ACCURAY INC
For the period ended Jun 30, 2026. Filed Aug 27, 2026.
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FY2026 · Filed Aug 27, 2026
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Item 15. Exhibits and Financial Statement Schedules
| (a) | We have filed the following documents as part of this report: |
|---|
| 1. | Consolidated Financial Statements (as set forth in Item 8) |
| Page No. | |
|---|---|
| Report of Independent Registered Public Accounting Firm (PCAOB ID 248) | 65 |
| Consolidated Balance Sheets | 67 |
| Consolidated Statements of Operations and Comprehensive Income (Loss) | 68 |
| Consolidated Statements of Stockholders’ Equity | 69 |
| Consolidated Statements of Cash Flows | 70 |
| Notes to Consolidated Financial Statements | 72 |
| 2. | 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.
| 3. | Exhibits |
The following exhibits are incorporated by reference or filed herewith.
| Incorporated by Reference | |||||
|---|---|---|---|---|---|
| Exhibit No. · Exhibit Description · Form · File No. · Exhibit · Filing Date · Furnished or Filed Herewith | |||||
| 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 | Description of the Registrant’s Securities | 10-K | 001-33301 | 4.7 | 09/07/2023 |
| 4.3 | Form of Premium Warrant | 8-K | 001-33301 | 4.1 | 06/06/2025 |
| 4.4 | Form of Penny Warrant | 8-K | 001-33301 | 4.2 | 06/06/2025 |
| 4.5 | Form of DDTL Premium Warrant | 8-K | 001-33301 | 4.3 | 06/06/2025 |
| 4.6 | Form of DDTL Penny Warrant | 8-K | 001-33301 | 4.4 | 06/06/2025 |
| 4.7 | Form of Super Premium Warrants | 10-Q | 001-33301 | 4.1 | 02/17/2026 |
| 4.8 | Form of Premium Warrants | 10-Q | 001-33301 | 4.2 | 02/17/2026 |
| 4.9 | Form of Penny Warrants | 10-Q | 001-33301 | 4.3 | 02/17/2026 |
| 4.10 | Form of Penny Warrants | 8-K | 001-33301 | 4.1 | 07/29/2026 |
| 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 Accuray, Inc FKA TomoTherapy, Inc., dated October 19, 2016. | 10-K | 001-33301 | 10.3 | 09/07/2023 |
| Incorporated by Reference | |||||
|---|---|---|---|---|---|
| Exhibit No. · Exhibit Description · Form · File No. · Exhibit · Filing Date · Furnished or Filed Herewith | |||||
| 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 2007 Incentive Award Plan. | 10‑K | 001‑33301 | 10.8 | 09/19/2011 |
| 10.7* | Form of Performance Stock Unit Grant Notice and Performance Stock Unit Agreement. | 8‑K | 001‑33301 | 99.2 | 09/02/2014 |
| 10.8* | Form of Restricted Stock Unit Grant Notice and Restricted Stock Unit Agreement. | 8‑K | 001‑33301 | 99.1 | 09/02/2014 |
| 10.9* | Form of Stock Option Grant Notice and Stock Option Agreement. | 8‑K | 001‑33301 | 99.3 | 11/23/2011 |
| 10.10* | Form of 2016 Market Stock Unit Grant Notice and Award Agreement. | 8‑K | 001‑33301 | 99.1 | 10/02/2015 |
| 10.11* | Accuray Incorporated Amended and Restated 2016 Equity Incentive Plan and forms of award agreements thereunder. | 8‑K | 001‑33301 | 10.1 | 11/15/2023 |
| 10.12* | Accuray Incorporated 2026 Incentive Plan and forms of award agreements thereunder | 8-K | 001‑33301 | 10.1 | 11/19/2025 |
| 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 Stock Option Agreement for Jim Dennison | S-8 | 333-251038 | 99.5 | 10/30/2021 |
| 10.16* | Form of Accuray Incorporated Stand-Alone Inducement Restricted Stock Unit Agreement for Stephen La Neve | S-8 | 333-291191 | 99.1 | 10/31/2025 |
| 10.17* | Form of Accuray Incorporated Stand-Alone Inducement Performance Stock Unit Agreement for Stephen La Neve | S-8 | 333-291191 | 99.2 | 10/31/2025 |
| Incorporated by Reference | ||||||
|---|---|---|---|---|---|---|
| Exhibit No. | Exhibit Description | Form | File No. | Exhibit | Filing Date | Furnished or Filed Herewith |
| 10.18* | 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 | |
| 10.19* | Executive Employment Agreement by and between Registrant and Ali Pervaiz, dated February 3, 2025. | 10-Q | 001-33301 | 10.3 | 02/05/2025 | |
| 10.20* | Executive Employment Agreement by and between Stephen La Neve and Accuray Incorporated, dated as of October 20, 2025. | 8-K | 001-33301 | 10.2 | 10/20/2025 | |
| 10.21* | Executive Employment Agreement by and between Registrant and Paul Miele, dated April 6, 2026. | X | ||||
| 10.22 | 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 | |
| 10.23† | 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 | 10-K | 001-33301 | 10.34 | 08/08/2025 | |
| 10.24 | Amendment No. 1 to Financing Agreement dated as of December 12, 2025 by and among Accuray Incorporated, the Guarantors party thereto, the Consenting Lenders party thereto and TCW Asset Management Company LLC, as administrative agent and collateral agent. | 10-Q | 001-33301 | 10.6 | 02/17/2026 | |
| 10.25† | Amendment No. 2 to Financing Agreement dated as of December 15, 2025 by and among Accuray Incorporated, the Guarantors party thereto, the Consenting Lenders party thereto, TCW Asset Management Company LLC, as administrative agent and collateral agent and Wingspire Capital LLC, as servicing agent. | 10-Q | 001-33301 | 10.7 | 02/17/2026 | |
| 10.26† | Amendment No. 3 to Financing Agreement, dated July 29, 2026, by and among Accuray Incorporated, the guarantors listed thereto, the lenders listed thereto, TCW Asset Management Company LLC, as collateral agent and administrative agent, and Wingspire Capital LLC, as servicing agent. | 8-K | 001-33301 | 10.2 | 07/29/2026 | |
| 10.27 | Securities Purchase Agreement, dated July 29, 2026, by and between Accuray Incorporated and the Investors. | 8-K | 001-33301 | 10.1 | 07/29/2026 | |
| 10.28 | Consulting Agreement by and between Dedication Capital, LLC and Accuray Incorporated, dated as of October 18, 2025 | 8-K | 001-33301 | 10.1 | 10/20/2025 | |
| 10.29 | Letter Agreement Amendment by and between Accuray Incorporated and Dedication Capital, LLC, dated April 1, 2026. | 8-K | 001-33301 | 10.1 | 4/7/2026 | |
| 10.30 | Separation Agreement and General Release by and between Suzanne Winter and Accuray Incorporated, dated as of October 18, 2025. | 8-K | 001-33301 | 10.3 | 10/20/2025 | |
| 10.31 | Consulting Agreement by and between Suzanne Winter and Accuray Incorporated, dated as of October 20, 2025. | 8-K | 001-33301 | 10.4 | 10/20/2025 | |
| 19.1 | Insider Trading Policy | 10-K | 001-33301 | 19.1 | 08/28/2025 | |
| 21.1 | List of subsidiaries | X | ||||
| Incorporated by Reference | ||||||
|---|---|---|---|---|---|---|
| Exhibit No. | Exhibit Description | Form | File No. | Exhibit | Filing Date | Furnished or Filed Herewith |
| 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 | 10-K | 001-33301 | 97.1 | 08/28/2025 | |
| 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.
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