ACCURAY INCORPORATED INDEX TO CONSOLIDATED FINANCIAL STATEMENTS Page No. Report of Independent Registered Public Accounting Firm (PCAOB ID 248) 65 Consolidated Balance Sheets 67 Consolidated Statements of Operations and Comprehensive Income (Loss) 68 Consolidated Statements of Stockholders’ Equity 69 Consolidated Statements of Cash Flows 70 Notes to Consolidated Financial Statements 72 64 Table of Contents REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Board of Directors and Stockholders Accuray Incorporated Opinion on the financial statements We have audited the accompanying consolidated balance sheets of Accuray Incorporated (a Delaware corporation) and subsidiaries (the “Company”) as of June 30, 2026 and 2025, the related consolidated statements of operations and comprehensive income (loss), stockholders’ equity, and cash flows for each of the two years in the period ended June 30, 2026, and the related notes (collectively referred to as the “consolidated financial statements”). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of June 30, 2026 and 2025, and the results of its operations and its cash flows for each of the two years in the period ended June 30, 2026, in conformity with accounting principles generally accepted in the United States of America. We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (“PCAOB”), the Company’s internal control over financial reporting as of June 30, 2026, based on criteria established in the 2013 Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”), and our report dated August 27, 2026 expressed an adverse opinion thereon. Basis for opinion These consolidated financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s consolidated financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion. Critical audit matter The critical audit matter communicated below is a matter arising from the current period audit of the financial statements that was communicated or required to be communicated to the audit committee and that: (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates. Determination of standalone selling price As described further in note 1 to the consolidated financial statements, the Company’s contracts with customers often include multiple performance obligations. The Company applies the five steps of Financial Accounting Standards Board Topic 606, Revenue from Contracts with Customers, in the determination of revenue to be recognized, with step four related to the allocation of the transaction price to multiple performance obligations. The transaction price of each contract is allocated to individual performance obligations based upon relative stand-alone selling price (“SSP”). The SSP of performance obligations is determined based on observable prices at which the Company separately sells the products and services. If the SSP is not directly observable, the Company will estimate the SSP considering historical selling prices, customer class, geographic market, pricing practices, discounting trends, market conditions, and other entity specific factors. We identified the determination of the SSP of performance obligations as a critical audit matter. 65 Table of Contents The principal consideration for our assessment that the determination of the SSP of performance obligations represents a critical audit matter is that the estimates made in determining SSP involve significant judgment due to the absence of directly observable data which requires the Company to make subjective assumptions used to estimate the SSP for each performance obligation. Evaluating the appropriateness of these estimates requires a high degree of auditor judgment and an increased extent of effort. Our audit procedures related to the determination of the SSP of performance obligations included the following, among others: • We tested the design and operating effectiveness of internal controls over the Company’s determination of the SSP of performance obligations, including controls covering the validation of the completeness and accuracy of underlying data used in the analysis. • We evaluated the appropriateness of the overall methodology used by management, including considering whether the methodology maximized the use of observable inputs available. • We tested management’s process by evaluating key assumptions for performance obligations that do not include directly observable sales or for performance obligations that do not include sufficient directly observable sales. Specifically, we: - considered how management determined the disaggregation of distinct customer groups; - determined the appropriateness of discount rates applied to list prices based on the Company’s pricing strategy and target margins for customer groups, including comparing the discount rates to internal pricing policies; - recalculated and validated the inputs used in the calculation; - performed a sensitivity assessment; - made inquiries of staff members outside of the accounting department to determine if there are factors that could have indicated a change in the Company’s go-to market strategy; - compared the SSP indicated by management’s analysis to known orders at the performance obligation level for a sample of items; and - compared SSP at the performance obligation level to the prior year and evaluated the reasons for significant relative fluctuations. /s/ GRANT THORNTON LLP We have served as the Company’s auditor since 2006. San Jose, California August 27, 2026 66 Table of Contents Accuray Incorporated Consolidated Balance Sheets (in thousands, except share and per share amounts) June 30, 2026 June 30, 2025 ASSETS Current assets: Cash and cash equivalents $ 40,623 $ 57,416 Restricted cash 611 574 Accounts receivable, net of allowance for credit losses of $884 and $369 as of June 30, 2026 and June 30, 2025, respectively (a) 67,409 83,192 Inventories 147,075 141,020 Prepaid expenses and other current assets (b) 31,783 33,501 Deferred cost of revenue 276 1,762 Total current assets 287,777 317,465 Noncurrent assets: Property and equipment, net 27,316 28,658 Investment in joint venture 5,024 4,612 Operating lease right-of-use assets, net 27,512 33,115 Goodwill 57,911 57,802 Restricted cash 7,533 4,144 Other assets 30,603 24,443 Total assets $ 443,676 $ 470,239 LIABILITIES AND STOCKHOLDERS’ EQUITY Current liabilities: Accounts payable $ 40,554 $ 34,033 Accrued compensation 15,666 14,573 Operating lease liabilities 8,236 7,375 Other accrued liabilities 32,235 29,361 Customer advances 10,401 12,197 Deferred revenue, current 82,813 82,306 Short-term debt, net 1,500 12,734 Total current liabilities 191,405 192,579 Noncurrent liabilities: Operating lease liabilities 27,768 32,482 Long-term other liabilities 5,477 5,160 Warrant liability 2,427 8,497 Deferred revenue, non-current 28,530 26,566 Long-term debt, net 146,370 123,786 Total liabilities 401,977 389,070 Commitments and contingencies (Note 8) Stockholders’ equity: Common stock, $0.001 par value; authorized: 200,000,000 shares as of June 30, 2026, and June 30, 2025, respectively; 122,541,809 shares issued and 119,433,440 shares outstanding as of June 30, 2026, and 115,752,221 shares issued and 112,643,852 shares outstanding as of June 30, 2025. 119 113 Additional paid-in-capital 613,559 602,165 Accumulated other comprehensive loss (3,513 ) (1,837 ) Accumulated deficit (568,466 ) (519,272 ) Total stockholders’ equity 41,699 81,169 Total liabilities and stockholders’ equity $ 443,676 $ 470,239 (a) Included accounts receivable from the joint venture, an equity method investment, of $9,900 and $28,452 at June 30, 2026, and June 30, 2025, respectively. See Note 11. (b) Included other receivable from the joint venture, an equity method investment, of $270 and $377 at June 30, 2026, and June 30, 2025, respectively. The accompanying notes are an integral part of these consolidated financial statements 67 Table of Contents Accuray Incorporated Consolidated Statements of Operations and Comprehensive Income (Loss) (in thousands, except per share amounts) Years Ended June 30, 2026 2025 Net revenue: Products (a) $ 172,712 $ 237,580 Services (b) 229,235 220,925 Total net revenue 401,947 458,505 Cost of revenue: Cost of products 132,297 162,569 Cost of services 158,196 148,969 Total cost of revenue (c) 290,493 311,538 Gross profit 111,454 146,967 Operating expenses: Research and development (d) 37,753 47,942 Selling and marketing 38,573 43,315 General and administrative 45,398 47,871 Restructuring 16,172 — Total operating expenses 137,896 139,128 Income (loss) from operations (26,442 ) 7,839 Income from equity method investment 1,124 4,714 Interest expense (32,905 ) (12,954 ) Gain on extinguishment of debt — 1,475 IEEPA refund financing costs (2,405 ) — Gain (loss) from change in fair value of warrant liability 8,369 (499 ) Other income, net 5,011 559 Income (loss) before provision for income taxes (47,248 ) 1,134 Provision for income taxes 1,946 2,725 Net loss $ (49,194 ) $ (1,591 ) Net loss per share - basic and diluted $ (0.40 ) $ (0.02 ) Weighted average common shares used in computing net loss per share: Basic and diluted 122,635 102,768 Other Comprehensive Loss: Net loss $ (49,194 ) $ (1,591 ) Unrealized gain from cash flow hedges, net of reclassifications $ 1,603 $ — Foreign currency translation adjustment (3,237 ) 1,557 Change in defined benefit pension obligation (42 ) 828 Comprehensive income (loss) $ (50,870 ) $ 794 (a) Includes sales of products to the joint venture, an equity method investment, of $42,965 during the year ended June 30, 2026, and $101,563 during the year ended June 30, 2025. See Note 11. (b) Includes sales of services to the joint venture, an equity method investment, of $22,604 during the year ended June 30, 2026, and $18,521 during the year ended June 30, 2025. See Note 11. (c) Includes cost of revenue from sales to the joint venture, an equity method investment, of $40,997 during the year ended June 30, 2026, and $74,421 during the year ended June 30, 2025. See Note 11. (d) Includes charge backs to the joint venture, an equity method investment, related to research and development of $1,294 during the year ended June 30, 2026, and $1,482 during the year ended June 30, 2025. The accompanying notes are an integral part of these consolidated financial statements. 68 Table of Contents Accuray Incorporated Consolidated Statements of Stockholders’ Equity (in thousands) Common Stock Additional Paid-in Accumulated Other Comprehensive Accumulated Total Stockholders’ Shares Amount Capital Income (Loss) Deficit Equity Balance at June 30, 2024 100,195 $ 100 $ 566,887 $ (4,222 ) $ (517,681 ) $ 45,084 Issuance of common stock to employees 3,612 4 1,623 — — 1,627 Tax withholding upon vesting of restricted stock units (45 ) — (90 ) — — (90 ) Share-based compensation — — 10,201 — — 10,201 Fair value of warrants issued with debt — — 12,822 — — 12,822 Stock issued to settle Convertible Notes 8,882 9 10,722 — — 10,731 Net loss — — — — (1,591 ) (1,591 ) Cumulative translation adjustment — — — 1,557 — 1,557 Change in defined benefit pension obligation — — — 828 — 828 Balance at June 30, 2025 112,644 $ 113 $ 602,165 $ (1,837 ) $ (519,272 ) $ 81,169 Issuance of common stock 6,834 6 659 — — 665 Tax withholding upon vesting of restricted stock units (45 ) — (51 ) — — (51 ) Share-based compensation — — 6,455 — — 6,455 Fair value of warrants issued with debt — — 4,331 — — 4,331 Net loss — — — — (49,194 ) (49,194 ) Cumulative translation adjustment — — — (3,237 ) — (3,237 ) Unrealized gain from cash flow hedges — — — 1,603 — 1,603 Change in defined benefit pension obligation — — — (42 ) — (42 ) Balance at June 30, 2026 119,433 $ 119 $ 613,559 $ (3,513 ) $ (568,466 ) $ 41,699 The accompanying notes are an integral part of these consolidated financial statements. 69 Table of Contents Accuray Incorporated Consolidated Statements of Cash Flows (in thousands) Years Ended June 30, 2026 2025 Cash flows from operating activities Net loss $ (49,194 ) $ (1,591 ) Adjustments to reconcile net loss to net cash provided by (used in) operating activities: Depreciation and amortization 7,942 6,150 Share-based compensation 6,455 10,201 Amortization of debt financing costs and discount for warrants issued to lenders 8,088 1,439 Gain on extinguishment of debt — (1,475 ) Non-cash interest paid-in-kind 9,704 616 Gain (loss) from change in fair value of warrant liability (8,369 ) 499 Provision for (recovery of) credit losses 573 (101 ) Provision for write-down of inventories 3,583 2,216 Asset Impairments 2,375 — Loss on disposal of property and equipment 538 — Income from equity method investment (1,124 ) (4,714 ) Net deferred gross profit (loss) on sales to the JV (36 ) 7,666 Provision for deferred income taxes 624 156 Changes in assets and liabilities: Accounts receivable 11,520 13,356 Inventories (12,484 ) (9,109 ) Prepaid expenses and other assets (8,011 ) (2,542 ) Deferred cost of revenue 1,483 (912 ) Accounts payable 5,171 (18,674 ) Operating lease liabilities, net of operating lease right-of-use assets 963 620 Accrued compensation and accrued liabilities 7,665 (5,906 ) Customer advances (1,443 ) (2,440 ) Deferred revenues 6,996 7,405 Net cash (used in) provided by operating activities (6,981 ) 2,860 Cash flows from investing activities Purchases of property and equipment, net (5,861 ) (4,272 ) Capitalized costs for software to be sold (6,418 ) (4,251 ) Net cash used in investing activities (12,279 ) (8,523 ) Cash flows from financing activities Proceeds from the issuance of common stock to employees 665 1,627 Taxes paid related to net share settlement of equity awards (51 ) (90 ) Proceeds from Term Loan Facility — 150,000 Debt financing costs (1,142 ) (13,289 ) Paydown of 2026 Convertible Notes (18,000 ) (68,500 ) Borrowings under Delayed Draw Facility 18,250 — Paydown of Term Loan Facility (1,600 ) (64,000 ) Borrowings under Revolving Credit Facility 19,000 27,000 Repayments under Revolving Credit Facility (14,000 ) (37,000 ) Proceeds from the IEEPA Financing Agreement 6,607 — Payments of IEEPA refunds to third-party purchaser (2,752 ) — Net cash provided by (used in) financing activities 6,977 (4,252 ) Effect of exchange rate changes on cash, cash equivalents and restricted cash (1,084 ) 1,657 Net decrease in cash, cash equivalents and restricted cash (13,367 ) (8,258 ) Cash, cash equivalents and restricted cash at beginning of period 62,134 70,392 Cash, cash equivalents and restricted cash at end of period $ 48,767 $ 62,134 The accompanying notes are an integral part of these consolidated financial statements. 70 Table of Contents Accuray Incorporated Consolidated Statements of Cash Flows (continued) (in thousands) Years Ended June 30, 2026 2025 Supplemental Disclosure of Cash Flow Information Cash paid for income taxes $ 2,323 $ 3,870 Cash paid for interest $ 13,859 $ 9,737 Supplemental non-cash disclosure: Fair value of stock issued to settle Convertible Notes $ — $ 11,102 Fair value of warrants issued with debt $ 6,629 $ 21,105 Unpaid purchase of property and equipment at end of year $ 9 $ 888 Unpaid capitalized software costs at end of year $ — $ 258 Transfers from inventory to property and equipment $ 1,636 $ 3,709 Transfer of inventory to other assets $ (1,218 ) $ 1,218 Transfer of lease liabilities to leasehold improvements $ — $ 1,251 Transfer of other assets to property and equipment $ — $ 242 Financing obligation from uncollected IEEPA refunds $ 2,763 $ — Dividend receivable from joint venture $ 1,446 $ 2,453 The accompanying notes are an integral part of these consolidated financial statements. 