{"schema_version":"secwatch.filing_event.v1","accession":"0001193125-25-319896","form_type":"8-K","ticker":"ARAY","cik":"0001138723","company_name":"ACCURAY INC","filed_at":"2025-12-16T23:59:59+00:00","discovered_at":"2026-05-14T18:02:38.876282+00:00","generated_at":"2026-05-16T13:00:15.325842+00:00","sec_items":["1.01","2.05","3.02","7.01","9.01"],"event_type":"other_material","sentiment":"neutral","materiality_score":0.7,"calibrated_materiality_score":0.7,"confidence":"high","headline":"Accuray announces transformation plan; cuts 15% workforce, expects $25M annualized profit improvement","bullets":["Workforce reduction of ~15% global headcount; total restructuring charges estimated at ~$11M, mostly cash.","Expects annualized operating profit improvement of ~$25M; ~$12M to be realized in FY2026.","Amends loan agreement: removes leverage condition for DDTL, reduces DDTL to $18.25M, delays covenant testing to Q4 FY2026.","Issues warrants for up to ~7M shares to lenders: exercise prices $1.50, $1.25, $0.01; additional warrants tied to DDTL draw.","Also pays $1.9M additional premiums and reduces revolver availability by $5M through Dec 2026."],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-25-319896","json":"https://secwatch.observer/filing/0001193125-25-319896.json","markdown":"https://secwatch.observer/filing/0001193125-25-319896.md","text":"https://secwatch.observer/filing/0001193125-25-319896.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1138723/000119312525319896/0001193125-25-319896-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1138723/000119312525319896/d91086d8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-05-16T13:00:15.325842+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"3567a2d038e5f1979ec4d45b5c43a77ad86de032","claim":"ACCURAY INC issued warrants to purchase 2,187,661 shares of Common Stock of warrant to certain lenders party to the Second Amendment.","evidence_excerpt":"On December 12, 2025, concurrently with the Company’s entry into the Second Amendment, the Company issued to certain lenders party to the Second Amendment (i) warrants to purchase 3,062,726 shares of Common Stock, which warrants are exercisable on and after six months and one day after their Issue Date (as defined therein) and expire on December 15, 2032 and have an exercise price of $1.50 per share, subject to certain adjustments (the “Super Premium Warrants\"), (ii) warrants to purchase 2,187,661 shares of Common Stock, which warrants are exercisable on and after six months and one day after their Issue Date (as defined therein) and expire on December 15, 2032 and have an exercise price of $1.25 per share, subject to certain adjustments (the “Premium Warrants\")","evidence_source":"SEC 8-K Item 3.02/3.03","evidence_url":"https://www.sec.gov/Archives/edgar/data/1138723/000119312525319896/0001193125-25-319896-index.htm","confidence":0.9,"family_label":"Equity Issuances","details":[{"label":"Security","value":"warrant"},{"label":"Shares","value":"warrants to purchase 2,187,661 shares of Common Stock"},{"label":"Purchaser","value":"certain lenders party to the Second Amendment"}],"fact_type":"equity_issuance"},{"claim_id":"628882d7561228f0b83951784274610f9c521584","claim":"ACCURAY INC issued warrants to purchase 3,062,726 shares of Common Stock of warrant to certain lenders party to the Second Amendment.","evidence_excerpt":"On December 12, 2025, concurrently with the Company’s entry into the Second Amendment, the Company issued to certain lenders party to the Second Amendment (i) warrants to purchase 3,062,726 shares of Common Stock, which warrants are exercisable on and after six months and one day after their Issue Date (as defined therein) and expire on December 15, 2032 and have an exercise price of $1.50 per share, subject to certain adjustments (the “Super Premium Warrants\")","evidence_source":"SEC 8-K Item 3.02/3.03","evidence_url":"https://www.sec.gov/Archives/edgar/data/1138723/000119312525319896/0001193125-25-319896-index.htm","confidence":0.9,"family_label":"Equity Issuances","details":[{"label":"Security","value":"warrant"},{"label":"Shares","value":"warrants to purchase 3,062,726 shares of Common Stock"},{"label":"Purchaser","value":"certain lenders party to the Second Amendment"}],"fact_type":"equity_issuance"},{"claim_id":"6db5ab009fe8d1cc3843f6ed118fb896decc8a22","claim":"ACCURAY INC issued warrants to purchase 1,750,129 shares of Common Stock of warrant to certain lenders party to the Second Amendment.","evidence_excerpt":"On December 12, 2025, concurrently with the Company’s entry into the Second Amendment, the Company issued to certain lenders party to the Second Amendment (i) warrants to purchase 3,062,726 shares of Common Stock, which warrants are exercisable on and after six months and one day after their Issue Date (as defined therein) and expire on December 15, 2032 and have an exercise price of $1.50 per share, subject to certain adjustments (the “Super Premium Warrants\"), (ii) warrants to purchase 2,187,661 shares of Common Stock, which warrants are exercisable on and after six months and one day after their Issue Date (as defined therein) and expire on December 15, 2032 and have an exercise price of $1.25 per share, subject to certain adjustments (the “Premium Warrants\"), and (iii) warrants to purchase 1,750,129 shares of Common Stock, which warrants are exercisable immediately, will expire on December 15, 2032 and have an exercise price of $0.01 per share (the “Penny Warrants\")","evidence_source":"SEC 8-K Item 3.02/3.03","evidence_url":"https://www.sec.gov/Archives/edgar/data/1138723/000119312525319896/0001193125-25-319896-index.htm","confidence":0.9,"family_label":"Equity Issuances","details":[{"label":"Security","value":"warrant"},{"label":"Shares","value":"warrants to