Nasdaq flags Accuray (NASDAQ: ARAY) for sub-$1 bid price risk

Rhea-AI Filing Summary

Accuray Incorporated disclosed that on February 2, 2026 it received a notice from Nasdaq that its common stock no longer meets the Nasdaq Bid Price Rule, which requires a minimum $1.00 per share closing bid for 30 consecutive business days. The stock remains listed and trading under “ARAY” for now.

Accuray has a 180-day compliance period, until August 3, 2026, to regain compliance by maintaining a closing bid of at least $1.00 for at least ten consecutive business days, subject to possible Nasdaq extension. If it fails, the company may seek a second 180-day period by transferring to the Nasdaq Capital Market and potentially effecting a reverse stock split, but there is no assurance it will qualify or avoid delisting. The company is evaluating options and states it intends to timely regain compliance.

Positive

• None.

Negative

• Nasdaq bid-price deficiency and delisting risk: Accuray’s shares have traded below the $1.00 minimum bid for 30 consecutive business days, triggering a Nasdaq noncompliance notice and introducing the possibility of delisting if compliance is not restored within allowed periods.

Insights

Equity analyst

Nasdaq bid-price noncompliance introduces clear delisting risk for Accuray.

Accuray reports it has fallen below Nasdaq’s minimum $1.00 bid requirement for 30 consecutive business days, triggering a formal deficiency notice. While trading continues under “ARAY,” the listing now depends on meeting specific recovery conditions within defined timeframes.

The company has until August 3, 2026 to achieve a closing bid of at least $1.00 for ten consecutive business days, with possible discretionary extension by Nasdaq. Failing that, it could seek a transfer to the Nasdaq Capital Market and a second 180‑day compliance window, subject to fees and additional listing standards.

Management notes it may cure the deficiency, including by using a reverse stock split if needed, but explicitly cautions there is no assurance it will regain or maintain compliance. Future disclosures on any transfer application, reverse split proposal, or Nasdaq determination would further clarify listing outcomes.

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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): February 2, 2026

ACCURAY INCORPORATED

(Exact name of Registrant as Specified in Its Charter)

Delaware			001-33301	20-8370041
(State or Other Jurisdiction of Incorporation)			(Commission File Number)	(IRS Employer Identification No.)
1240 Deming Way
Madison, Wisconsin				53717-1954
(Address of Principal Executive Offices)				(Zip Code)

Registrant’s Telephone Number, Including Area Code: 608 824-2800

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, $0.001 par value per share		ARAY		The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.

(a) On February 2, 2026, the Company received a notice from the Nasdaq Listing Qualifications Department (the “Nasdaq Staff”) of The Nasdaq Stock Market LLC (“Nasdaq”) indicating that, based upon the closing bid price for the last 30 consecutive business days, the Company was no longer in compliance with Nasdaq Listing Rules 5550(a)(2) (the “Bid Price Rule”) which requires listed securities to maintain a minimum bid price of $1 per share.

The notification has no immediate effect on the listing of the Company’s common stock, and its common stock will continue to trade on Nasdaq under the symbol “ARAY” at this time.

Nasdaq has provided the Company with a 180 calendar days compliance period (the “Compliance Period”), or until August 3, 2026, in which to regain compliance with the Bid Price Rule. In order to regain compliance with Nasdaq’s Bid Price Rule, shares of the Company’s common stock must maintain a closing bid price of at least $1.00 for a minimum of ten consecutive business days during the Compliance Period, unless the Nasdaq Staff exercises its discretion to extend this ten-day period pursuant to Nasdaq Listing Rule 5810(c)(3)(H). In the event that the Company does not regain compliance in the Compliance Period, the Company may be eligible for an additional 180 calendar days (the “Second Compliance Period”) pursuant to Nasdaq Listing Rule 5810(c)(3)(A)(i) by transferring to the Nasdaq Capital Market. To qualify for the Second Compliance Period, the Company would need to submit a transfer application and pay an application fee. In addition, the Company would be required to meet the continued listing requirement for market value of publicly held shares and all other initial listing standards for The Nasdaq Capital Market, with the exception of the Bid Price Rule, and would need to provide written notice of its intention to cure the deficiency during the Second Compliance period, by effecting a reverse stock split, if necessary. However, if it appears that the Company will not be able to cure the deficiency, or if the Company is otherwise not eligible, Nasdaq will provide notice that the Company’s securities will be subject to delisting. There can be no assurance that the Company will be eligible for the Second Compliance Period, if applicable, or that the Nasdaq Staff would grant the Company’s request for continued listing subsequent to any delisting notification.

