ACCURAY INC
For the period ended Jun 30, 2025. Filed Aug 28, 2025.
View on SEC.govAbout this filing
A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2025 · Filed Aug 28, 2025
Extracted filing text, with the paragraph anchors used by the comparison.
See the whole filing, with its images and exhibitsContents
Item 15. Exhibits and Financial Statement Schedules
(a)
We have filed the following documents as part of this report:
| Page No. | |
|---|---|
| Report of Independent Registered Public Accounting Firm (PCAOB ID 248) | 83 |
| Consolidated Balance Sheets | 85 |
| Consolidated Statements of Operations and Comprehensive Income (Loss) | 86 |
| Consolidated Statements of Stockholders’ Equity | 87 |
| Consolidated Statements of Cash Flows | 88 |
| Notes to Consolidated Financial Statements | 90 |
Consolidated Financial Statement Schedules
All financial statement schedules have been omitted, since the required information is not applicable or is not present in amounts sufficient to require submission of the schedule, or because the information required is included in the consolidated financial statements and notes thereto included in this Annual Report on Form 10‑K.
Exhibits
The following exhibits are incorporated by reference or filed herewith.
| Incorporated by Reference | |||||
|---|---|---|---|---|---|
| ExhibitNo. · Exhibit Description · Form · File No. · Exhibit · Filing Date · Furnishedor FiledHerewith | |||||
| 3.1 | Amended and Restated Certificate of Incorporation of Registrant. | 8-K | 001-33301 | 3.1 | 02/06/2013 |
| 3.2 | Amended and Restated Bylaws of Registrant. | 8‑K | 001‑33301 | 3.1 | 09/20/2023 |
| 4.1 | Form of Common Stock Certificate. | S‑1/A | 333‑138622 | 4.3 | 02/05/2007 |
| 4.2 | Indenture, dated as of May 13, 2021, between the Registrant and The Bank of New York Mellon Trust Company, N.A., as trustee. | 8-K | 001-33301 | 4.1 | 05/18/2021 |
| 4.3 | Form of 3.75% Convertible Senior Note due 2026 (included in Exhibit 4.5) | 8-K | 001-33301 | 4.1 | 05/18/2021 |
| 4.4 | Description of the Registrant’s Securities | 10-K | 001-33301 | 4.7 | 09/07/2023 |
| 4.5 | Form of Premium Warrant | 8-K | 001-33301 | 4.1 | 06/06/2025 |
| 4.6 | Form of Penny Warrant | 8-K | 001-33301 | 4.2 | 06/06/2025 |
| 4.7 | Form of DDTL Premium Warrant | 8-K | 001-33301 | 4.3 | 06/06/2025 |
| 4.8 | Form of DDTL Penny Warrant | 8-K | 001-33301 | 4.4 | 06/06/2025 |
| 10.1 | Office Lease between Old Sauk Trails Park Limited Partnership and TomoTherapy Incorporated, dated October 22, 2001. | 10-K | 001-33301 | 10.1 | 09/07/2023 |
| 10.2 | First Amendment to Lease between Old Sauk Trails Park Limited Partnership and TomoTherapy Incorporated, dated May 1, 2004. | 10-K | 001-33301 | 10.2 | 09/07/2023 |
| 10.3 | Second Amendment to Lease between Old Sauk Trails Park Limited Partnership and | 10-K | 001-33301 | 10.3 | 09/07/2023 |
| Incorporated by Reference | |||||
|---|---|---|---|---|---|
| ExhibitNo. · Exhibit Description · Form · File No. · Exhibit · Filing Date · Furnishedor FiledHerewith | |||||
| Accuray, Inc FKA TomoTherapy, Inc., dated October 19, 2016. | |||||
| 10.4 | Third Amendment to Lease between Old Sauk Trails Park Limited Partnership and Accuray Incorporated, dated March 27, 2020. | 10-K | 001-33301 | 10.4 | 09/07/2023 |
