Accuray holder TCW acquires 8.6M penny warrants
ACCURAY INC (ARAY) reported that TCW Group, Inc., a ten percent owner, indirectly acquired new warrants to purchase a total of 8,585,857 shares of Accuray common stock on July 29, 2026.
Rhea-AI Filing Summary
ACCURAY INC (ARAY) reported that TCW Group, Inc., a ten percent owner, indirectly acquired new warrants to purchase a total of 8,585,857 shares of Accuray common stock on July 29, 2026. These consist of warrants for 7,987,743 shares and 598,114 shares, each with a $0.01 exercise price and expiring July 29, 2033.
The warrants were issued by Accuray to TCW-affiliated holders under a Securities Purchase Agreement and a Limited Waiver and Amendment to a Financing Agreement. The filing states that, after this issuance, TCW holds warrants to purchase 27,527,916 Accuray common shares and disclaims beneficial ownership beyond its pecuniary interest. No Rule 10b5-1 trading plan is reported.
Positive
- None.
Negative
- None.
Insider Trade Summary
Other: 8,585,857 shares
Other
2 txns
Insider
TCW GROUP INC
Role
10% Owner
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Other | Warrant to Purchase Common Stock F2, F1 | 7,987,743 | -- | -- |
| Other | Warrant to Purchase Common Stock F2, F1 | 598,114 | -- | -- |
Holdings After Transaction:
Warrant to Purchase Common Stock — 8,585,857 contracts (Indirect, See footnote)
Footnotes (2)
- F1. The TCW Group, Inc. ("TCW") is filing this Form 4 on behalf of itself and its direct and indirect subsidiaries, which collectively constitute the TCW business unit (the "TCW Business Unit") TCW Rescue Financing Fund II LP and TCW WV Financing LLC (the "Holders"), which both are a part of the TCW Business Unit, are the respective record holders of the warrants reported herein. As such, TCW may be deemed to have or share beneficial ownership of the shares issuable upon exercise held directly by the Holders. TCW disclaims any beneficial ownership of securities held by the Holders other than to the extent of any pecuniary interest it may have therein, directly or indirectly.
- F2. The warrants reported on this Form 4 were issued to the Holders by the Issuer on July 29, 2026 in connection with that certain Securities Purchase Agreement, dated as of July 29, 2026, by and among the Issuer and certain existing investors, including the Holders, and that certain Limited Waiver and Amendment No. 3 to Financing Agreement in respect of the Financing Agreement, dated as of June 6, 2025 (as amended, amended and restated, supplemented, revised, or otherwise modified from time to time, the "Financing Agreement"), by and among the Issuer, the guarantors party thereto, TCW Asset Management Company LLC, as administrative agent and collateral agent, and the other parties signatory thereto. After the issuance of the warrants reported on this Form 4, TCW owns warrants to purchase 27,527,916 shares of Common Stock of the Issuer.
Key Figures
Warrants acquired (larger tranche): 7,987,743 warrants
Warrants acquired (smaller tranche): 598,114 warrants
Total warrants acquired: 8,585,857 warrants
+3 more
6 metrics
Warrants acquired (larger tranche)
7,987,743 warrants
Indirectly acquired on July 29, 2026, each exercisable into one share of common stock
Warrants acquired (smaller tranche)
598,114 warrants
Indirectly acquired on July 29, 2026, each exercisable into one share of common stock
Total warrants acquired
8,585,857 warrants
Sum of the two warrant positions reported in this Form 4
Exercise price
$0.01 per share
Conversion or exercise price of each reported warrant
Warrant expiration date
July 29, 2033
Expiration date for both reported warrant positions
Total warrants held after issuance
27,527,916 warrants
Aggregate Accuray common stock warrants owned by TCW after these issuances
Key Terms
Securities Purchase Agreement, Limited Waiver and Amendment No. 3 to Financing Agreement, Financing Agreement, beneficial ownership
4 terms
Securities Purchase Agreement financial
"issued to the Holders by the Issuer on July 29, 2026 in connection with that certain Securities Purchase Agreement"
A securities purchase agreement is a written contract between a buyer and a seller outlining the terms for buying or selling financial assets such as stocks or bonds. It specifies details like the price, quantity, and conditions of the transaction, similar to a shopping list with agreed-upon terms. For investors, it provides clarity and legal protection when transferring ownership of these financial instruments.
Limited Waiver and Amendment No. 3 to Financing Agreement financial
"and that certain Limited Waiver and Amendment No. 3 to Financing Agreement in respect of the Financing Agreement"
Financing Agreement financial
"in respect of the Financing Agreement, dated as of June 6, 2025"
beneficial ownership financial
"may be deemed to have or share beneficial ownership of the shares issuable upon exercise"
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
FAQ
What did TCW Group acquire in this Form 4 for ACCURAY INC (ARAY)?
TCW Group indirectly acquired warrants to purchase 8,585,857 shares of Accuray common stock, split between 7,987,743 and 598,114 underlying shares, each warrant having a $0.01 exercise price and expiring on July 29, 2033.
How many Accuray (ARAY) warrants does TCW hold after this transaction?
After the issuance reported, TCW holds warrants to purchase 27,527,916 shares of Accuray common stock, according to the filing’s footnote describing TCW’s aggregate warrant position.
Were the new Accuray (ARAY) warrants issued under a specific agreement?
Yes. The warrants were issued in connection with a Securities Purchase Agreement dated July 29, 2026 and a Limited Waiver and Amendment No. 3 to a Financing Agreement involving Accuray and certain existing investors, including the TCW-affiliated holders.
What is the exercise price and expiration of the new Accuray (ARAY) warrants held by TCW?
Each reported warrant has a $0.01 per share exercise price and an expiration date of July 29, 2033, with the same terms applying to both the 7,987,743-share and 598,114-share warrant positions.
Does TCW Group claim full beneficial ownership of the Accuray (ARAY) warrants?
No. TCW states it may be deemed to have or share beneficial ownership of shares issuable to the affiliated holders but disclaims beneficial ownership except to the extent of its direct or indirect pecuniary interest.
Were the Accuray (ARAY) warrant transactions made under a Rule 10b5-1 plan?
No. The filing indicates that the Rule 10b5-1 checkbox is not marked, so these warrant acquisitions are not reported as being made under a Rule 10b5-1 trading plan.
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