71 Table of Contents Accuray Incorporated Notes to Consolidated Financial Statements Note 1. The Company and its Significant Accounting Policies The Company Accuray Incorporated (together with its subsidiaries, the “Company” or “Accuray”) designs, develops and sells advanced radiosurgery and radiation therapy systems for the treatment of tumors throughout the body. The Company is incorporated in Delaware and is headquartered in Madison, Wisconsin. The Company has primary offices in the United States, Switzerland, China, Hong Kong, and Japan, and conducts its business worldwide. Basis of Presentation and Principles of Consolidation The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All significant intercompany transactions and balances have been eliminated in consolidation. The accompanying consolidated financial statements have been prepared in accordance with United States generally accepted accounting principles (“U.S. GAAP”), pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”). Risks and Uncertainties The Company is subject to risks and uncertainties caused, directly or indirectly, by events with significant geopolitical and macroeconomic impacts, including, but not limited to, inflation; actions taken to counter inflation, including high interest rates; foreign currency exchange rate fluctuations; uncertainty and volatility in the banking and financial services sector; tightening credit markets; the conflicts in Russia-Ukraine, Iran, the Middle East and Southwest Asia, including the impact on global supply chains and oil prices as well as other geopolitical concerns, and increasing tension between China and the U.S., including with respect to Taiwan; uncertainty caused by the China anti-corruption campaign and timing of the China stimulus program; changes in government administration policy positions; imposition of tariffs on global imports and uncertainties regarding impact, retaliations and further escalation, including against other countries; and other factors that may emerge. The Company is also continuing to navigate supply chain and inflation challenges, both of which continue to be a significant headwind that affects the Company’s results of operations. The Company expects that the business of its customers and its own business will continue to be adversely impacted, directly or indirectly, by these macroeconomic and geopolitical issues. In addition, ongoing supply chain challenges and logistics costs, including difficulties in obtaining a sufficient supply of component materials and increased component costs, have adversely affected the Company's gross margins and net income (loss), and the Company currently expects that gross margins and net income (loss) will continue to be adversely affected by increased material costs and freight and logistics expenses through at least fiscal year 2027, and potentially longer. In addition, the Company expects inflation and the ongoing supply chain challenges and logistics costs to impact its cash from operations through at least fiscal year 2027. In addition, reduced budgets and lower capital deployment priority for radiotherapy equipment, along with longer customer installation timelines, in the United States have negatively impacted net revenue since fiscal year 2024 and we expect this will continue to affect us. The extent of the ongoing impact of these macroeconomic events on the Company’s business, the Company’s markets and on global economic activity, however, is uncertain and the related financial impact cannot be reasonably estimated with any certainty at this time. The Company’s past results may not be indicative of its future performance, and historical trends, including conversion of backlog to revenue, income (loss) from operations, net income (loss), net income (loss) per share and cash flows may differ materially. 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 5450(a)(1) (the “Bid Price Rule”) which requires listed securities to maintain a minimum bid price of $1.00 per share. The notification had no immediate effect on the listing of the Company’s common stock. Nasdaq 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. On August 4, 2026, Nasdaq notified the Company that it had been granted an additional 180-calendar-day period, or until February 2, 2027, to regain compliance with the Bid Price Rule. The extension was granted based on the Company’s satisfaction of the applicable requirements for continued listing, other than the bid price requirement, and the Company’s stated intention to cure the deficiency during the additional compliance period. If at any time prior to February 2, 2027, the closing bid price of the Company’s common stock is at least $1.00 per share for a minimum of ten consecutive business days, Nasdaq will provide written confirmation that the Company has regained compliance with the Bid Price Rule, subject to Nasdaq’s discretion. The Company submitted a transfer application and paid an application fee, and its common stock was transferred to The Nasdaq Capital Market effective as of the opening of business on August 6, 2026, and continues to trade under the symbol “ARAY”. The Company continues to evaluate alternatives to regain compliance, including a potential reverse stock split, and intends to regain compliance within the extended compliance period. There can be no assurance that the Company will be able to regain compliance with the Bid Price Rule or otherwise maintain compliance with Nasdaq’s continued listing requirements. The Company continues to critically review its liquidity and anticipated capital requirements in light of the significant uncertainty created by geopolitical and macroeconomic conditions. Based on the balance of the Company’s cash and cash equivalents, available debt facilities, current business plan and revenue prospects, the Company believes that it will have sufficient cash resources and anticipated cash flows to fund its operations for at least the next 12 months. The Company, however, is unable to predict with certainty the impact that geopolitical and macroeconomic conditions, including their effect on the global supply chain, inflation and foreign currency exchange rates, will have on its ability to maintain compliance with the covenants contained in the Financing Agreement (as defined below), including financial covenants regarding the consolidated fixed charge coverage ratio, consolidated leverage ratio and minimum liquidity requirements. Subsequent to June 30, 2026, the Company entered into a series of financing transactions designed to improve liquidity and provide additional financial flexibility, including the issuance of Series A Convertible Preferred Stock, the exchange of approximately $40.0 million of indebtedness, modifications to the Company’s Financing Agreement and revised covenant requirements. Management believes these actions materially improve the Company’s ability to satisfy its anticipated operating and debt service obligations over the next twelve months; however, uncertainties related to macroeconomic conditions, operating performance, future borrowing availability and the satisfaction of remaining transaction closing conditions continue to present risks to the Company’s business and liquidity. See Note 16, “Subsequent Events,” for additional information. 72 Table of Contents Failing to comply with the covenants to the Amended Financing Agreement could adversely affect the Company’s ability to finance its future operations or capital needs, withstand a future downturn in its business or the economy in general, engage in business activities, including future opportunities that may be in its interest, and plan for or react to market conditions or otherwise execute its business strategies. The Company’s ability to comply with the covenants and other terms governing the Financing Agreement will depend in part on its future operating performance. In addition, because substantially all of the Company’s assets are pledged as collateral under the Amended Financing Agreement, if the Company is not able to cure any default or repay outstanding borrowings, such assets are subject to the risk of foreclosure by the Company’s lenders. Failure to satisfy the covenants and other terms governing the Amended Financing Agreement in the future could cause the Company to be in default and the maturity of the related debt could be accelerated and become immediately payable. This may require the Company to obtain waivers or additional amendments to the Amended Financing Agreement in order to maintain compliance and there can be no certainty that any such waiver or amendment will be available, or what the cost of such waiver or amendment, if obtained, would be. If the Company is unable to obtain necessary waivers or amendments and the debt under the Amended Financing Agreement, is accelerated, the Company would be required to obtain replacement financing. There can be no assurance that the Company would be able to obtain replacement financing on acceptable terms, or at all, on a timely basis. There can be no assurance that the Company would be able to satisfy its obligations if any of its indebtedness is extended. There is no guarantee that the Company would be able to satisfy its obligations if any of its indebtedness is accelerated. Use of Estimates The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues, expenses, and related disclosures at the date of the financial statements. The Company assessed certain accounting matters that generally require consideration of forecasted financial information in context with the information reasonably available to the Company. Actual results could differ materially from those estimates. Foreign Currency The Company’s international subsidiaries use their local currencies as their functional currencies. For those subsidiaries, assets and liabilities are translated at exchange rates in effect at the balance sheet date and income and expense accounts at the average exchange rate. Resulting translation adjustments are excluded from the determination of net income or loss and are recorded in accumulated other comprehensive income (loss) as a separate component of stockholders’ equity. Net foreign currency exchange transaction gains or losses are included as a component of other expense, net, in the Company’s consolidated statements of operations and comprehensive income (loss). Cash, Cash Equivalents and Restricted Cash The Company considers currency on hand, demand deposits, time deposits, and all highly liquid investments with an original maturity of three months or less at the date of purchase to be cash and cash equivalents. Cash and cash equivalents are held in various financial institutions in the United States and internationally. Restricted cash primarily consists of cash collateral for its cash flow hedging program, cash collateral for U.S. custom bonds, cash held in bank accounts for certificates of deposit held as guarantees in connection with customer contracts and corporate leases, and funds held as guarantees for Value‑Added Tax (“VAT”) obligations in a foreign jurisdiction. Fair Value Measurements The carrying values of the Company’s financial instruments including cash equivalents, restricted cash, accounts receivable, and accounts payable, are approximately equal to their respective fair values due to the relatively short‑term nature of these instruments. The carrying values of the Term Loan Facility and Delayed Draw Facility approximate their fair values due to variable interest rate charged on the borrowings, which reprice frequently. The Company’s convertible debt is measured on a recurring basis. The Company’s Premium Warrants and Super Premium Warrants were recorded at their relative fair value in additional paid-in capital at the time of issuance, and its warrant liabilities are remeasured to their respective fair value each reporting period. See Note 6, Fair Value Measurements, of the notes to consolidated financial statements for further information. Concentration of Credit Risk and Other Risks and Uncertainties The Company’s cash and cash equivalents are primarily deposited with several major financial institutions. At times, deposits in these institutions exceed the amount of insurance provided on such deposits. The Company has not experienced any losses in such accounts and believes that it is not exposed to any significant risk on these balances. For the years ended June 30, 2026, and 2025, the JV represented 16% and 26%, respectively, of the Company’s total net revenue. For the years ended June 30, 2026, and June 30, 2025, respectively, the JV represented 14% and 33%, respectively, of the Company’s total net accounts receivables. The Company had no other customers who represented more than 10% of the Company’s total accounts receivables, as of such dates. Single‑source suppliers presently provide the Company with several components. In most cases, if a supplier was unable to deliver these components, the Company believes that it would be able to find other sources for these components subject to any regulatory qualifications, if required. Accounts Receivable Accounts receivable consists of amounts billed and unbilled from customers and are recorded at the invoiced amount. The Company performs ongoing credit evaluations of its customers and maintains reserves for potential credit losses based upon the expected collectability of all accounts receivable. Accounts receivables are deemed past due in accordance with the contractual terms of the agreement. The Company writes off accounts receivable when they are determined to be uncollectible. 73 Table of Contents Inventories Inventories are stated at the lower of cost (on a first‑in, first‑out basis) or net realizable value. Excess and obsolete inventories are written down based on historical sales and forecasted demand, as judged by management. Revenue Recognition The Company’s revenue consists of product revenue resulting from the sale of systems, system upgrades and service revenue. The Company accounts for a contract with a customer when there is a legally enforceable contract between the Company and its customer, the rights of the parties are identified, the contract has commercial substance, and collectability of the contract consideration is probable. The Company’s revenues are measured based on the consideration specified in the contract with each customer, net of any discounts and taxes collected from customers that are remitted to government authorities. The Company’s revenue is primarily derived from sales of CyberKnife and TomoTherapy platforms and services, which include post-contract customer support (“PCS”), installation services, training and other professional services. The majority of the Company’s revenue arrangements consist of multiple performance obligations, which can include system, upgrades, installation, training, services, construction, and consumables. For bundled arrangements, the Company accounts for individual products and services separately if a product or service is separately identifiable from other items in the bundled package and if a customer can benefit from it on its own or with other resources that are readily available to the customer. The Company’s products are generally sold without a right of return, and the Company’s contracts generally provide a fixed transaction price. The Company may offer incentives in the form of discounts, including volume system discounts, which are included in the contract and used to calculate the final fixed price of the arrangement. These discounts may pertain to all performance obligations in a specific contract or may be allocated to a specific performance obligation. The Company reviews payment terms extending beyond one year. If it is determined that a material financing component exists, we recognize this as interest income over time. The Company applies the practical expedient to not adjust for a material financing component if the gap between payment and delivery was expected, at the contract inception, to be less than one year. The Company offers customers the opportunity to trade in their older systems for a discount off the purchase of a new system. The Company generally does not provide specific trade-in prices or upgrade rights at the time of purchase of the original system. Trade-in or upgrade transactions are based on the fair value of the products when sold and are separately negotiated, taking into consideration circumstances existing at the time the trade-in or upgrade is delivered. Accordingly, implied trade-ins and upgrades discounts are not considered separate performance obligations in system sales agreements. During fiscal years 2026 and 2025, no fair value has been assigned to any of the systems that were traded-in. The stand-alone selling price (“SSP”) of performance obligations is determined based on observable prices at which the Company separately sells its products and services in similar circumstances and to similar customers. When SSP is not directly observable, the Company estimates SSP using methods that maximize the use of observable inputs and consider factors such as historical selling prices, customer class, geographic market, pricing practices, discounting trends, market conditions, and other entity-specific factors. The transaction price is allocated to each performance obligation based on its relative SSP at contract inception. Consideration, including the effects of discounts, is generally allocated to the separate performance obligations on a relative SSP basis. Contract modifications are evaluated in accordance with applicable revenue recognition guidance to determine whether the modification should be accounted for as a separate contract or as part of the existing contract. When a contract modification requires reallocation of consideration to remaining performance obligations, the Company uses the SSPs applicable at the modification date. The Company recognizes revenue for certain performance obligations at the point in time when control is transferred, such as the delivery and right to use the products and upgrades occurs. Service revenue is recognized