The Company is currently evaluating options to regain compliance and intends to timely regain compliance with the Bid Price Rule. Although the Company will use all reasonable efforts to achieve compliance with Rule 5550(a)(2), there can be no assurance that the Company will be able to regain compliance with the Bid Price Rule or will otherwise be in compliance with other Nasdaq continued listing requirements.

Forward-Looking Statements

Certain information contained in this report consists of forward-looking statements for purposes of the federal securities law that involve risks, uncertainties and assumptions that are difficult to predict. Words such as “will,” “would,” “may,” “intends,” “potential,” and similar expressions, or the use of future tense, identify forward-looking statements, but their absence does not mean that a statement is not forward-looking. Such forward-looking statements are not guarantees of performance and actual actions or events could differ materially from those contained in such statements. For example, there can be no assurance that the Company will regain compliance with the Nasdaq listing rules during any compliance period or in the future, or otherwise meet Nasdaq continued listing standards. For additional information about factors that could cause actual results to differ materially from those described in the forward-looking statements, please refer to the Company’s filings with the SEC. The forward-looking statements contained in this report speak only as of the date of this report and the Company undertakes no obligation to publicly update any forward-looking statements to reflect changes in information, events or circumstances after the date of this report, unless required by law.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.		Description
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

			ACCURAY INCORPORATED
Date	February 6, 2026
		By:	/s/ Ali Pervaiz
			Ali Pervaiz Senior Vice President, Chief Financial Officer

FAQ

What did Accuray (ARAY) disclose in its Nasdaq listing notice 8-K?

Accuray disclosed it received a Nasdaq notice on February 2, 2026 stating its stock no longer meets the $1.00 minimum bid price requirement for 30 consecutive business days. The company outlined compliance deadlines, possible listing transfer, reverse split options, and the risk of potential delisting.

What is the Nasdaq Bid Price Rule affecting Accuray (ARAY)?

The Nasdaq Bid Price Rule, Listing Rule 5550(a)(2), requires Accuray’s common stock to maintain a minimum closing bid price of $1.00 per share. Nasdaq determined the stock closed below this level for 30 consecutive business days, placing the company in noncompliance and subject to specific cure periods and review.

How long does Accuray have to regain Nasdaq bid price compliance?

Accuray has an initial 180-day compliance period, ending August 3, 2026, to regain compliance. It must achieve at least a $1.00 closing bid price for a minimum of ten consecutive business days during this window, subject to Nasdaq’s discretion to extend the ten-day requirement under its rules.

What happens if Accuray cannot meet Nasdaq’s $1.00 bid price requirement?

If Accuray does not regain compliance in the initial 180-day period, it may seek a second 180-day period by transferring to the Nasdaq Capital Market and meeting additional listing standards. If it cannot qualify or cure the deficiency, Nasdaq may notify the company that its securities will be subject to delisting.

How might Accuray regain compliance with Nasdaq’s Bid Price Rule?

Accuray can regain compliance by having its common stock close at or above $1.00 for at least ten consecutive business days within the compliance period. The company notes it may, if needed, pursue a reverse stock split and is currently evaluating options, while stating it intends to timely regain compliance.

Is Accuray’s stock still trading on Nasdaq despite the notice?

Yes. Accuray states the Nasdaq notification has no immediate effect on the listing of its common stock. The shares continue to trade on The Nasdaq Stock Market LLC under the symbol “ARAY” while the company works within the compliance period to address the bid price deficiency.