purchase 1,750,129 shares of Common Stock"},{"label":"Purchaser","value":"certain lenders party to the Second Amendment"}],"fact_type":"equity_issuance"},{"claim_id":"10a5b99d0586fe3aa9c2956269191517c8fce2c8","claim":"ACCURAY INC amended Amendment No. 1 to Financing Agreement with TCW Asset Management Company LLC valued at Amendment to financing agreement; changes to calculation of Liquidity and extension of passive compa (effective 2025-12-12).","evidence_excerpt":"On December 12, 2025, Accuray Incorporated (the “Company”) entered into Amendment No. 1 to Financing Agreement (the “First Amendment”) in respect of its Financing Agreement, dated as of June 6, 2025 (as amended, amended and restated, supplemented, revised, or otherwise modified from time to time, the “Loan Agreement”), by and among the Company, the guarantors party thereto, TCW Asset Management Company LLC, as administrative agent and collateral agent and the other parties signatory thereto.","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1138723/000119312525319896/0001193125-25-319896-index.htm","confidence":0.95,"family_label":"Material Agreements","details":[{"label":"Action","value":"amendment"},{"label":"Agreement","value":"credit facility"},{"label":"Counterparty","value":"TCW Asset Management Company LLC"},{"label":"Value","value":"Amendment to financing agreement; changes to calculation of Liquidity and extension of passive compa"},{"label":"Effective","value":"2025-12-12"}],"fact_type":"material_agreement"},{"claim_id":"28effd735bbd0875edab2e107e23d4795875b324","claim":"ACCURAY INC entered into Warrants to Purchase Common Stock (Super Premium Warrants, Premium Warrants, Penny Warrants, DDTL Warrants) with Lenders party to Second Amendment valued at Issuance of warrants to purchase up to 3,062,726 shares at $1.50 (Super Premium), 2,187,661 shares a (effective 2025-12-12).","evidence_excerpt":"On December 12, 2025, concurrently with the Company’s entry into the Second Amendment, the Company issued to certain lenders party to the Second Amendment (i) warrants to purchase 3,062,726 shares of Common Stock, which warrants are exercisable on and after six months and one day after their Issue Date (as defined therein) and expire on December 15, 2032 and have an exercise price of $1.50 per share, subject to certain adjustments (the “Super Premium Warrants”), (ii) warrants to purchase 2,187,661 shares of Common Stock, which warrants are exercisable on and after six months and one day after their Issue Date (as defined therein) and expire on December 15, 2032 and have an exercise price of $1.25 per share, subject to certain adjustments (the “Premium Warrants”), and (iii) warrants to purchase 1,750,129 shares of Common Stock, which warrants are exercisable immediately, will expire on December 15, 2032 and have an exercise price of $0.01 per share (the “Penny Warrants”).","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1138723/000119312525319896/0001193125-25-319896-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Counterparty","value":"Lenders party to Second Amendment"},{"label":"Value","value":"Issuance of warrants to purchase up to 3,062,726 shares at $1.50 (Super Premium), 2,187,661 shares a"},{"label":"Effective","value":"2025-12-12"}],"fact_type":"material_agreement"},{"claim_id":"626606a997f6fac955fbdc1338b70ba683593b5f","claim":"ACCURAY INC amended Amendment No. 2 to Financing Agreement with TCW Asset Management Company LLC valued at Amendment reducing DDTL commitments to $18.25M, removing DDTL leverage condition, delaying covenant (effective 2025-12-15).","evidence_excerpt":"On December 15, 2025, the Company entered into Amendment No. 2 to Financing Agreement (the “Second Amendment”) in respect of the Loan Agreement. The principal purpose of the Second Amendment is to provide for (i) the removal of the leverage condition to drawing on the delayed draw term loan facility (the “DDTL”), (ii) reduce the DDTL commitments to $18.25 million and (iii) delay commencement of testing the total leverage ratio and fixed charge coverage ratio financial covenants under the Loan Agreement until the fiscal quarter ending December 31, 2026.","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1138723/000119312525319896/0001193125-25-319896-index.htm","confidence":0.95,"family_label":"Material Agreements","details":[{"label":"Action","value":"amendment"},{"label":"Agreement","value":"credit facility"},{"label":"Counterparty","value":"TCW Asset Management Company LLC"},{"label":"Value","value":"Amendment reducing DDTL commitments to $18.25M, removing DDTL leverage condition, delaying covenant"},{"label":"Effective","value":"2025-12-15"}],"fact_type":"material_agreement"},{"claim_id":"e34612f88185e36d503a40d73f1de257d14c0338","claim":"ACCURAY INC announced a restructuring with charges of approximately $11 million (approximately 15 percent of the Company's global workforce).","evidence_excerpt":"elements of the transformation plan are estimated at approximately $5.6 million, most of which will also be in cash, resulting in total restructuring charges of approximately $11 million, which charges are expected to be recorded in the second, third and fourth quarters of fiscal year 2026. --- EX-99.1 (EX-99.1) --- EX-99.1 EXHIBIT 99.1 Accuray announces first","evidence_source":"SEC 8-K Item 2.05/2.06","evidence_url":"https://www.sec.gov/Archives/edgar/data/1138723/000119312525319896/0001193125-25-319896-index.htm","confidence":0.9,"family_label":"Restructurings & Charges","details":[{"label":"Type","value":"restructuring"},{"label":"Charge","value":"approximately $11 million"},{"label":"Headcount","value":"approximately 15 percent of the Company's global workforce"}],"fact_type":"restructuring_charge"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}