ACCURAY INC 8-K

What Happened

• On April 1, 2026, Accuray Incorporated filed an 8-K disclosing an amendment to its October 18, 2025 Consulting Agreement with Dedication Capital, LLC (an affiliate of director Steven F. Mayer). The amendment halves several cash payments and accelerates certain equity vesting, and extends the consulting End Date to October 31, 2026. The company expects at least $362,500 in cash savings from the amendment.

Key Details

• Parties: Amendment to Consulting Agreement with Dedication Capital, LLC (affiliate of director Steven F. Mayer).
• Cash reductions: 50% reduction in (1) the Base Consulting Fee for the period after March 31, 2026 through Oct 31, 2026, (2) the minimum cash incentive for fiscal year ended June 30, 2026, and (3) the minimum mid‑year cash incentive for the quarter ended Sept 30, 2026.
• Equity vesting: Time‑based vesting deemed satisfied as of April 1, 2026 for 916,336 Initial Restricted Shares and 100% of the PSAs; the remaining 333,004 Initial Restricted Shares will vest on Oct 31, 2026.
• Term: Consulting Agreement End Date extended to October 31, 2026.
• Expected savings: At least $362,500 in cash savings to the company.

Why It Matters

• For investors, the amendment reduces near‑term cash outflows (stated saving of ≥$362,500) and changes the timing of equity vesting, which can affect share‑based compensation expense recognition and potential dilution timing. Because the counterparty is affiliated with a company director, this is a related‑party amendment and was disclosed in the 8‑K.