Steel Partners Holdings L.P., a shareholder of InMode Ltd. (Nasdaq: INMD), issued a letter urging fellow shareholders to vote against two proposals at InMode's July 30, 2026 Annual General Meeting.

Steel Partners is asking shareholders to vote against Proposal 1, which seeks the re-election of Dr. Hadar Ron as an independent director for a three-year term, and Proposal 4, which seeks approval of NIS 643,080 (approximately $212,000) in special compensation for a prior Special Committee.

Steel Partners contends that Dr. Ron cannot be considered independent due to financial and professional ties with CEO Moshe Mizrahy spanning more than two decades. According to the letter, Dr. Ron and Mizrahy have served together on at least six boards, and Dr. Ron's venture firm, Israel Healthcare Ventures, was an early backer of Mizrahy's prior company, Syneron. Proxy advisory firm Glass Lewis also recommended shareholders vote against Dr. Ron, classifying her as an "Affiliate/Insider."

Regarding Proposal 4, Steel Partners argues the Special Committee's compensation exceeds InMode's own compensation policy limits. The letter notes that the committee held 46 meetings between November 2025 and February 2026 but rejected all acquisition proposals without producing an outcome for shareholders. One-third of the proposed payment would go to former Chairman Michael Anghel, who departed the board in May 2026.

Steel Partners also raised concerns about the board's overall independence, citing undisclosed past business ties between director Nadav Kenneth and Mizrahy, and the appointment of new Chairman Shlomo Nass by the board in May 2026 without a shareholder vote.

The letter, signed by Steel Partners Executive Chairman Warren Lichtenstein, states that the firm remains concerned the board will deliver the company to Mizrahy's group without a transparent process, referencing an acquisition proposal submitted by a group that includes Mizrahy. Steel Partners did not disclose the size of its stake in InMode.