Accuray Incorporated EGM 2026

Steve, please go ahead. Good morning, ladies and gentlemen.

I am Steve LaNeve, President and Chief Executive Officer of Accuray Incorporated, and it is a pleasure to welcome you to our 2026 Special Meeting of Stockholders. This meeting is a virtual meeting to provide convenience to our stockholders, enable increased stockholder participation. We believe in engaging with our stockholders and maximizing their ability to meaningfully engage with us. We are pleased that our stockholders, no matter where they are located in the world today, can participate in the meeting in a virtual format. Before proceeding further, I would like to introduce our directors and officers who are with us remotely today. From our Board of Directors, we have with us today Joe Whitters, our independent Chairperson, Jim Hindman, Steven Mayer, Mika Nishimura, and Chan Galbato.

Joining us from Accuray are Ali Pervaiz, our Chief Financial Officer, and David Shin, our Chief Legal Officer, who will be acting as Secretary for the meeting. Also here today is Chris Viacco, a representative of Broadridge Financial Solutions, who will be acting as our Inspector of Election. We will be conducting the formal business of the meeting first, followed by an opportunity for stockholders to ask questions. Please note that only validated stockholders may ask questions in the text box on your screen. You can submit your questions at any time during the meeting prior to the end of the Q&A session. We will try to answer as many questions as we have time for, but we may not be able to answer all questions submitted. A written transcript of the Q&A session will be posted on our investor relations website after the meeting, if applicable.

I will now turn the meeting over to David.

Good morning, and welcome to Accuray's 2026 Special Meeting of Stockholders. In the interest of an orderly meeting, please read and comply with the rules of order, including the instructions on submitting any questions for the Q&A session to follow. The meeting will now come to order. We will begin with the formal business of the meeting. I have a signed affidavit from Broadridge Financial Solutions certifying that on August 24, 2026, proxy materials for the special meeting of stockholders of the company was deposited in the U.S. mail to all stockholders of record as of the close of business on August 21, 2026, the record date for the meeting. On behalf of Broadridge Financial Solutions, Ms. Viacco has been appointed the Inspector of Election for this meeting. She signed an oath of office, which will be filed with the minutes of this meeting, together with the affidavit of mailing.

Based on information provided by the Inspector of Election, we have present, virtually or by proxy, a sufficient number of shares to constitute a quorum. Therefore, this meeting is duly constituted. Also have stockholders virtually in attendance at this meeting. If you have previously submitted your proxy and do not intend to change your vote, then it is not necessary that you vote at this meeting. If you want to change your vote or if you have not submitted a proxy and wish to vote remotely as a stockholder, then please follow the instructions on the web portal. The polls are now open for voting on all matters to be presented. The polls will be closed after we go through the matters to be voted upon and conclude the Q&A session. The virtual meeting webcast is now open for stockholder questions or comments.

Questions are restricted to meeting procedures and proposals. You may submit your questions or comments following the instructions on the web portal, and we will do our best to answer it. Any other questions will not be addressed during the meeting. If you have questions that are unrelated to this meeting, please submit them through the investor relations page on our website. If appropriate, a member of Accuray's management team will follow up directly. I will now request Ali to go through the proposals.

The first item of business is the approval, subject to certain conditions, the issuance of shares of our common stock in accordance with Nasdaq Listing Rule 5635 upon the conversion of the Series A preferred stock to be issued in connection with the closing of the transactions contemplated by the securities purchase agreement Dated July 29, 2026, entered into by the company and certain of its existing investors. The board of directors recommends that stockholders vote in favor of this proposal. The second item of business is the approval of an amendment to our amended and restated certificate of incorporation to increase the number of authorized shares of common stock from 200 million to 400 million, in order to provide a sufficient number of authorized shares to issue the common stock issuable upon the conversion of the Series A preferred stock.

The board of directors recommends that stockholders vote in favor of this proposal. The third item of business is the approval of an amendment to the certificate of incorporation to effect a reverse stock split of the common stock at a ratio ranging from any whole number between 1 for 15 and 1 for 40, as determined by our board in its discretion, to allow the company to regain compliance with Nasdaq listing requirements for the bid price of the common stock to be effected in the sole discretion of the board at any time within one year of the date of the special meeting without further approval or authorization from the company stockholders. The board of directors recommends that stockholders vote in favor of this proposal.

I have been advised that based on a preliminary tabulation of proxies received, there are sufficient votes to approve proposal 1, 2, and 3. Accordingly, proposal 4 included in the proxy statement for this meeting, which relates to adjournment of the meeting, will not be submitted for a vote today.

Thank you, Ali. We will now turn to questions and comments. At this time, there are no stockholder questions that have not already been addressed, including through the company's prior public disclosures. We will now close the polls. If you have not yet voted or wish to change your vote, you may do so now. In the web portal, please click on the voting button and follow the instructions. If you have not yet submitted a proxy or electronic ballot, you must submit your electronic ballot now for your vote to be counted by the Inspector of Election. We will now pause to give stockholders a final opportunity to vote. The polls will close shortly thereafter. I declare the polls for each matter to be voted on at this meeting now closed. The proxies and votes will be tabulated by the Inspector of Election.

I will now ask Steve to share the voting results.

The preliminary vote count with respect to the proposals presented at this meeting are as follows. Number one, the Nasdaq stock issuance proposal is approved. Number two, the authorized shares increase proposal is approved. Number three, the reverse stock split proposal is approved. The Inspector of Election will conduct a final count of all votes, and the final results will be filed with the Securities and Exchange Commission on a Form 8-K within four business days of this meeting.