TOTAL NON-CURRENT ASSETS		17,956		15,038
TOTAL ASSETS		863,286		644,409
Liabilities and shareholders’ equity
CURRENT LIABILITIES:
Accounts payable		13,966		16,242
Contract liabilities		10,923		13,798
Other liabilities		39,247		51,980
TOTAL CURRENT LIABILITIES		64,136		82,020
NON-CURRENT LIABILITIES:
Contract liabilities		3,766		3,959
Other liabilities		1,399		303
Operating lease liabilities		6,613		3,509
TOTAL NON-CURRENT LIABILITIES		11,778		7,771
TOTAL LIABILITIES		75,914		89,791

TOTAL SHAREHOLDERS’ EQUITY		787,372		554,618
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY		863,286		644,409

INMODE LTD.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(U.S. dollars in thousands, except for per share data)

(Unaudited)

	Three months ended December 31,						Year Ended December 31,
	2023			2022			2023			2022
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income		55,165			37,708			197,919			161,520
Adjustments required to reconcile net income to net cash provided by operating activities:
Depreciation and amortization		122			218			623			680
Share-based compensation expenses		6,322			7,148			23,600			24,452
Allowance for doubtful accounts		355			47			1,020			449
Loss on marketable securities, net		-			22			-			71
Finance expenses (income), net		(1,581	)		(2,737	)		(4,714	)		(1,210	)
Deferred income taxes, net		(30	)		(72	)		(184	)		84
Changes in operating assets and liabilities:
Decrease (increase) in accounts receivable		377			805			(16,084	)		(10,415	)
Decrease (increase) in other receivables		3,143			(1,081	)		(2,224	)		(1,787	)
Increase in inventories		(5,106	)		(4,087	)		(5,198	)		(18,871	)
Increase (decrease) in accounts payable		1,633			2,946			(2,276	)		7,463
Increase (decrease) in other liabilities		204			14,575			(12,588	)		17,941
Increase (decrease) in contract liabilities		562			1,660			(3,068	)		1,201
Net cash provided by operating activities		61,166			57,152			176,826			181,578
CASH FLOWS FROM INVESTING ACTIVITIES:
Investment in short-term deposits		(67,101	)		-			(233,241	)		(93,701	)
Proceeds from short-term deposits		-			-			85,090			73,090
Purchase of fixed assets		(21	)		(328	)		(705	)		(1,575	)
Other investments		(100	)		-			(100	)		-
Purchase of marketable securities		(52,527	)		(70,944	)		(245,337	)		(168,680	)
Proceeds from sale of marketable securities		5,000			-			5,000			2,303
Proceeds from maturity of marketable securities		63,159			32,997			253,229			79,089
Net cash used in investing activities		(51,590	)		(38,275	)		(136,064	)		(109,474	)
CASH FLOWS FROM FINANCING ACTIVITIES:
Repurchase of ordinary shares		-			-			-			(42,637	)
Exercise of options		275			637			5,504			1,552
Net cash provided by (used in) financing activities		275			637			5,504			(41,085	)
EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS		827			978			605			(1,615	)
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS		10,678			20,492			46,871			29,404
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD		133,733			77,048			97,540			68,136
CASH AND CASH EQUIVALENTS AT END OF PERIOD		144,411			97,540			144,411			97,540

INMODE LTD.

CONDENSED CONSOLIDATED FINANCIAL HIGHLIGHTS

(U.S. dollars in thousands, except for per share data)

(Unaudited)

	Three months ended December 31,								Year ended December 31,
	2023				2022				2023				2022
Revenues by Category:

Capital Equipment revenues - United States		69,253	55	%		80,352	60	%		260,801	53	%		260,992	58	%
Capital Equipment revenues - International		37,004	29	%		36,094	27	%		151,288	31	%		133,220	29	%
Total Capital Equipment revenues		106,257	84	%		116,446	87	%		412,089	84	%		394,212	87	%
Consumables and service revenues		20,524	16	%		17,125	13	%		79,959	16	%		60,059	13	%
Total Net Revenue		126,781	100	%		133,571	100	%		492,048	100	%		454,271	100	%

	Three months ended December 31,												Year ended December 31,
	2023						2022						2023						2022
	%						%						%						%
	United States		International		Total		United States		International		Total		United States		International		Total		United States		International		Total
Revenues by Technology:
Minimal-Invasive		84		80		83		86		76		83		86		77		83		85		74		81
Hands-Free		12		4		9		11		4		9		11		5		8		12		6		10
Non-Invasive		4		16		8		3		20		8		3		18		9		3		20		9
		100		100		100		100		100		100		100		100		100		100		100		100

INMODE LTD.