over the term of the service period as the customer benefits from the services throughout the service period. Revenue related to services that are not part of a service contract and performed on a time-and-materials basis are recognized when performed. Service contracts comprise a single stand-ready performance obligation satisfied over time as the Company’s customers simultaneously receive and consume benefits from the Company’s performance. This performance obligation constitutes a series of services that are substantially the same and provided over time using the same measure of progress. Revenues derived from these arrangements are recognized over time using an output method based upon the passage of time as this provides a faithful depiction of the pattern of transfer of control. The Company recognizes an asset for the incremental costs of obtaining a contract with a customer when the Company expects to generate future economic benefits from the related revenue-generating contracts. The Company capitalizes incremental contract acquisition costs, and amortizes such costs over a five year period, the period which the Company expects to benefit, based on historical service renewal rates, and expectations of future customer renewals. Most of the Company’s contract costs are associated with its internal sales force compensation program and a portion of its employee bonus program. The Company capitalizes and amortizes the incremental costs of obtaining a contract, primarily related to certain bonuses and sales commissions. The capitalized bonuses and sales commissions are amortized over a period of five years commencing upon the initial transfer of control of the system to the customer. The pattern of amortization is commensurate with the pattern of transfer of control of the performance obligations to the customer. The amortization of these contract assets is included in cost of sales, research and development, sales and marketing, and general and administrative expenses based on department headcount allocations in the consolidated statements of operations. The Company elected to use the practical expedient and expense as incurred commissions related to service renewals and upgrades because the amortization period is one year or less. The Company invoices its customers based on the billing schedules in its sales arrangements. Payment terms generally vary from 30 to 90 days, or longer, from the date of invoice. Contract assets for the periods presented primarily represent the difference between the revenue that was recognized based on the relative standalone selling price of the related performance obligations satisfied, and the contractual billing terms. Deferred revenue for periods presented primarily relates to service contracts where the service fees are billed up-front, generally quarterly or annually, prior to services being performed. The associated deferred revenue is generally recognized over the term of the service period. The Company did not have any significant impairment losses on its contract assets for any period presented. 74 Table of Contents Deferred Revenue and Customer Advances Deferred revenue represents contract liabilities for amounts billed or collected from customers for which the related performance obligations have not yet been satisfied and, therefore, revenue has not yet been recognized. Deferred revenue primarily consists of deferred warranty, training, maintenance services, short-shipped items, and other products and services that have not yet been transferred to the customer. Service contracts outside of the warranty period are generally considered month-to-month contracts. Deferred revenue also includes amounts associated with warranty obligations expected to be recognized as revenue over the remaining warranty period for systems that have already been installed. Deferred revenue excludes transaction amounts associated with contracts or orders for which a contract liability has not been recorded as of the balance sheet date. Customer advances represent payments received from customers in advance of product shipment or satisfaction of other contractual performance obligations in accordance with the underlying contract terms. Property and Equipment Property and equipment are stated at cost and are depreciated using the straight‑line method over the estimated useful lives of the related assets. Leasehold improvements are depreciated on a straight‑line basis over the remaining term of the lease or the estimated useful life of the asset, whichever is shorter. Machinery and equipment are depreciated over five years. Furniture and fixtures are depreciated over four years. Computer and office equipment and computer software are depreciated over three years. Repairs and maintenance costs, which are not considered improvements and do not extend the useful life of the property and equipment, are expensed as incurred. Software Capitalization Costs Certain costs for the development of new software products and the substantial enhancements to existing software products for internal use are capitalized when it is considered probable that the software will be fully developed and used to perform its intended function. Capitalized costs for the development of internal use software are included in property, plant and equipment, net on the consolidated balance sheets. Capitalized costs for internal use software are amortized on a straight-line basis over its estimated useful life, which is generally five years. Costs related to the preliminary project stage, post-implementation, training and maintenance are expensed as incurred. Certain costs for the development of software the Company plans to sell, lease or market on its own or as part of another product is capitalized once technological feasibility is achieved. The Company will capitalize costs until the product is ready to be sold, at which time, it will amortize the capitalized costs over the estimated useful life. Costs for the development of software the Company plans to sell is recorded in Other assets on the consolidated balance sheets. Impairment of Long‑Lived Assets The Company reviews long-lived assets, including intangible assets, equity method investment in the JV, property and equipment, for impairment whenever events or changes in business circumstances indicate that the carrying amount of the assets may not be fully recoverable using pretax undiscounted cash flows. Impairment, if any, is measured as the amount by which the carrying value of a long-lived asset exceeds its fair value. Goodwill Goodwill is not amortized but is evaluated for impairment on an annual basis and when impairment indicators are present. The Company has assessed that it has one operating segment and one reporting unit, and the consolidated net assets, including existing goodwill and other intangible assets, are considered to be the carrying value of the reporting unit. The Company estimates the fair value of the reporting unit based on the Company’s 30-day average, 60-day average, and closing stock price on the closest to the annual review date multiplied by the outstanding shares as of period-end. If the carrying value of the reporting unit is in excess of its fair value, an impairment may exist, and the Company must perform the second step of the analysis, in which the estimated fair value of the goodwill is compared to its carrying value to determine the impairment charge, if any. If the estimated fair value of the reporting unit exceeds the carrying value of the reporting unit, goodwill is not impaired and no further analysis is required. The Company determined that a triggering event had occurred as of March 31, 2026, primarily due to a significant decline in its stock price during the third quarter of fiscal 2026, most notably in late March 2026, which resulted in a decrease in its market capitalization. Accordingly, the Company performed a quantitative goodwill impairment test as of March 31, 2026. The fair value of the reporting unit was estimated using a combination of the income approach, which incorporates projections of future revenues, expenses, and cash flows discounted to their present values, and the market approach. Based on the results of the quantitative impairment test, the estimated fair value of the reporting unit exceeded its carrying amount; therefore, no goodwill impairment charge was recorded. During the fourth quarter of fiscal 2026, the Company’s stock price continued to decline, with the most significant deterioration occurring during the final week of the fiscal year ended June 30, 2026. The decline in stock price further reduced the Company's market capitalization and did not recover within a reasonable period subsequent to year-end. As a result, the Company concluded that an additional triggering event had occurred as of June 30, 2026 and performed a second quantitative goodwill impairment test as of that date. Consistent with the March 31, 2026 assessment, the fair value of the reporting unit was estimated using a combination of the income approach and market approach. Based on the results of the June 30, 2026, quantitative impairment test, the estimated fair value of the reporting unit exceeded its carrying amount and, accordingly, no goodwill impairment charge was recorded. Therefore, no impairment of goodwill was identified during the fiscal years ended June 30, 2026 and 2025. Shipping and Handling The Company’s billings for shipping and handling for product shipments to customers are included in cost of products. Shipping and handling costs incurred for inventory purchases are capitalized in inventory and expensed in cost of products. 75 Table of Contents Research and Development Costs Costs related to research, design and development of products are charged to research and development expense as incurred. These costs include direct compensation, benefits, and other headcount related costs for research and development personnel, costs for materials used in research and development activities, costs for outside services, and allocated portions of facilities and other corporate costs. The Company has entered into research and clinical study arrangements with selected hospitals, cancer treatment centers, academic institutions and research institutions worldwide. These agreements support the Company’s internal research and development capabilities. Share‑Based Compensation The Company issues share‑based compensation awards to employees and directors in the form of stock options, restricted stock units (“RSUs”), restricted stock awards (“RSAs”), performance stock units (“PSUs”), performance stock awards (“PSAs”) and employee stock purchase plan (“ESPP”) awards (collectively, “awards”). The exercise price of stock options granted is equal to the market value of the Company’s common stock on the date of grant. Share‑based compensation for stock options and ESPP awards are measured on the date of grant using a Black‑Scholes option pricing model. Share‑based compensation expense for RSUs and PSUs is measured based on the value of the Company’s common stock on the date of grant. The Company measures and recognizes compensation expense for all stock‑based awards based on the awards’ fair value. Share‑based compensation expense for stock options, RSUs, and the ESPP awards is recognized on a straight‑line basis over the service period of the award. Share-based compensation expense for PSUs is recognized on a straight-line basis over the period of time for the performance conditions to be satisfied and only for those awards expected to vest. Forfeitures are recorded as they occur. Warrants The Company has issued warrants to the lenders of its long-term debt (See Note 9.“Stockholders’ Equity” for more information).The Company accounts for warrants as either equity-classified or liability-classified instruments based on an assessment of the warrant’s specific terms and applicable authoritative guidance in Distinguishing Liabilities from Equity ASC 480 (“ASC 480”) and Derivatives and Hedging ASC 815 (“ASC 815”). The assessment considers whether the warrants are freestanding financial instruments pursuant to ASC 480, meet the definition of a liability pursuant to ASC 480, and whether the warrants meet all of the requirements for equity classification under ASC 815, including whether the warrants are indexed to the Company’s own common stock, among other conditions for equity classification. This assessment, which requires the use of professional judgment, is conducted at the time of warrant issuance and as of each subsequent quarterly period end date while the warrants are outstanding. For issued warrants that meet all of the criteria for equity classification, the warrants are recorded at their relative fair value in additional paid-in capital at the time of issuance. For issued warrants that do not meet all the criteria for equity classification, the warrants are required to be recorded at their initial fair value on the date of issuance, and remeasured at each balance sheet date thereafter. In accordance with the guidance contained in ASC 815, the Premium Warrants and Super Premium Warrants qualify for equity treatment. The fair value of the Premium Warrants and Super Premium Warrants was estimated using a Black-Scholes method. The Penny Warrants do not qualify as equity and are recorded as a liability at fair value. Changes in the estimated fair value of the Penny Warrants are recognized as a non-cash gain or loss on the statements of operations and comprehensive income (loss). Accounting guidance dictates that shares issuable for little or no cash consideration upon the satisfaction of certain conditions shall be considered outstanding common shares and included in the computation of basic earnings per share. Since the Penny Warrants are issuable for little or no consideration, they are considered outstanding and are included in the weighted average shares to calculate basic and diluted earnings per share for the year ended June 30,2026. Approximately 7.4 million and 0.4 million Penny Warrant shares are included in the weighted average shares to calculate basic and diluted earnings per share during the years ended June 30, 2026, and 2025, respectively. As of June 30, 2026, no warrants have been exercised. On July 29, 2026, the Company entered into the Securities Purchase Agreement, pursuant to which, subject to the satisfaction of certain closing conditions, certain existing investors agreed, among other things, to cancel certain existing warrants held by such investors, including warrants previously issued in connection with the Financing Agreement. In connection with the Securities Purchase Agreement, the Company entered into Amendment No. 3 to the Financing Agreement, pursuant to which the Company issued additional warrants that provide for the purchase of approximately 15.3 million shares of the Company's common stock at an exercise price of $0.01 per share. Because these transactions occurred subsequent to June 30, 2026, they are not reflected in the warrants outstanding as of June 30, 2026, or in the computation of basic and diluted earnings per share for fiscal 2026. See Note 16, Subsequent Events, for additional information. Loss Contingencies The Company is involved in various lawsuits, claims and proceedings that arise in the ordinary course of business. The Company records a provision for a liability when it believes that it is both probable that a liability has been incurred and the amount can be reasonably estimated. Significant judgment is required to determine both probability and the estimated amount. The Company reviews these provisions quarterly and adjusts these provisions to reflect the impact of negotiations, settlements, rulings, advice of legal counsel, and updated information. Earnings Per Common Share Basic earnings per share is computed based on the weighted average number of shares of common stock and warrants outstanding during the period. Diluted earnings per share is computed based on the weighted average number of shares of common stock plus the effect of dilutive potential common shares outstanding during the period. Dilutive potential common shares include outstanding share awards. Potentially dilutive shares of the Company’s common stock are excluded from the computation of diluted net loss per share for loss periods presented because including them would have been anti-dilutive. Dilutive earnings per share is the same as basic earnings per share for the periods in which the Company had a net loss because the inclusion of outstanding common stock would be anti-dilutive. A reconciliation of the numerator and denominator used in the calculation of basic and diluted net loss per share attributable to stockholders is as follows (in thousands): Years Ended June 30, 2026 2025 Numerator: Net loss used to compute basic and diluted