| 10.5 | Fourth Amendment to Lease Deming Way Property Group LLC and Accuray Incorporated, dated August 19, 2022. | 10-K | 001-33301 | 10.5 | 09/07/2023 |
| 10.6 | Accuray Incorporated 1998 Equity Incentive Plan and forms of agreements relating thereto. | S‑1 | 333‑138622 | 10.4 | 11/13/2006 |
| 10.7* | Accuray Incorporated 2007 Incentive Award Plan. | 10‑K | 001‑33301 | 10.8 | 09/19/2011 |
| 10.8* | Form of Performance Stock Unit Grant Notice and Performance Stock Unit Agreement. | 8‑K | 001‑33301 | 99.2 | 09/02/2014 |
| 10.9* | Form of Restricted Stock Unit Grant Notice and Restricted Stock Unit Agreement. | 8‑K | 001‑33301 | 99.1 | 09/02/2014 |
| 10.10* | Form of Stock Option Grant Notice and Stock Option Agreement. | 8‑K | 001‑33301 | 99.3 | 11/23/2011 |
| 10.11* | Form of 2016 Market Stock Unit Grant Notice and Award Agreement. | 8‑K | 001‑33301 | 99.1 | 10/02/2015 |
| 10.12* | Accuray Incorporated Amended and Restated 2016 Equity Incentive Plan and forms of award agreements thereunder. | 8‑K | 001‑33301 | 10.1 | 11/15/2023 |
| 10.13* | Amended and Restated 2007 Employee Stock Purchase Plan. | 8-K | 001-33301 | 10.2 | 11/16/2022 |
| 10.14* | Accuray Incorporated Company Bonus Plan. | 10‑Q | 001‑33301 | 10.6 | 11/06/2018 |
| 10.15* | Form of Accuray Incorporated Stand-Alone Inducement Restricted Stock Unit Agreement for Suzanne Winter. | S-8 | 333-234412 | 99.1 | 10/31/2019 |
| 10.16* | Form of Accuray Incorporated Stand-Alone Inducement Stock Option Agreement for Suzanne Winter. | S-8 | 333-234412 | 99.2 | 10/31/2019 |
| 10.17* | Form of Accuray Incorporated Stand-Alone Inducement Restricted Stock Unit Agreement for Jim Dennison. | S-8 | 333-251038 | 99.4 | 11/30/2021 |
| 10.18* | Form of Accuray Incorporated Stand-Alone Inducement Stock Option Agreement for Jim Dennison. | S-8 | 333-251038 | 99.5 | 11/30/2021 |
| 10.19* | Form of Accuray Incorporated Stand-Alone Inducement Restricted Stock Unit Agreement for Sandeep Chalke. | S-8 | 333-265330 | 99.1 | 05/31/2022 |
| 10.20* | Form of Accuray Incorporated Stand-Alone Inducement Stock Option Agreement for Sandeep Chalke. | S-8 | 333-265330 | 99.2 | 05/31/2022 |
| Incorporated by Reference | ||||||
|---|---|---|---|---|---|---|
| ExhibitNo. | Exhibit Description | Form | File No. | Exhibit | Filing Date | Furnishedor FiledHerewith |
| 10.21* | TomoTherapy Incorporated 2000 Stock Option Plan, as amended, and forms of option agreements thereunder. | S‑8 | 333‑174952 | 99.1 | 06/17/2011 | |
| 10.22* | TomoTherapy Incorporated 2002 Stock Option Plan, as amended, and forms of option agreements thereunder. | S‑8 | 333‑174952 | 99.2 | 06/17/2011 | |
| 10.23* | TomoTherapy Incorporated 2007 Equity Incentive Plan, as amended, and forms of option agreements thereunder. | S‑8 | 333‑174952 | 99.3 | 06/17/2011 | |
| 10.24* | Form of Indemnification Agreement by and between Registrant and each of its directors and executive officers. | 10‑Q | 001‑33301 | 10.7 | 05/10/2011 | |
| 10.25* | Executive Employment Agreement by and Between Registrant and Jesse Chew, dated February 3, 2025. | 10-Q | 001-33301 | 10.5 | 02/05/2025 | |
| 10.26* | Executive Employment Agreement by and Between Registrant and Suzanne Winter, dated February 3, 2025 | 10-Q | 001-33301 | 10.2 | 02/05/2025 | |
| 10.27* | Executive Employment Agreement by and between Registrant and Leonel Peralta, dated February 3,2025. | 10-Q | 001-33301 | 10.1 | 05/02/2025 | |
