ACCURAY INC 8-K

What Happened

• Accuray Inc. announced on Feb 8, 2026 that its Audit Committee concluded the company’s audited financial statements for the year ended June 30, 2025 (Form 10‑K filed Aug 28, 2025) and its unaudited interim financial statements for quarters in fiscal 2025 (including the Form 10‑Q for the quarter ended Sept 30, 2025) should no longer be relied upon.
• The issue arises from errors in the disclosure of Remaining Performance Obligations (RPO) in Note 2 (Revenue). Management reevaluated its ASC 606 methodology and concluded certain open system and upgrade sales orders (net of historical cancellation rates) were incorrectly included as RPO because customer deposits did not constitute substantive termination penalties. The error was isolated to that footnote and did not change the amounts on the balance sheet, income statement, statement of cash flows, or any financial metrics outside the RPO disclosure.
• The company also concluded that disclosure controls and procedures (DCP) and internal control over financial reporting (ICFR) were not effective as of the relevant period ends and identified material weaknesses related to review of footnote schedules and assessment of ASC 606 application. The report of its independent auditor (Grant Thornton LLP) accompanying the prior financial statements should also no longer be relied upon.

Key Details

• Audit Committee conclusion date: Feb 8, 2026; original Form 10‑K filing date: Aug 28, 2025; ASC 606 adoption date referenced: July 1, 2018.
• Error scope: isolated to RPO disclosure in Note 2 (open system and upgrade sales orders); no change to recorded contract/order values.
• Controls: management identified material weaknesses in ICFR and DCP and has started remediation efforts; plan will be detailed in amended filings.
• Next steps: Accuray will file Form 10‑K/A for year ended June 30, 2025 and Form 10‑Q/A for quarter ended Sept 30, 2025, and expects to file the Quarterly Report within the five‑calendar‑day Rule 12b‑25 extension while working with auditors.

Why It Matters

• For investors: the company is not changing reported revenue, earnings, cash flows, or balance sheet amounts, but it has withdrawn reliance on previously issued financial statements because of a disclosure error and control failures. That reduces certainty until amended filings are completed and controls are remediated.
• The identified material weaknesses and the need for amended filings could affect investor confidence and warrant monitoring until the 10‑K/A and 10‑Q/A are filed and the company reports improved ICFR/DCP conclusions.