loss per share $ (49,194 ) $ (1,591 ) Denominator: Weighted average shares used to compute basic and diluted loss per share 122,635 102,768 Basic and dilutive net loss per share $ (0.40 ) $ (0.02 ) Anti-dilutive share-based awards, excluded 12,814 12,236 Anti-dilutive warrants 27,557 17,181 76 Table of Contents Leases The Company is the lessee in a lease contract when the Company obtains the right to use the asset. Operating leases are included in the line items right-of-use assets, lease liabilities, current, and lease liabilities, long-term in the consolidated balance sheet. Right-of-use asset represents the Company’s right to use an underlying asset for the lease term and lease obligations represent the Company’s obligations to make lease payments arising from the lease, both of which are recognized based on the present value of the future minimum lease payments over the lease term at the commencement date. Leases with a lease term of 12 months or less at inception are not recorded on the consolidated balance sheet and are expensed on a straight-line basis over the lease term in the consolidated statements of operations. The Company determines the lease term by agreement with lessor, including lease renewal and extension. As the leases do not provide an implicit interest rate, the Company uses its incremental borrowing rate based on the information available at commencement date in determining the present value of future payments. The Company elected a practical expedient to account for lease and non-lease components together as a single lease component. Equity Method Investment The Company has an equity investment in CNNC Accuray (Tianjin) Medical Technology Co. Ltd., the Company’s JV. The Company applies the equity method of accounting to its ownership interest in the JV as the Company has the ability to exercise significant influence over the JV but lacks controlling financial interest and is not the primary beneficiary. The Company's investment in the JV is measured at cost and adjusted for the Company’s share of the JV's income or loss, intra-entity profits, dividend distributions, currency translation adjustments, and impairments, if any. The Company recognizes its proportionate share of income or loss from the JV on a one-quarter lag due to the timing of the availability of the JV’s financial records. Profit earned by the Company from the JV is eliminated through cost of goods sold until it is realized; such profits would generally be considered realized when the inventory has been sold through to third parties. The JV's equity method goodwill is not amortized but is evaluated for impairment on an annual basis and when impairment indicators are present. The Company’s impairment analysis considers qualitative and quantitative factors that may have a significant impact on the JV's fair value. Qualitative factors include the investee's financial condition and business outlook, industry and sector performance, operational and financing cash flow activities, and other relevant factors affecting the JV. When indicators of impairment exist, we prepare quantitative assessments of the fair value of the Company’s non-marketable equity investments, which require judgment and the use of estimates, including discount rates, investee revenue and costs, and comparable market data, among others. Income Taxes The Company is required to estimate its income taxes in each of the tax jurisdictions in which it operates prior to the completion and filing of tax returns for such periods. This process involves estimating actual current tax expense together with assessing temporary differences in the treatment of items for tax purposes versus financial accounting purposes that may create net deferred tax assets and liabilities. The Company accounts for income taxes under the asset and liability method, which requires, among other things, that deferred income taxes be provided for temporary differences between the tax bases of the Company’s assets and liabilities and their financial statement reported amounts. In addition, deferred tax assets are recorded for the future benefit of utilizing net operating losses, research and development credit carryforwards and other deferred tax assets. The Company records a valuation allowance to reduce its deferred tax assets to the amount the Company believes is more likely than not to be realized. Because of the uncertainty of the realization of the deferred tax assets, the Company has recorded a full valuation allowance against its domestic and certain foreign net deferred tax assets. The calculation of unrecognized tax benefits involves dealing with uncertainties in the application of complex global tax regulations. Management regularly assesses the Company’s tax positions in light of legislative, bilateral tax treaty, regulatory and judicial developments in the countries in which the Company does business. The Company anticipates there will be no material changes in uncertain tax positions in the next 12 months. Effective July 1, 2025, the Company adopted ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. As a result of the adoption, the Company expanded its annual income tax disclosures, including enhanced disaggregation of the effective tax rate reconciliation, pretax income by jurisdiction, and income taxes paid by jurisdiction, where applicable. The adoption did not impact the recognition or measurement of income tax balances and had no effect on the Company’s consolidated financial position, results of operations or cash flows. 77 Table of Contents Accumulated Other Comprehensive Income (Loss) The components of comprehensive income (loss) consist of net income (loss), unrealized gain (loss) from cash flow hedges, changes in foreign currency exchange rate translation, and net changes related to a defined benefit pension plan. The unrealized gains or losses on cash flow hedge instruments results from changes in our cash flow hedging arrangements. The changes in foreign currency exchange rate translation and net changes related to the defined benefit pension plan are excluded from earnings and reported as a component of stockholders’ equity. The foreign currency translation adjustment results from those subsidiaries not using the United States dollar as their functional currency since the majority of their economic activities are denominated in their applicable local currency. Accordingly, all assets and liabilities related to these operations are translated at the current exchange rates at the end of each period, whereas revenues and expenses are translated at average exchange rates in effect during the period. The resulting cumulative translation adjustments are recorded directly to the accumulated other comprehensive loss account in stockholders’ equity. Recent Accounting Pronouncements Accounting Pronouncements - Adopted In December 2023, the FASB issued ASU 2023-09 to improve the transparency and usefulness of income tax disclosures. The accounting standard expands disclosures to the entity’s income tax rate reconciliation table and requires cash taxes paid disaggregated by jurisdiction. The accounting standard was adopted for this Annual Report on Form 10-K on a prospective basis. See Note 12. Income Taxes, for more information. Accounting Pronouncements - Not Yet Effective In November 2024, the Financial Accounting Standards Board (“FASB”) issued accounting standard update (“ASU”) 2024-03 requiring additional disclosure of the nature of expenses included in the income statement. The new standard requires disclosures about specific types of expenses included in the expense captions presented on the face of the income statement as well as disclosures about selling expenses. The update is effective for annual periods beginning after December 15, 2026. The Company plans to adopt ASU 2024-03 on July 1, 2027. The requirements will be applied prospectively with the option for retrospective application. Early adoption is permitted. The Company is currently assessing the impact of adopting the updated provisions. In March 2025, the FASB issued ASU 2025-05, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses for Accounts Receivable and Contract Assets. The standard simplifies the application of the current expected credit loss ("CECL") model for trade accounts receivable and contract assets by providing a practical expedient for estimating expected credit losses. The amendments are intended to reduce the cost and complexity associated with applying CECL while maintaining decision-useful information for financial statement users. The update is effective for fiscal years beginning after December 15, 2025, including interim periods within those fiscal years, with early adoption permitted. The Company is currently evaluating the impact that adoption of ASU 2025-05 will have on its consolidated financial statements and related disclosures. Note 2. Revenue Contract Balances The timing of revenue recognition, billings, and cash collections results in trade receivables, unbilled receivables, and deferred revenues on the consolidated balance sheets. The Company may offer longer or extended payment terms of more than one year for qualified customers in some circumstances. At times, revenue recognition occurs before the billing, resulting in an unbilled receivable, which represents a contract asset. The contract asset is a component of accounts receivable and other assets for the current and non-current portions, respectively. When the Company receives advances or deposits from customers before revenue is recognized, this results in a contract liability. It can take two or more years from the time of order to revenue recognition due to the Company’s long sales cycle. Changes in the contract assets and contract liabilities are as follows (dollars in thousands): Change June 30, 2026 June 30, 2025 $ % Contract assets: Unbilled accounts receivable – current (1) $ 11,286 $ 11,823 (537 ) (5 ) Interest receivable – current (2) 113 284 (171 ) (60 ) Long-term accounts receivable (3) 2,745 3,777 (1,032 ) (27 ) Interest receivable – non-current (3) 130 172 (42 ) (24 ) Contract liabilities: Customer advances 10,401 12,197 (1,796 ) (15 ) Deferred revenue – current 82,813 82,306 507 1 Deferred revenue – non-current 28,530 26,566 1,964 7 (1) Included in accounts receivable on the consolidated balance sheets (2) Included in prepaid expenses and other current assets on the consolidated balance sheets (3) Included in other assets on the consolidated balance sheets 78 Table of Contents During the year ended June 30, 2026, contract assets changed primarily due to changes in the timing of billings that occurred after revenues were recognized, and changes in transactions with payment terms exceeding 12 months. During the year ended June 30, 2026, contract liabilities changed due to changes in the timing of revenue recognition as a result of changes in shipping timing, modifications to the transaction price, reduced customer deposits for system sales, and for which the warranty was deferred. During the years ended June 30, 2026 and June 30, 2025, the Company recognized revenues of $64.0 million and $62.4 million, respectively, which were included in the deferred revenue balances at June 30, 2025, and June 30, 2024, respectively. Remaining Performance Obligations Remaining performance obligations represent the aggregate amount of transaction price allocated to performance obligations that are unsatisfied, or partially unsatisfied. Service contracts that are considered cancellable are generally considered 30 to 60 day contracts and are not included in the remaining performance obligations below. As of June 30, 2026, total remaining performance obligations amounted to $60.7 million. Of this total amount, $49.4 million related to performance obligations for warranties, which is the estimated revenue expected to be recognized over the warranty period for systems that have been delivered (the time bands reflect management’s best estimate of when the Company will transfer control to the customer and may change based on timing of shipment, readiness of customers’ facilities for installation, installation requirements, and availability of products). The Company has elected the practical expedient to not disclose the unsatisfied performance obligations of contracts with an original expected duration of one year or less. The following table represents the Company’s expected revenue recognition based on the remaining performance obligations for warranties as of June 30, 2026 (in thousands): Fiscal years of revenue recognition 2027 2028 2029 Thereafter Warranty remaining performance obligations $ 23,610 $ 17,286 $ 5,860 $ 2,605 The Company expects to recognize as revenue the significant majority of the additional $11.3 million of remaining performance obligations, which are primarily related to deferred training and system installations, over the next 12 months. The Company also has open system orders, upgrade sales orders, and customer credits that are excluded from the above remaining performance obligation balances primarily because they do not include substantive termination penalties at order execution and therefore do not meet the definition of a remaining performance obligation in accordance with ASC 606, Revenue from Contracts with Customers. The contract inception date in accordance with Step 1 of ASC 606 for these system and upgrade sales orders has been determined to be shortly before shipment of the system, when the customer becomes obligated to pay the non-refundable contract balance. Capitalized Contract Costs As of June 30, 2026, and 2025, the balance of capitalized costs to obtain a contract was $4.6 million and $7.3 million, respectively. The Company has classified the capitalized costs to obtain a contract as a component of prepaid expenses and other current assets and other assets with respect to the current and non-current portions of capitalized costs, respectively, on the consolidated balance sheets. Years Ended June 30, 2026 2025 Capitalized contract costs $ 414 $ 852 Amortization of capitalized contract costs 2,008 2,726 Impairment loss on capitalized contracts 738 421 Note 3. Supplemental Financial Information Consolidated Balance Sheets Financing receivables A financing receivable is a contractual right to receive money, on demand or on fixed or determinable dates, that is recognized as an asset on the Company’s balance sheets. The Company’s financing receivables, consisting of its accounts receivable with contractual maturities of more than one year, are included in other assets on the consolidated balance sheets. The Company evaluates the credit quality of a customer at contract inception and monitors credit quality over the term of the underlying transactions. The Company performs a credit analysis for all new orders and reviews payment history, current order backlog, financial performance of the customers and other variables that augment or mitigate the inherent credit risk of a particular transaction. Such variables include the underlying value and liquidity of the collateral, the essential use of the equipment, the contract term and the inclusion of credit enhancements, such as guarantees, letters of credit or security deposits. Actual cash collections may differ from the contracted maturities due to early customer buyouts, refinancing, or defaults. The Company classifies accounts as high risk when it considers the financing receivable to be impaired or when management believes there is a significant near‑term risk of non‑payment. The Company performs an assessment each quarter on the allowance for credit losses related to its financing receivables. 