| 10.28* | Executive Employment Agreement by and between Registrant and Ali Pervaiz, dated February 3, 2025. | 10-Q | 001-33301 | 10.3 | 02/05/2025 | |
| 10.29* | Executive Employment Agreement by and between Registrant and Sandeep Chalke, dated February 3, 2025. | 10-Q | 001-33301 | 10.4 | 02/05/2025 | |
| 10.30* | Letter Agreement for Interim CEO Role by and between Registrant and Sandeep Chalke, dated September 3, 2024. | X | ||||
| 10.31* | Separation Agreement and General Release by and between Registrant and Michael Hoge, dated January 6, 2025 | 10-Q | 001-33301 | 10.1 | 02/05/2025 | |
| 10.32 | Form of Exchange Agreement | 8-K | 001-33301 | 10.1 | 06/06/2025 | |
| 10.33 | Governance Agreement, dated as of June 6, 2025, between the Registrant and TCW Asset Management Company LLC | 8-K | 001-33301 | 10.2 | 06/06/2025 | |
| 10.34 | Financing Agreement, dated as of June 6, 2025, between the Registrant as the Administrative Borrower, the guarantors listed hereto, the lenders from time to time party hereto, as lenders, TCW Asset Management Company LLC, as collateral agent and administrative agent, and Wingspire Capital LLC, as servicing agent | X | ||||
| 10.35 | Form of Subscription Agreement, dated as of May 6, 2021, between the Registrant and each signatory thereto. | 8-K | 001-33301 | 10.2 | 05/12/2021 | |
| 19.1 | Insider Trading Policy | X | ||||
| 21.1 | List of subsidiaries. | X | ||||
| Incorporated by Reference | ||||||
| ExhibitNo. | Exhibit Description | Form | File No. | Exhibit | Filing Date | Furnishedor FiledHerewith |
| 23.1 | Consent of Grant Thornton LLP, independent registered public accounting firm. | X | ||||
| 24.1 | Power of Attorney (incorporated by reference to the signature page of this annual report on Form 10‑K). | X | ||||
| 31.1 | Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes‑Oxley Act of 2002. | X | ||||
| 31.2 | Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes‑Oxley Act of 2002. | X | ||||
| 32.1 | Certification of Chief Executive Officer and Chief Financial Officer Pursuant to Section 906 of the Sarbanes‑Oxley Act of 2002. | X | ||||
| 97.1 | Compensation Recovery Policy | X | ||||
| 101.INS | Inline XBRL Instance Document—the instance document does not appear in the Interactive Data File as its XBRL tags are embedded within the Inline XBRL document | X | ||||
| 101.SCH | Inline XBRL Taxonomy Extension Schema With Embedded Linkbase Documents | X | ||||
| 104 | Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101) | |||||
- Management contract or compensatory plan or arrangement.
† Certain portions of this exhibit have been omitted because they are both not material and would be competitively harmful if publicly disclosed.
The certification attached as Exhibit 32.1 that accompanies this Annual Report on Form 10‑K is not deemed filed with the Securities and Exchange Commission and is not to be incorporated by reference into any filing of Accuray Incorporated under the Securities Act of 1933 or the Securities Exchange Act of 1934, whether made before or after the date of this Annual Report on Form 10‑K, irrespective of any general incorporation language contained in such filing. Form 10‑K, irrespective of any general incorporation language contained in such filing.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.