TCW GROUP INC 4

What Happened

• TCW Group Inc., reported as a >10% owner, acquired derivative securities (warrants) related to Accuray Inc. (ARAY) on May 19, 2026. The Form 4 lists six "other acquisition" (code J) entries for warrants issued as consideration under a delayed-draw term loan. No per-share price is reported for these warrant issuances and no separate cash consideration was paid.
• The filing notes TCW (and certain direct/indirect subsidiaries) are the record-holder representatives for the warrants. After the issuance, TCW owns warrants to purchase 18,942,059 shares of Accuray common stock.

Key Details

• Transaction date: May 19, 2026. Filing date / period reported: filed May 21, 2026 for the May 19 transaction (timely filing).
• Reported warrant line items (as listed on the Form 4): 1,010,028; 1,414,040; 808,023; 75,630; 105,882; and 60,504 warrants (each entry shown as derivative acquisitions, price N/A).
• Shares/warrants owned after transaction: TCW (collectively with its reported holders) holds warrants to purchase 18,942,059 shares.
• Footnotes: Warrants were issued to TCW Rescue Financing Fund II LP and West Virginia Direct Lending LLC as consideration under the Financing Agreement (dated June 6, 2025); TCW files on behalf of itself and subsidiaries and disclaims beneficial ownership except to the extent of any pecuniary interest.
• Transaction code: J (other acquisition/disposition) – these are derivative warrant issuances, not open-market purchases or sales.

Context

• These are warrant (derivative) issuances tied to financing activity, not ordinary insider buy/sell trades. Warrants give the holder the right to buy shares later if and when exercised; they do not immediately transfer common shares or represent a cash purchase of stock.
• As a >10% institutional holder, TCW’s acquisition reflects financing terms and institutional arrangements rather than a company insider’s personal trading decision. Warrants can be dilutive if exercised in the future; no exercise price or immediate economic value is provided in the filing.