79 Table of Contents A summary of the Company’s financing receivables is presented as follows (in thousands): June 30, 2026 June 30, 2025 Financing receivable $ 4,762 $ 3,842 Allowance for credit losses — — Total, net $ 4,762 $ 3,842 Reported as: Current $ 3,508 $ 1,082 Non-current 1,254 2,760 Total, net $ 4,762 $ 3,842 Inventories Inventories consisted of the following (in thousands): June 30, 2026 June 30, 2025 Raw materials $ 50,378 $ 49,001 Work-in-process 14,758 14,844 Finished goods 81,939 77,175 Total inventories $ 147,075 $ 141,020 The Company’s inventories on the consolidated balance sheets are net of reserves. Prepaid and Other Current Assets Prepaid and other current assets consisted of the following (in thousands): June 30, 2026 June 30, 2025 Value added tax receivables $ 8,147 $ 11,381 Prepaid commissions 2,904 4,388 Capitalized contract costs 1,689 1,949 Prepaid dues and receivables 3,410 2,908 Duty drawback receivables 4,263 4,258 IEEPA refund receivables 3,838 — Income tax receivable 735 841 Debt financing costs 170 470 Derivative asset 1,697 — Dividend receivable from JV 1,446 2,453 Other prepaid assets 2,409 2,652 Other current assets 1,075 2,201 Total prepaid and other current assets $ 31,783 $ 33,501 IEEPA refund receivables represent amounts recoverable from U.S. Customs and Border Protection (“CBP”) under the International Emergency Economic Powers Act (“IEEPA”). On April 21, 2026, the Company submitted approximately $8.9 million previously paid tariff refund claims, which were reported by CBP as having an accepted submission status. As of June 30, 2026, an additional $0.4 million of interest was reported by the CBP, resulting in a total refund claim balance of approximately $9.3 million. As of June 30, 2026, the Company had received $5.5 million of cash refunds, including interest, which the Company is obligated to pay to the third-party purchaser of these refund rights within five business days. As of June 30, 2026, all previously submitted claims remained in liquidation status. Based on its assessment of the underlying claims and the status of the refund process, the Company concluded that recovery of the previously paid IEEPA tariffs was probable and reasonably estimable. Accordingly, the Company recorded an IEEPA refund receivable of approximately $3.8 million as of June 30, 2026, representing the $9.3 million of approved refund claims, including interest, net of $5.5 million of refunds received as of that date. Debt financing costs are related to the revolving credit facility included in the Financing Agreement (see Note 7. Debt, for more information). 80 Table of Contents Property and Equipment, net Property and equipment, net consisted of the following (in thousands): June 30, 2026 June 30, 2025 Machinery and equipment $ 49,115 $ 49,147 Leasehold improvements 34,173 32,491 Software 11,606 11,534 Computer and office equipment 6,537 6,797 Furniture and fixtures 1,783 1,959 Construction in progress 4,715 4,641 Total property and equipment 107,929 106,569 Less: Accumulated depreciation (80,613 ) (77,911 ) Total property and equipment, net $ 27,316 $ 28,658 Depreciation expense related to property and equipment was $6.7 million, and $6.1 million during the years ended June 30, 2026, and 2025, respectively. Goodwill Activity related to goodwill consisted of the following (in thousands): As of June 30, 2026 2025 Balance at the beginning of the period $ 57,802 $ 57,672 Currency translation adjustment 109 130 Balance at the end of the period $ 57,911 $ 57,802 The Company performed its annual goodwill impairment test in the quarter ended December 31, 2025, and determined that there was no impairment to goodwill. The Company determined that a triggering event occurred due to a significant decline in its stock price, most notably in late March 2026, which resulted in a decrease in its market capitalization and as a result, on March 31, 2026, the Company performed a quantitative goodwill impairment test. The fair value of goodwill in the quantitative impairment test was determined using a combination of an income approach, which estimates fair value based upon projections of future revenues, expenses, and cash flows discounted to their respective present values, and a market approach. The quantitative impairment test determined that the fair value of its reporting unit exceeded its respective carrying amount and therefore no goodwill impairment was recorded. During the fourth quarter of fiscal 2026, the Company’s stock price continued to decline, with the most significant deterioration occurring during the final week of the fiscal year ended June 30, 2026. The decline in stock price further reduced the Company’s market capitalization and did not recover within a reasonable period subsequent to year-end. As a result, the Company concluded that an additional triggering event had occurred as of June 30, 2026 and performed a second quantitative goodwill impairment test as of that date. Consistent with the March 31, 2026 assessment, the fair value of the reporting unit was estimated using a combination of the income approach and market approach. Based on the results of the June 30, 2026 quantitative impairment test, the estimated fair value of the reporting unit exceeded its carrying amount and, accordingly, no goodwill impairment charge was recorded. Therefore, no impairment of goodwill was identified during the fiscal years ended June 30, 2026 and 2025. Other Assets Other assets consisted of the following (in thousands): June 30, 2026 June 30, 2025 Capitalized software costs to be sold $ 13,888 $ 10,252 Capitalized contract costs 2,955 5,359 Long-term accounts receivable 2,745 3,777 Deferred tax asset 427 756 Debt financing costs 499 669 Purchased intangible assets, net — 15 Duty drawback receivables 3,611 — Other long-term assets 6,478 3,615 Total other assets $ 30,603 $ 24,443 Duty drawback receivables are amounts due from U.S. Customs and Border Protection under Section 301, Section 122 and other customs programs. During fiscal 2026, based on updated information and developments related to the status and expected timing of collection of certain claims, the Company reassessed its estimate of when the related amounts are expected to be realized. As a result, a portion of all duty drawback receivables were classified as long-term as of June 30, 2026. This reclassification reflects a change in estimate regarding the expected timing of collection. The amortization expense or amounts written down to net realizable value for the capitalized software costs to be sold during the year ended June 30, 2026 was $1.2 million. There was no amortization expense or amounts written down to net realizable value for the year ended June 30, 2025. The Company did not identify any triggering events that would indicate a potential impairment of its definite-lived intangible and long-lived assets as of June 30, 2026. Debt financing costs are related to the $20 million revolving credit facility included in the Financing Agreement (see Note 7. Debt, for more information). 81 Table of Contents Other Accrued Liabilities Other accrued liabilities consisted of the following (in thousands): June 30, 2026 June 30, 2025 Value added tax liabilities $ 8,860 $ 12,408 Commissions due to third parties — 573 Refunds due to customers 4,465 3,581 Accrued royalties 3,312 3,082 Accrued consulting 2,409 1,648 Interest payable 1,396 967 Income tax payable 331 973 Payable to purchaser of IEEPA refund rights 3,838 — Other liabilities 7,624 6,129 Total other accrued liabilities $ 32,235 $ 29,361 On April 13, 2026, the Company entered into a participation agreement with a third party pursuant to which it agreed to transfer its rights to refunds of previously paid tariffs imposed under the International Emergency Economic Powers Act (“IEEPA”). Under the terms of the agreement, the third party paid $6.6 million in exchange for approximately $9.3 million of asserted refund claims, including interest. The transaction did not qualify for derecognition under ASC 860, Transfers and Servicing, and was therefore accounted for as a financing arrangement. Accordingly, the $6.6 million of proceeds received was recognized as a liability. The Company is required to remit any IEEPA tariff refunds received, including related interest, to the third-party purchaser within five business days of receipt. Financing costs associated with the arrangement are recognized using the effective interest method, which accretes the initial liability to the expected amount payable upon settlement of the underlying refund claims. During the fourth quarter of fiscal 2026, the Company recognized $2.4 million of financing costs, increasing the carrying amount of the liability from the initial proceeds of $6.6 million to the estimated settlement amount of $9.0 million. As of June 30, 2026, the Company recorded an aggregate liability of $6.6 million related to IEEPA tariffs. This amount consisted of $2.8 million of refunds received that had not yet been remitted to the third-party purchaser, which was included in accounts payable, and $3.8 million of estimated refunds for amounts not yet received, which was included in other accrued liabilities. Consolidated Statements of Operations Interest expense consisted of the following (in thousands) Years Ended June 30, 2026 2025 Contractual interest coupon $ (14,288 ) $ (10,221 ) Accrued paid-in-kind interest (9,704 ) (616 ) Amortization for financing costs and discount for warrants issued to lenders (8,088 ) (1,439 ) Other (825 ) (678 ) Total interest expense $ (32,905 ) $ (12,954 ) Other income (expense), net, consisted of the following (in thousands): Years Ended June 30, 2026 2025 Interest income $ 819 $ 1,192 Foreign currency exchange gain 5,496 1,573 Costs for foreign currency forward contracts (1,593 ) (2,376 ) Other, net 289 170 Total other income, net $ 5,011 $ 559 Note 4. Leases The Company has operating leases for corporate offices and warehouse facilities worldwide. Additionally, the Company leases cars and copy machines that are considered operating leases. Some of the Company’s leases are non-cancellable operating lease agreements with various expiration dates through August 2035. Certain lease agreements include options to renew or terminate the lease, which are not reasonably certain to be exercised, and therefore are not factored into the determination of lease payments. The following table provides information related to the Company’s operating leases (in thousands): Years Ended June 30, 2026 2025 Operating lease costs (1) $ 8,853 $ 8,980 Short-term operating lease costs 473 286 Cash paid for amounts included in the measurement of lease liabilities 8,949 8,011 (1) Excludes expenses related to short-term lease operating costs. 82 Table of Contents Operating lease right-of-use assets and operating lease obligations are represented in the table below (in thousands): June 30, 2026 June 30, 2025 Beginning balance operating lease right-of-use assets $ 33,115 $ 33,773 Lease assets added 495 4,624 Lease impairments (848 ) - Amortization for the year (5,250 ) (5,282 ) Ending balance operating lease right-of-use assets $ 27,512 $ 33,115 Beginning balance operating lease obligations $ 39,857 $ 38,591 Lease liabilities added 333 5,726 Repayment and interest accretion (4,186 ) (4,460 ) Ending balance operating lease obligations $ 36,004 $ 39,857 Current portion of operating lease obligations $ 8,236 $ 7,375 Noncurrent portion of operating lease obligations $ 27,768 $ 32,482 The weighted-average remaining lease term and weighted-average discount rate for operating leases were as follows: June 30, 2026 June 30, 2025 Weighted average remaining lease term (in years) 7.5 7.8 Weighted average discount rate 10.5 % 10.4 % Maturities of operating lease liabilities as of June 30, 2026, are presented in the table below (in thousands): Year Ending June 30, Amount 2027 $ 8,511 2028 7,032 2029 5,393 2030 4,978 2031 5,387 Thereafter 20,375 Total operating lease payments 51,676 Less: imputed interest (15,672 ) Present value of operating lease liabilities $ 36,004 Note 5. Derivative Financial Instruments The Company measures all derivatives at fair value on the consolidated balance sheets. The accounting for gains and losses resulting from changes in the fair value of those derivatives depends upon the use of the derivative and whether it qualifies for hedge accounting are as follows (in thousands): June 30, 2026 June 30, 2025 Balance sheet location Fair Value Derivative Assets Designated as Hedges Foreign currency exchange contracts Other current and prepaid assets $ 1,652 $ — Foreign currency exchange contracts Other assets 22 — Total asset derivatives $ 1,674 $ — Derivative Liabilities Designated as Hedges Foreign currency exchange contracts Accrued liabilities $ 16 $ — Foreign currency exchange contracts Long-term other liabilities 55 — Total liability derivatives $ 71 $ — As of June 30, 2026 and June 30, 2025 the fair value of the Company’s derivatives not designated as hedging instruments were not material. The Company records its derivative financial instruments on a gross basis within the consolidated balance sheets. Cash Flow Hedging Arrangements The Company uses foreign currency forward contracts designated as cash flow hedges to manage its exposure to the variability of future cash flows that are denominated in a foreign currency. For derivative instruments designated as cash flow hedges, the derivative’s gain or loss is initially reported as a component of accumulated other comprehensive loss and subsequently reclassified into income in the same period or periods in which the hedged item affects earnings. In order for the Company to receive hedge accounting treatment, the cash flow hedge must be highly effective in offsetting changes in the fair value of the hedged item and the relationship between the hedging instrument and the associated hedged item must be formally documented at the inception of the hedge relationship. Hedge effectiveness is formally assessed, both at hedge inception and on an ongoing basis, to determine whether the derivatives used in hedging transactions are highly effective in offsetting changes in the value of the hedged items and whether they are expected to continue to be highly effective in future periods. 83 Table of Contents The Company formally documents relationships between hedging instruments and associated hedged items. This documentation includes: identification of the specific foreign currency asset, liability or forecasted transaction being hedged; the nature of the risk being hedged; the hedge objective; and the method of assessing hedge effectiveness. If an anticipated transaction is deemed no longer likely to occur, the corresponding derivative instrument is de-designated as a hedge and any associated unrealized gains and losses in accumulated other comprehensive loss are recognized in income or expense at that time. Any future changes in the fair value of the instrument are recognized in current income or expense. The Company is required to maintain a minimum cash collateral balance of $2.0 million for its outstanding cash flow hedge derivatives to fund the anticipated settlement of its open positions. As of June 30, 2026, the Company has $2.0 million in cash collateral for its cash flow hedge derivatives recorded in long-term restricted cash on the consolidated balance sheets. The notional amount of the Company’s foreign currency forward contracts that were entered into to hedge forecasted revenues and designated as cash flow hedges (in thousands): June 30, 2026 June 30, 2025 Euro $ 30,718 $ — Japanese Yen 24,650 — Total $ 55,368 $ — The amount of the gains and losses on derivative instruments designated as cash flow hedges and the classification of those gains and losses within the consolidated financial statements were as follows (in thousands): Foreign currency exchange contracts Years Ended June 30, 2026 2025 Gain recognized in accumulated other comprehensive loss $ 3,010 $ — Amount of (gain) reclassed from accumulated other comprehensive loss to net loss (1,407 ) — Total $ 1,603 $ — Gains and losses reclassified from accumulated other comprehensive loss are recorded in other income and expense on the Company’s statement of operations and comprehensive loss. During the year ended June 30, 2026, the gains and losses recognized due to the de-designation of cash flow hedge contracts were not significant. As of June 30, 2026 the amount that will be reclassified from accumulated other comprehensive loss to earnings within the next twelve months is $1.6 million. As of June 30, 2026 outstanding cash flow hedges will mature within the next eighteen months. Balance Sheet Hedging Arrangements The Company utilizes foreign currency forward contracts with reputable financial institutions to manage its exposure of fluctuations in foreign currency exchange rates on certain intercompany balances and foreign currency denominated cash, customer receivables and liabilities. The Company does not use derivative financial instruments for speculative or trading purposes. These forward contracts are not designated as hedging instruments for accounting purposes. The periods of these forward contracts range up to approximately three months and the notional amounts are intended to be consistent with changes in the underlying exposures. The Company intends to exchange foreign currencies for U.S. Dollars at maturity. The Company enters into forward currency exchange contracts to hedge its overseas operating expenses and other liabilities when deemed appropriate. The notional amount of the Company’s outstanding forward currency exchange contracts consisted of the following (in thousands): As of June 30, 2026 2025 Swiss Franc $ 32,485 $ 7,438 Japanese Yen 2,182 8,700 Euro $ 12,279 $ 11,431 Indian Rupee 1,488 7,485 Chinese Yuan $ 5,925 $ 5,491 Korean Won 1,470 1,306 Canadian Dollar $ 1,059 $ — British Pound — 1,617 Total outstanding forward currency exchange contracts $ 56,888 $ 43,468 84 Table of Contents