RECONCILIATION OF GAAP CONDENSED CONSOLIDATED STATEMENTS OF

INCOME TO NON-GAAP CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(U.S. dollars in thousands, except for per share data)

(Unaudited)

	Three months ended December 31, 2023							Three months ended December 31, 2022
	GAAP		share Based Compensation			Non-GAAP		GAAP		share Based Compensation			Undistributed Exempt Income			Non-GAAP
REVENUES		126,781		-			126,781		133,571		-			-			133,571
COST OF REVENUES		20,264		(573	)		19,691		21,002		(553	)		-			20,449
GROSS PROFIT		106,517		573			107,090		112,569		553						113,122
OPERATING EXPENSES:
Research and development		3,473		(665	)		2,808		3,261		(918	)		-			2,343
Sales and marketing		49,451		(4,611	)		44,840		47,012		(5,069	)		-			41,943
General and administrative		2,349		(473	)		1,876		2,398		(608	)		-			1,790
TOTAL OPERATING EXPENSES		55,273		(5,749	)		49,524		52,671		(6,595	)		-			46,076
INCOME FROM OPERATIONS		51,244		6,322			57,566		59,898		7,148						67,046
Finance income, net		8,920		-			8,920		3,962		-			-			3,962
INCOME BEFORE TAXES		60,164		6,322			66,486		63,860		7,148						71,008
INCOME TAXES		4,999		-			4,999		26,152		-			(21,514	)		4,638
NET INCOME		55,165		6,322			61,487		37,708		7,148			21,514			66,370

NET INCOME PER SHARE:
Basic		0.66					0.73		0.46								0.80
Diluted		0.64					0.71		0.44								0.78
WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING USED IN COMPUTATION OF NET INCOME PER SHARE (in thousands)
Basic		83,862					83,862		82,449								82,449
Diluted		85,835					86,196		85,288								85,515

INMODE LTD.

RECONCILIATION OF GAAP CONDENSED CONSOLIDATED STATEMENTS OF

INCOME TO NON-GAAP CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(U.S. dollars in thousands, except for per share data)

(Unaudited)

	Year Ended December 31, 2023									Year Ended December 31, 2022
	GAAP		share Based Compensation			Non-GAAP		GAAP		share Based Compensation			Undistributed Exempt Income			Non-GAAP
REVENUES		492,048		-			492,048		454,271		-			-			454,271
COST OF REVENUES		80,708		(2,046	)		78,662		73,485		(1,917	)		-			71,568
GROSS PROFIT		411,340		2,046			413,386		380,786		1,917			-			382,703
OPERATING EXPENSES:
Research and development		13,410		(2,652	)		10,758		12,425		(3,166	)		-			9,259
Sales and marketing		193,042		(17,167	)		175,875		160,576		(17,302	)		-			143,274
General and administrative		9,228		(1,735	)		7,493		9,931		(2,067	)		-			7,864
TOTAL OPERATING EXPENSES		215,680		(21,554	)		194,126		182,932		(22,535	)		-			160,397
INCOME FROM OPERATIONS		195,660		23,600			219,260		197,854		24,452			-			222,306
Finance income, net		21,607		-			21,607		3,612		-			-			3,612
INCOME BEFORE TAXES		217,267		23,600			240,867		201,466		24,452			-			225,918
INCOME TAXES (TAX BENEFIT)		19,348		-			19,348		39,946		-			(21,514	)		18,432
NET INCOME		197,919		23,600			221,519		161,520		24,452			21,514			207,486

NET INCOME PER SHARE:
Basic		2.37					2.65		1.96								2.52
Diluted		2.30					2.57		1.89								2.42
WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING USED IN COMPUTATION OF NET INCOME PER SHARE (in thousands)
Basic		83,534					83,534		82,482								82,482
Diluted		85,954					86,177		85,404								85,628