The Company entered into the foreign currency forward contracts on June 30, 2026 and June 30, 2025. There is no significant change in the Company’s mark-to-market analysis, and therefore, there was no amount recorded on the balance sheets. Gains and losses on the Company’s foreign currency forward contracts are recorded in Other expense, net, on the Company’s consolidated statements of operations and comprehensive income (loss). The following table provides information about the gain or loss associated with the Company’s derivative financial instruments not designated as hedging instruments (in thousands): Years Ended June 30, 2026 2025 Foreign currency exchange gain on forward contracts $ 130 $ 655 Foreign currency exchange gain on cash flow hedges 2,052 — Total $ 2,182 $ 655 Note 6. Fair Value Measurements Fair value is an exit price representing the amount that would be received to sell an asset or paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The fair value hierarchy contains three levels of inputs that may be used to measure fair value, as follows: Level 1— Unadjusted quoted prices that are available in active markets for the identical assets or liabilities at the measurement date. Level 2— Other observable inputs available at the measurement date, other than quoted prices included in Level 1, either directly or indirectly, including: • Quoted prices for similar assets or liabilities in active markets; • Quoted prices for identical or similar assets in non-active markets; • Inputs other than quoted prices that are observable for the asset or liability; and • Inputs that are derived principally from or corroborated by other observable market data. Level 3— Unobservable inputs that cannot be corroborated by observable market data and require the use of significant management judgment. These values are generally determined using pricing models for which the assumptions utilize management’s estimates of market participant assumptions. Items Measured at Fair Value on a Recurring Basis Warrant Liabilities The Penny Warrants (as defined in Note 9) are accounted for as a liability with the changes in fair value of the warrants are recognized in the statements of operations and comprehensive income (loss). The estimated fair value of the Penny Warrants liabilities represent Level 2 measurements because the fair value of the warrant is being implied based on market trades of the Company’s stock. The following table shows the changes in fair value of the Penny Warrants: Years Ended 2026 2025 Balance at the beginning of the period $ 8,497 $ — Issuance of Penny warrants on June 6, 2025 — 7,998 Issuance of Penny Warrants on December 15, 2025 1,820 — Issuance of Penny Warrants on May 18, 2026 479 — (Gain) loss from change in fair value of warrant liability (8,369 ) 499 Balance at the end of the period $ 2,427 $ 8,497 Other Fair Value Disclosures The Company’s open foreign currency forward contracts designated as cash flow hedges and balance sheet hedges are measured on a recurring basis using Level 2 based upon observable inputs. As of June 30, 2026, the fair value of the Company’s cash flow hedges was $1.6 million. The Company did not have open foreign currency forward contracts designated as cash flow hedges as of June 30, 2025. As of June 30, 2026 and June 30, 2025, the fair value of the Company's foreign currency forward contracts designated as balance sheet hedges were not material. The following table summarizes the carrying value of the Company’s debt, net of debt financing costs, (in thousands): June 30, 2026 June 30, 2025 Carrying Value Fair Value Carrying Value Fair Value 3.75% Convertible Notes due June 1, 2026 $ - $ - $ 17,893 $ 17,322 Term Loan Facility 126,034 126,034 118,627 118,627 Revolving Credit Facility 5,241 5,241 — — Delayed Draw Facility 16,595 16,595 — — Total $ 147,870 $ 147,870 $ 136,520 $ 135,949 85 Table of Contents The Company’s Term Loan Facility and Delayed Draw Facility (as defined in Note 7) reflect the bank quoted market rates, which the Company considers to be a Level 2 fair value measurement. The Company’s convertible debt is measured on a recurring basis using Level 2 based upon observable inputs. The carrying value and fair value of the Term Loan Facility and Delayed Draw Facility net of $22.4 million and $21.0 million as of June 30, 2026 and 2025, respectively, for the fair value of the warrants issued to the lenders to purchase the Company’s common stock. The Premium Warrants and Super Premium Warrants (as defined in Note 9) met all of the criteria for equity classification and were recorded at their relative fair value in additional paid-in capital at the time of issuance. The aggregate issuance-date fair values of $17.2 million and $12.8 million at June 30, 2026 and June 30, 2025, respectively, are not subject to remeasurement and was estimated using a Black-Scholes method, which incorporates significant unobservable inputs, including expected volatility, risk-free interest rate and expected term. As these inputs are not observable in the market, the fair value measurement of the Premium Warrants and Super Premium Warrants represent a Level 3 measurement. Note 7. Debt The Company’s outstanding debt as of June 30, 2026 and June 30, 2025 is as follows (in thousands): As of June 30, 2026 2025 Term Loan Facility $ 148,400 $ 150,000 Revolving Credit Facility $ 5,000 - Convertible Senior Notes due June 1, 2026 - 18,000 Delayed Draw Facility 18,250 - Accumulated paid-in-kind interest 10,320 616 Total debt 181,970 168,616 Unamortized debt financing costs (11,656 ) (11,101 ) Unamortized discount for warrants issued to lenders (22,444 ) (20,995 ) Total debt, net 147,870 136,520 Reported as: Short-term debt, net $ 1,500 $ 12,734 Long-term debt, net 146,370 123,786 Total debt, net $ 147,870 $ 136,520 A summary of interest expense on the Company’s outstanding debt is as follows (in thousands): Year ended June 30, 2026 2025 Contractual interest coupon $ 14,288 $ 10,221 Accrued paid-in-kind interest 9,704 616 Amortization of debt financing costs and discount for warrants issued to lenders 8,088 1,439 Total interest expense on debt $ 32,080 $ 12,276 A summary of weighted average effective interest rate on the Company’s debt is as follows: Year ended June 30, 2026 2025 Term Loan Facility 24.8 % 22.0 % Convertible Senior Notes due June 1, 2026 4.4 % 4.3 % Delayed Draw Facility 19.9 % - Revolving Credit Facility 20.6 % - The weighted average effective interest rate includes coupon interest rates, paid-in-kind interest, the amortization of debt financing costs, and the amortization of the discount for warrants issued to lenders. 86 Table of Contents Financing Agreement On June 6, 2025, the Company entered into a new five-year senior secured credit agreement, due June 6, 2030, (the “Financing Agreement”) by and among the Company, as borrower (the “Borrower”), TCW Asset Management Company LLC, a leading global asset manager (“TCW”), as collateral agent for the lenders (in such capacity, together with its successors and assigns in such capacity, the “Collateral Agent”) and as administrative agent for the lenders (in such capacity, together with its successors and assigns in such capacity, the “Administrative Agent”, and together with the Collateral Agent, each an “Agent” and collectively, the “Agents”), and certain other parties signatory thereto. TCW is considered a related party due to its relationship with the Company as a beneficial owner of more than 5% of the Company’s common stock. The Financing Agreement provides for a $150 million term loan (the “Term Loan Facility”), a $20 million delayed draw term loan facility (the “Delayed Draw Facility”), and a $20 million revolving credit facility (the “Revolving Credit Facility” and, together with the Term Loan Facility and Delayed Draw Facility, the “Facilities”). The Financing Agreement contains restrictions and covenants applicable to the Company and its subsidiaries. The Company paid $13.1 million in debt financing fees (including a $5.4 million Original Issue Discount Fee). As of June 30, 2025, approximately $1.2 million of the debt financing fees are associated with the Delayed Draw Facility and Revolving Credit Facility and are included in prepaid and current assets and other assets on the consolidated balances sheets. The debt financing fees will be amortized using the effective interest rate method over the life of the Term Loan Facility as interest expense. In December 2025, the Company entered into amendments to the Financing Agreement. The first amendment to the Financing Agreement (“First Amendment”) provided for the inclusion of certain restricted cash balances in the liquidity covenant in the Financing Agreement. The second amendment to the Financing Agreement (“Second Amendment”) and the Financing Agreement as amended by the First Amendment and Second Amendment (the “Amended Financing Agreement”) provide for (i) removal of the leverage condition the Company must meet to draw down on the Delayed Draw Facility; (ii) reduction of the capacity of the Delayed Draw Facility to $18.3 million; and (iii) the delay of the commencement of the requirement for the Company to meet the fixed charge coverage ratio and leverage ratio to December 31, 2026. In addition, the Company agreed to pay an additional $2.4 million in fees and amounts available to be drawn under the revolving credit facility were reduced to $15.0 million through December 31, 2026. In May 2026, the Company borrowed an aggregate principal amount of $18.3 million under the Delayed Draw Facility. The Company agreed to pay an additional $0.3 million in fees to fund the Delayed Draw Facility. Among other requirements, the Company may not permit (i) the total leverage ratio (as defined in the Amended Financing Agreement) to be greater than a certain specified ratio for each fiscal quarter during the term of the Amended Financing Agreement, (ii) the fixed charge coverage ratio (as defined in the Amended Financing Agreement) to be less than a certain specified ratio for each fiscal quarter during the term of the Amended Financing Agreement or (iii) liquidity (as defined in the Amended Financing Agreement) to be less than a certain specified threshold for each month during the term of the Amended Financing Agreement. The Company’s obligations under the Amended Financing Agreement are secured by first-priority liens on substantially all assets of the Company and certain of its direct and indirect subsidiaries, subject to certain exceptions. The Amended Financing Agreement contains restrictions and covenants applicable to the Company and its subsidiaries. Among other requirements, the Company may not permit (i) the total leverage ratio (as defined in the Amended Financing Agreement) to be greater than a certain specified ratio for each fiscal quarter during the term of the Amended Financing Agreement, (ii) the fixed charge coverage ratio (as defined in the Amended Financing Agreement) to be less than a certain specified ratio for each fiscal quarter during the term of the Amended Financing Agreement or (iii) liquidity (as defined in the Amended Financing Agreement) to be less than a certain specified threshold for each month during the term of the Amended Financing Agreement. As of June 30, 2026, the Company was not in compliance with the minimum liquidity covenant contained in the Amended Financing Agreement. As noted below, on July 29, 2026, the Company entered into Amendment No. 3 to the Financing Agreement, pursuant to which the lenders waived such default and modified certain financial covenants, including the minimum liquidity requirement. See Note 16, Subsequent Events, for additional information. The Amended Financing Agreement also contains customary covenants that limit, among other things, the ability of the Company and its subsidiaries to (i) incur indebtedness, (ii) incur liens on their property, (iii) pay dividends or make other distributions, (iv) sell their assets, (v) make certain loans or investments, (vi) merge or consolidate, (vii) voluntarily repay or prepay certain indebtedness and (viii) enter into transactions with affiliates, in each case subject to certain exceptions. The Amended Financing Agreement contains customary representations and warranties and events of default. Interest on the borrowings under the Facilities is payable in arrears on the applicable interest payment date at an interest rate equal to, at the Company’s option, either: (i) a term SOFR-based rate (subject to a 2.00% per annum floor), plus an applicable margin of 8.50%, per annum or (ii) a reference rate (subject to a 3.00% per annum floor), plus an applicable margin of 7.50% per annum. The agreement provides the option for payment-in-kind interest (“PIK”) up to 6.00% per annum (subject to an increase in applicable margin of 1/3 of 1.00% per annum for each 1.00% per annum of interest elected to be paid in kind which PIK interest will be capitalized on the applicable interest payment date and will be added to the then-outstanding principal amount of the term loans. The Amended Financing Agreement requires the Borrower to pay the lenders with commitments under the Revolving Credit Facility an unused commitment fee equal to 0.50% per annum of the average unused portion of the Revolving Credit Facility. As part of the Financing Agreement, the Amended Financing Agreement and drawing upon the Delayed Draw Facility, the Company issued detachable warrants to purchase the Company’s common stock to certain of its lenders (“Warrant Holders”) under the Financing Agreement. See Note 9. Stockholders’ Equity, for more information on the warrants issued to the Warrant Holders. On July 29, 2026, the Company entered into Amendment No. 3 to the Financing Agreement and the Securities Purchase Agreement with certain existing investors. Among other matters, the transaction provided for, subject to certain closing conditions, the issuance of $55.0 million of Series A Convertible Preferred Stock, paid in the form of (i) $15.0 million in cash, which amount was paid on the date the parties entered into the Securities Purchase Agreement, and (ii) the conversion of $40.0 million of existing indebtedness held by existing investors under the Financing Agreement, with such existing indebtedness to be cancelled and extinguished in exchange for shares of Series A Preferred Stock issued at the closing of the Securities Purchase Agreement. In addition, Amendment No. 3 to the Financing Agreement, among other things, modified certain financial covenants, including minimum liquidity requirements, provided a covenant holiday through December 31, 2027, and converted the revolving credit facility to an asset-based lending structure. See Note 16, Subsequent Events, for additional information regarding these transactions. 87 Table of Contents 3.75% Convertible Senior Notes due June 1, 2026 In May 2021, the Company issued $100.0 million aggregate principal amount of its 3.75% Convertible Senior Notes due June 1, 2026 (the “Convertible Notes”) under an indenture between the Company and The Bank of New York Mellon Trust Company, N.A., as trustee. On June 5, 2025, the Company entered into separate, privately-negotiated exchange agreements with a limited number of existing holders of the Convertible Notes (the “Convertible Noteholders”) to exchange (the “Exchange”) approximately $82.0 million aggregate principal amount of the Convertible Noteholders’ existing Convertible Notes for (i) an aggregate of 8,881,579 shares of the Company’s common stock (the “Shares”), valued at $1.52 per share based on the closing stock price on June 5, 2025, or $13.5 million in the aggregate and (ii) an aggregate cash payment of approximately $68.5 million. (See Note 9. Stockholders’ Equity, for more information). Holders of the remaining $18.0 million aggregate principal amount of the Convertible Notes did not receive cash or shares of common stock in the Exchange mentioned above and the original terms of such Convertible Notes were not modified. In connection with the repayment of the Convertible Notes in the Exchange, the Company wrote-off $0.5 million in unamortized debt issuance costs which was recorded as a loss on extinguishment of debt in fiscal 2025. Holders of the remaining Convertible Notes may convert their notes at any time on or after March 6, 2026 until the close of the business day immediately preceding the maturity date. Prior to June 1, 2026, the remaining holders of the Convertible Notes may convert their notes only under certain circumstances. Upon conversion, the Company will have the right to pay cash, or deliver shares of common stock of the Company or a combination thereof, at the Company’s election. The initial conversion rate is 170.5611 shares of the Company’s common stock per $1,000 principal amount (which represents an initial conversion price of approximately $5.86 per share of the Company’s common stock). The conversion rate, and therefore, the conversion price, is subject to adjustment, as further described below. Holders of the remaining Convertible Notes who convert their notes in connection with a “make-whole fundamental change,” as defined in the indenture, may be entitled to a make-whole premium in the form of an increase in the conversion rate. Additionally, in the event of a “fundamental change,” as defined in the indenture, holders of the remaining Convertible Notes may require the Company to purchase all or a portion of their note at a fundamental change repurchase price equal to 100% of the principal amount of the Convertible Notes, plus accrued and unpaid interest, if any, to, but not including, the fundamental change repurchase date. As of June 30, 2025, the if-converted value of the remaining Convertible Notes did not exceed the outstanding principal amount. The remaining $18.0 million aggregate principal amount of the Convertible Notes was paid off on the June 1, 2026 due date. Note 8. Commitments and Contingencies Debt Commitments The Company is required to make quarterly principal and interest payments on the Term Loan Facility and the Delayed Draw Facility. Future minimum principal payments and interest on the Term Loan Facility and Delayed Draw Facility (as defined in Note 7. Debt), as of June 30, 2026, are as follows (in thousands): Year Ending June 30, Long-Term Debt (1) 2027 $ 17,120 2028 25,163 2029 24,891 2030 209,698 2031 - Total $ 276,872 (1) These amounts represent principal and interest cash payments over the contractual life of the debt obligations, including anticipated interest payments that are not recorded on the Company’s consolidated balance sheets. Purchase Commitments The Company’s purchase commitments and obligations include all open purchase orders and contractual obligations in the ordinary course of business, including commitments with contract manufacturers and suppliers, for which the Company has not received the goods or services and acquisition and licensing of intellectual property. A majority of these purchase obligations are due within a year. Although open purchase orders are considered enforceable and legally binding, the terms generally allows the Company the option to cancel, reschedule, and adjust its requirements based on the Company’s business needs prior to the delivery of goods or performance of services, and hence, these purchase orders have not been included in the table above. Indemnities and Commitments The Company enters into standard indemnification agreements with its landlords and all superior mortgages and their respective directors, officers’ agents, and employees in the ordinary course of business. Pursuant to these agreements, the Company will indemnify, hold harmless, and agree to reimburse the indemnified party for losses suffered or incurred by the indemnified party, generally the landlords, in connection with any loss, accident, injury, or damage by any third‑party with respect to the leased facilities. The term of these indemnification agreements is from the commencement of the lease agreements until termination of the lease agreements. The maximum potential amount of future payments the Company could be required to make under these indemnification agreements is unlimited; however, historically, the Company has not incurred claims or costs to defend lawsuits or settle claims related to these indemnification agreements. The Company has not recorded any liability associated with its indemnification agreements as it is not aware of any pending or threatened actions that represent probable losses as of June 30, 2026. Guarantees As of June 30, 2026 and June 30, 2025, the Company had various bank guarantees totaling approximately $1.9 million and $1.5 million, respectively, primarily related to a bidding process with customers. 88 Table of Contents Royalty Agreements The Company enters into software license agreements with third parties that may require royalty payments for each license used. The Company records royalty costs in cost of revenue or deferred cost of revenue. The Company had approximately $3.3 million and $3.1 million accrued liabilities as of June 30, 2026 and 2025, respectively, related to this agreement. The following table provides information about the Company’s royalty expense and royalty payments (in thousands): Years Ended June 30, 2026 2025 Royalty expense $ 1,497 $ 1,716 Royalty payments 1,268 1,573 Restructuring In fiscal year 2026, the Company implemented a restructuring plan (“FY26 Restructuring Plan”). The FY26 Restructuring Plan included the elimination of approximately 3% of the global workforce during the three months ended September 30, 2025, and the elimination of approximately 15% of the global workforce during the three months ended December 31, 2025. Certain employees notified during the three months ended December 31, 2025, have various termination dates during the quarterly periods ended March 31, 2026, and June 30, 2026. Restructuring charges also include third-party implementation and other costs that were directly tied to the execution of the FY26 Restructuring Plan and asset impairments for certain operating lease right-of-use assets and capitalized assets as a result of the FY26 Restructuring Plan. The following table summarizes the restructuring charges (in thousands): Year Ended June 30, 2026 2025 Severance and employee related costs $ 10,535 $ — Third-party implementation and other costs 3,262 — Asset impairment 2,375 — Total restructuring charges $ 16,172 $ — The following table summarizes the restructuring charge liability (in thousands): Severance and employee related costs Third-party Implementation and other costs Asset impairment Total Restructuring liability at the beginning of period $ — $ — $ — $ — Restructuring charges 10,535 3,262 2,375 16,172 Cash payments (8,220 ) (3,130 ) (345 ) (11,695 ) Non-cash write-offs - (2,030 ) (2,030 ) Restructuring liability at the end of period $ 2,315 $ 132 $ — $ 2,447 Software License Indemnity Under the terms of the Company’s agreements with its customers, the Company agrees that in the event the certain Company software sold under such agreement infringes upon any patent, copyright, trademark, or any other proprietary right of a third‑party, it will indemnify its customer licensees against any loss, expense, or liability from any damages that may be awarded against its customer. The Company includes this infringement indemnification in its agreements with customers where Company software is licensed. In the event the customer cannot use the software or service due to infringement and the Company cannot obtain the right to use, replace or modify the license in a commercially feasible manner so that it no longer infringes, then the Company may terminate the license and provide the customer a refund of the fees paid by the customer for the infringing license or service. The Company has not recorded any liability associated with this indemnification, as it is not aware of any pending or threatened actions that represent probable losses as of June 30, 2026. Litigation From time to time, the Company is involved in legal proceedings, including claims, investigations, and inquiries, arising in the ordinary course of its business. The Company records a provision for a loss when it believes that it is both probable that a loss has been incurred and the amount can be reasonably estimated. To the extent that there is a reasonable possibility that a loss exceeding amounts already recognized may be incurred and the amount of such additional loss would be material, we will either disclose the estimated additional loss or state that such an estimate cannot be made. Currently, management believes the Company does not have any probable and reasonably estimable material losses related to any current legal proceedings and claims. Although occasional adverse decisions or settlements may occur, management does not believe that an adverse determination with respect to any of these claims would individually, or in the aggregate, materially and adversely affect the Company’s financial condition or operating results. Litigation is inherently unpredictable and is subject to significant uncertainties, some of which are beyond the Company’s control. Should any of these estimates and assumptions change or prove to have been incorrect, the Company could incur significant charges related to legal matters that could have a material impact on its results of operations, financial position, and cash flows. 89 Table of Contents Note 9. Stockholders’ Equity Common Stock The Company has 200.0 million shares authorized as of June 30, 2026 and 2025. As of June 30, 2026, there were 122.5 million shares issued and 119.4 million shares outstanding. As of June 30, 2025, there were 115.8 million shares issued and 112.6 million shares outstanding. Common stock purchase warrants issued in connection with long-term debt On June 6, 2025, concurrently with its entry into the Financing Agreement, the Company issued detachable warrants to purchase the Company’s common stock to certain of its Warrant Holders under the Financing Agreement. The Warrant Holders were issued warrants to purchase (i) 17,180,710 shares of common stock with an exercise price of $1.68 per share, exercisable on and after December 7, 2025 and expiring on June 6, 2032 (the “June 2025 Premium Warrants”) and (ii) 6,247,531 shares of common stock with an exercise price of $0.01 per share ( “June 2025 Penny Warrants”) exercisable immediately and expiring on June 6, 2032. At the issuance date, the June 2025 Premium Warrants were valued at $13.1 million. On December 15, 2025, concurrently with its entry into the Second Amendment, the Company issued detachable warrants to purchase the Company’s common stock to the Warrant Holders. The Warrant Holders were issued warrants to purchase (i) 3,062,726 shares of common stock with an exercise price of $1.50 per share, exercisable on and after June 16, 2026 and expiring on December 15, 2032 (the “December 2025 Super Premium Warrants”), (ii) 2,187,661 shares of common stock with an exercise price of $1.25 per share, exercisable on and after June 16, 2026 and expiring on December 15, 2032 (the “December 2025 Premium Warrants”), and (iii) 1,750,129 shares of common stock with an exercise price of $0.01 per share, which are exercisable immediately and expire on December 15, 2032 (the “December 2025 Penny Warrants”). At the issuance date, the December 2025 Super Premium Warrants and December 2025 Premium Warrants were valued at $3.7 million in aggregate. On May 18, 2026, the Company accessed the Delayed Draw Loan and issued detachable warrants to purchase the Company’s common stock to the Warrant Holders. The Warrant Holders were issued warrants to purchase (i) 2,990,010 shares of common stock with an exercise price of $1.50 per share, exercisable on and after November 19, 2026 and expiring on May 18, 2033 (the “May 2026 Super Premium Warrants”), (ii) 2,135,721 shares of common stock with an exercise price of $1.25 per share, exercisable on and after November 19, 2026 and expiring on May 18, 2033 (the “May 2026 Premium Warrants”), and (iii) 1,708,577 shares of common stock with an exercise price of $0.01 per share, which are exercisable immediately and expire on May 18, 2033 (the “May 2026 Penny Warrants”). The June 2025 Premium Warrants, June 2025 Penny Warrants, the December 2025 Super Premium Warrants, the December 2025 Premium Warrants, the December 2025 Penny Warrants, the May 2026 Super Premium Warrants, the May 2026 Premium Warrants and the May 2026 Penny Warrants are collectively referred to as the “Warrants.” No Warrants were exercised as of June 30, 2026. At the issuance date, the May 2026 Super Premium Warrants and May 2026 Premium Warrants were valued at $0.7 million in aggregate. The Company determined that the June 2025 Premium Warrants, December 2025 Super Premium Warrants, December 2025 Premium Warrants, May 2026 Super Premium Warrants, and the May 2026 Premium Warrants (collectively, the “Premium Warrants”) qualified as freestanding instruments that met all of the criteria for equity classification. The Premium Warrants were treated as a debt discount and will amortize the debt discount using the effective interest rate method over the life of the loan as interest expense. The Company determined that the June 2025 Penny Warrants, the December 2025 Penny Warrants, and the May 2026 Penny Warrants (collectively “Penny Warrants”) qualified for liability classification. The fair value of the Penny Warrants at the issuance date is recorded as a debt discount (see Note 6. Fair value Measurements, for more information). The Company will amortize the debt discount using the effective interest rate method over the life of the debt as interest expense. The Warrants have certain anti-dilution protection provisions, including price protection anti-dilution protection in the event that the Company sells stock at a price below $1.00 per share in the case of the Penny Warrants, $1.25 per share in the case of the June 2025 Premium Warrants, $0.93 per share in case of the December 2025 Premium Warrants and the May 2026 Premium Warrants, and $1.12 per share in case of the Super Premium Warrants. The Warrants and the shares of common stock issuable upon the exercise of such Warrants have not been registered under the Securities Act of 1933, as amended (the “Securities Act”), and may not be sold absent registration or an applicable exemption from the registration requirements of the Securities Act. Based in part upon the representations of each holder in each warrant, the offering and sale of each warrant is exempt from registration under Section 4(a)(2) of the Securities Act and/or Rule 506 of Regulation D promulgated under the Securities Act. On July 29, 2026, in connection with the Securities Purchase Agreement and Amendment No. 3 to the Financing Agreement, the Company entered into agreements with certain holders of the Warrants described above providing for the cancellation of such Warrants upon the closing of the Securities Purchase Agreement. Pursuant to Amendment No. 3 to the Financing Agreement, the Company issued additional warrants to such holders to purchase up to approximately 15.3 million shares of common stock at an exercise price of $0.01 per share. The Company will evaluate the accounting impact of the warrant modifications and replacement warrants upon closing of the transactions and will record any resulting accounting effects in the applicable reporting period. For additional information regarding the warrant modification transactions and related financing arrangements, see Note 16, Subsequent Events. 90 Table of Contents Common shares issued to Convertible Note holders On June 5, 2025, the Convertible Noteholders agreed to Exchange approximately $82.0 million aggregate principal amount of the Convertible Noteholders’ existing Convertible Notes for (i) an aggregate of 8,881,579 Shares, valued at $1.52 per share based on the closing stock price on June 5, 2025, or $13.5 million in the aggregate and (ii) an aggregate cash payment of approximately $68.5 million. On June 11, 2025, the Exchange was consummated and the Company issued the Shares to the Convertible Noteholders. On their issuance date, the Shares were valued at $1.25 per share based on the closing stock price on June 11, 2025, or $11.1 million in the aggregate. The decrease in stock price from the agreement date to the issuance date resulted in a $2.4 million gain, which was recorded as a gain on extinguishment of debt. The Company paid approximately $0.4 million in fees to issue the common shares which was recorded as a permanent adjustment to paid-in-capital. As noted above, the remaining $18.0 million aggregate principal amount of the Convertible Notes was paid off on the June 1, 2026 due date. Accumulated Other Comprehensive Income (Loss) The following table summarizes the changes in accumulated other comprehensive income (loss) by component (in thousands): Foreign Currency Translation Adjustment Change in Defined Pension Benefit Obligation Unrealized Gain from Cash Flow Hedges, net of reclassifications Total Balance at June 30, 2024 $ (4,777 ) $ 555 $ - $ (4,222 ) Other comprehensive income 1,557 828 - 2,385 Balance at June 30, 2025 $ (3,220 ) $ 1,383 $ - $ (1,837 ) Other comprehensive (loss) income (3,237 ) (42 ) 1,603 (1,676 ) Balance at June 30, 2026 $ (6,457 ) $ 1,341 $ 1,603 $ (3,513 ) Note 10. Stock Incentive Plan and Employee Stock Purchase Plan As of June 30, 2026, the Company had two outstanding stock incentive plans: the 2026 Equity Incentive Plan (“2026 Plan”) and the 2007 Incentive Award Plan (“2007 Plan”). The 2026 Plan permits the granting of stock options, stock appreciation rights, restricted stock awards, performance shares, performance units, and RSUs. The vesting of RSUs granted under the 2026 Plan are primarily service‑based (over the requisite service period) while the vesting of performance units granted under the 2026 Plan consist of PSUs. Only employees of the Company are eligible to receive incentive stock options. Non‑employees may be granted non‑qualified stock options. Stock options granted under the 2026 Plan have an exercise price of at least 100% of the fair market value of the underlying stock on the grant date. The stock options have 10-year contractual terms and generally become exercisable for 25% of the option shares one year from the date of grant and then ratably over the following 36 months. Service‑based RSUs granted generally vest 25% of the share units covered by the grant on each of the first through fourth anniversaries of the date of the grant, subject to the continued service of the grantee through each such date. RSUs granted to the Board of Directors vest over one year. PSUs granted generally vest at the end of a three year performance period and the amount of shares that vest are based on the Company’s actual performance relative to predefined performance conditions. The Board of Directors has the discretion to use different vesting schedules. As of June 30, 2026, the 2007 Plan continued to remain in effect; however, the Company can no longer grant equity awards under such plans. The following table summarizes the share‑based compensation charges included in the Company’s consolidated statements of operations and comprehensive loss (in thousands): Years Ended June 30, 2026 2025 Cost of revenue - product $ 349 $ 634 Cost of revenue - service 593 709 Research and development 673 1,508 Selling and marketing 789 2,167 General and administrative 4,051 5,183 Total $ 6,455 $ 10,201 91 Table of Contents The following table summarizes the share‑based compensation charges for the Company’s equity awards (in thousands): Years Ended June 30, 2026 2025 Stock options $ 148 $ 344 Restricted stock units 6,804 7,948 Performance stock units (923 ) 1,166 Employee stock purchase plan 426 743 Total $ 6,455 $ 10,201 The above Restricted stock units and Performance stock units also include RSAs and PSAs. Stock Options The Company did not grant any stock options during the years ended June 30, 2026 and June 30, 2025. The fair value of stock options grants are determined by using the Black‑Scholes option‑pricing model. This fair value is then amortized over the requisite service periods of the awards. The Company estimates the expected term of stock option by taking the average of the vesting term and the contractual term of the option. The expected volatility is derived from the Company’s historical stock volatility over a period approximately equal to the expected term of the options. The risk‑free interest rate is based on the U.S. Treasury constant maturity rate on the date of grant. The dividend yield assumption is based on the Company’s history and expectation of no dividend payouts. A summary of option activity under the Company’s incentive plan is presented below (in thousands except per share and term amounts): Options Outstanding Weighted Average Exercise Price Weighted Average Remaining Contractual Life (In Years) Aggregate Intrinsic Value (1) Balance at June 30, 2025 1,839 $ 3.03 5.62 $ — Options granted — — — — Options exercised — — — — Options forfeited/expired (1,694 ) $ 2.96 — — Balance at June 30, 2026 145 $ 3.81 4.83 $ — Vested or expected to vest at June 30, 2026 145 $ 3.81 4.83 $ — Exercisable at June 30, 2026 145 $ 3.81 4.83 $ — (1) The aggregate intrinsic value represents the total pre-tax intrinsic value, which is computed based on the difference between the exercise price and the closing price of Accuray common stock of $0.26 and $1.37 on June 30, 2026 and June 30, 2025, respectively, the amount represents what would have been received by the option holders had all option holders exercised their options and sold the shares received upon exercise as of that date. There were no options exercised during the years ended June 30, 2026 and June 30, 2025. Tax benefits from tax deductions for exercised options and disqualifying dispositions in excess of the deferred tax asset, attributable to share compensation costs for such options was zero for the years ended June 30, 2026, and 2025. As of June 30, 2026, there were no unrecognized compensation costs related to unvested stock options. The following table summarizes information about outstanding and exercisable options at June 30, 2026 (in thousands, except years and exercise price): Options Outstanding Options Exercisable Range of Exercise Prices Number Outstanding Weighted Average Remaining Contractual Life (Years) Weighted Average Exercise Price Number Outstanding Weighted Average Exercise Price $2.08 – $2.08 40 5.92 $ 2.08 40 $ 2.08 $4.46 – $4.46 105 4.42 $ 4.46 105 $ 4.46 Total outstanding 145 4.83 $ 3.81 145 $ 3.81 92 Table of Contents Restricted Stock and Performance Stock The following table summarizes the activity of RSUs and PSUs (in thousands, except fair value per share): Unvested Restricted Stock Restricted Stock Units Performance Stock Units Total Number of Shares Underlying Stock Awards Weighted Average Grant Date Fair Value Per Share Unvested at June 30, 2025 7,166 3,231 10,397 $ 2.29 Granted 6,942 4,183 11,125 $ 0.93 Vested (4,448 ) — (4,448 ) $ 1.99 Cancelled/forfeited (2,414 ) (2,506 ) (4,920 ) $ 2.21 Unvested at June 30, 2026 7,246 4,908 12,154 $ 1.19 Restricted Stock The grant date fair value of the RSUs granted was $6.0 million and $9.2 million during the years ended June 30, 2026 and 2025, respectively. The aggregate fair market value of the RSUs that vested during the years ended June 30, 2026 and 2025, was $3.9 million and $5.5 million, respectively. As of June 30, 2026, there was $6.8 million of unrecognized compensation cost related to the RSUs, which is expected to be recognized over a weighted average period of 1.6 years. RSAs are included in the RSU amounts presented in the table above. The grant date fair value of RSAs granted during the year ended June 30, 2026 was $1.5 million. No RSA awards were granted during the year ended June 30, 2025. The aggregate fair market value of the RSAs that vested during the year ended June 30, 2026 was $0.4 million. There were no RSAs that vested during the year ended June 30, 2025. As of June 30, 2026, there was $0.2 million of unrecognized compensation cost related to the RSAs, which is expected to be recognized over a weighted average period of 0.4 years. Performance Stock The grant date fair value of PSUs granted was $2.4 million and $2.8 million during the years ended June 30, 2026 and 2025, respectively. There were no PSUs that vested during the year ended June 30, 2026 and June 30, 2025 because the performance conditions were not met. As of June 30, 2026, there was $1.4 million of unrecognized compensation cost related to the PSUs, which is expected to be recognized over a weighted average period of 1.8 years. PSAs are included in the PSU amounts presented in the table above. The grant date fair value of PSAs granted during the year ended June 30, 2026 was $1.4 million. No PSA awards were granted during the year ended June 30, 2025. The were no PSAs that vested during the years ended June 30, 2026 and 2025. As of June 30, 2026, there was $0.6 million of unrecognized compensation cost related to the PSAs, which is expected to be recognized over a weighted average period of 1.1 years. Employee Stock Purchase Plan Under the Company’s Amended and Restated 2007 Employee Stock Purchase Plan, or ESPP, qualified employees are permitted to purchase the Company’s common stock at 85% of the lower of the fair market value of the common stock on the commencement date of each six month offering period, or the fair market value on the specified purchase date. Employees’ payroll deductions may not exceed 10% of their salaries. Employees may purchase up to 2,500 shares per each six month offering period, provided that the value of the shares purchased in any calendar year may not exceed $25,000, as calculated pursuant to the purchase plan. The Company estimates the fair value of ESPP shares at the date of grant using the Black‑Scholes option pricing model. The weighted average assumptions were as follows: Years Ended June 30, 2026 2025 Risk–free interest rate 3.62% - 3.83% 4.12% - 4.43% Dividend yield — % — % Expected term 0.5 - 1.0 0.5 - 1.0 Expected volatility 47.37% - 99.69% 44.02% - 83.32% The risk‑free rate for the expected term of the ESPP option was based on the U.S. Treasury constant maturity rate for each offering period; expected volatility was based on the historical volatility of the Company’s common stock; and the expected term was based upon the offering period of the ESPP. The Company issued 1.0 million and 1.2 million shares under the ESPP during the years ended June 30, 2026 and 2025, respectively, at a weighted average purchase price per share of $0.65 and $1.37, respectively. As of June 30, 2026, total unrecognized compensation cost related to the ESPP plan was $0.2 million, which the Company expects to recognize over a weighted average period of 0.9 years. Common Stock Available For Issuance In November 2025, the Company’s stockholders approved the 2026 Equity Incentive Plan (the “2026 Plan”) whereby a maximum of 3,896,000 shares of common stock were reserved for issuance, plus the shares remaining in the share reserve under the Company’s 2016 Equity Incentive Plan (the “2016 Equity Incentive Plan”) immediately before the effective date of the 2026 Plan and shares subject to outstanding awards granted under the 2016 Plan that would be added to the 2026 Plan on or after the effective date of the 2026 Plan. At June 30, 2026, the Company had 10.8 million shares of common stock reserved for issuance under the stock incentive plans and 1.6 million shares of common stock reserved for issuance under the employee stock purchase plan. Note 11. Joint Venture In January 2019, the Company’s wholly-owned subsidiary, Accuray Asia Limited (“Accuray Asia”), entered into an agreement with CNNC High Energy Equipment (Tianjin) Co., Ltd. (the “CIRC Subsidiary”), a wholly-owned subsidiary of China Isotope & Radiation Corporation, to form a joint venture, CNNC Accuray (Tianjin) Medical Technology Co. Ltd. (the “JV”), to manufacture and sell radiation oncology systems in China. As of June 30, 2026, the Company owned a 49% interest in the JV, which is reported as an investment in joint venture on the Company’s consolidated balance sheets. 93 Table of Contents The Company applies the equity method of accounting to its ownership interest in the JV as the Company has the ability to exercise significant influence over the JV but lacks controlling financial interest and is not the primary beneficiary. The Company recognizes the 49% proportionate share of the JV income or loss on a one-quarter lag due to the timing of the availability of the JV’s financial records. The Company recognizes revenue on sales to the JV in the current period of control transfer, eliminating a portion of profit to the extent goods sold have not been sold through by the JV to an end customer by the end of each reporting period. With the receipt of the necessary permits and licenses to operate, the JV has been manufacturing and selling a locally branded “Made in China” radiotherapy device, the Tomo C radiation therapy system, in the Class B license category. The JV also distributes other Accuray treatment delivery systems like the Radixact and CyberKnife treatment delivery systems, including the Radixact SynC and CyberKnife S7 Systems, which received NMPA approval in January 2025. The following table shows the reconciliation between the carrying value of the Company’s investment in the JV and its proportional share of the underlying equity in net assets of the JV (in thousands): June 30, 2026 June 30, 2025 Carrying value of investment in joint venture $ 5,024 $ 4,612 Deferred intra-entity profit margin 17,466 17,501 Dividend declared 1,446 2,453 Equity method goodwill (4,720 ) (4,720 ) Proportional share of equity investment in joint venture $ 19,216 $ 19,846 As of June 30, 2026 and June 30, 2025, the Company’s carrying value of the investment in the JV for the Company’s proportional share of the JV’s currency translation adjustment was increased by $0.3 million and decreased $0.4 million, respectively. In June 2026, the JV declared a $1.4 million dividend to the Company paid in July 2026. In June 2025, the JV declared a $2.5 million dividend to the Company paid in July 2025. The Company records the dividends as a reduction to its carrying value in the JV. No impairment was identified as of June 30, 2026 and June 30, 2025. Summarized financial information of the JV is as follows (in thousands): Statement of Operations Data: Twelve Months Ended March 31, 2026 Twelve Months Ended March 31, 2025 Revenue $ 102,132 $ 160,213 Gross profit $ 24,539 $ 29,438 Net income $ 2,288 $ 9,617 Net income attributable to the Company $ 1,124 $ 4,714 Summarized Balance Sheet Data: As of March 31, 2026 As of March 31, 2025 Assets Current assets $ 180,187 $ 172,109 Non current assets 14,855 16,426 Total assets $ 195,042 $ 188,535 Liabilities and Stockholders’ Equity Current liabilities $ 154,935 $ 146,587 Non current liabilities 924 1,334 Stockholder’s equity 39,183 40,614 Total liabilities and stockholders’ equity $ 195,042 $ 188,535 The following table shows the activity of the Company’s deferred intra-entity profit margin from sales to the JV (in thousands): Years Ended June 30, 2026 2025 Deferred gross profit recognized on sales to the JV $ (7,484 ) $ (16,738 ) Deferred gross profit on sales to the JV 7,448 24,404 Net deferred gross profit on sales to the JV (1) $ (36 ) $ 7,666 (1) Profits are deferred by the Company from the JV and are eliminated through cost of goods sold until it is realized. When profits are realized they are credited through cost of goods sold. Profits are considered realized when the inventory has been sold through to third parties. 94 Table of Contents Note 12. Income Taxes Income (loss) before provision for income taxes on the accompanying statements of operations and comprehensive loss included the following components (in thousands): Years Ended June 30, 2026 2025 Domestic $ (59,481 ) $ (12,908 ) Foreign 12,233 14,042 Total income (loss) before provision for income taxes $ (47,248 ) $ 1,134 The provision for income taxes consisted of the following (in thousands): Years Ended June 30, 2026 2025 Current: Federal $ — $ — State 15 4 Foreign 1,297 2,565 Total current 1,312 2,569 Deferred: Federal — — State — — Foreign 634 156 Total deferred 634 156 Total provision for income taxes $ 1,946 $ 2,725 The Company adopted ASU 2023-09, Improvements to Income Tax Disclosures, on a prospective basis beginning with the year ended June 30, 2026. The following table presents required disclosures pursuant to ASU 2023-09 and reconciles the U.S. statutory federal income tax amount and rate to the Company's effective income tax amount and rate for the fiscal year ended June 30, 2026 (in thousands, except for percentages): Year Ended June 30, 2026 Amount Percentage U.S. federal statutory tax expense (benefit): $ (9,922 ) 21.00 % State and local income tax, net of federal income tax effect 15 (0.03 %) Foreign tax effects (596 ) 1.26 % Effect of cross-border tax laws Global intangible low-taxed income 3,632 (7.69 %) Tax credits Research and development credit 364 (0.77 %) Changes in valuation allowance 9,097 (19.25 %) Nontaxable or nondeductible items Share-based compensation 1,059 (2.24 %) Warrant valuation (1,757 ) 3.72 % Equity in earnings of unconsolidated affiliate (236 ) 0.50 % Other permanent items 97 (0.21 %) Changes in unrecognized tax benefits 200 (0.42 %) Other (7 ) 0.01 % Total provision and effective tax rate $ 1,946 (4.12 %) The following table presents the required disclosures prior to the Company's adoption of ASU 2023-09 and reconciles the U.S. statutory federal income tax rate to the Company's effective income tax rate as follows: Year Ended June 30, 2025 U.S. federal taxes (benefit): At federal statutory rate $ 238 State tax, net of federal benefit 4 Share-based compensation expense 1,028 Research and development credits (14 ) Foreign taxes 203 Deferred tax on foreign earnings 558 Global intangible low-taxed income 1,471 Equity in earnings of unconsolidated affiliate (990 ) Change in valuation of warrants 105 Change in valuation allowance (113 ) Other non-deductible permanent items 235 Total provision for income taxes $ 2,725 95 Table of Contents Upon adoption of ASU 2023-09, cash paid for income taxes, net of refunds received, were as follows (in thousands): Year Ended June 30, 2026 Federal taxes $ - State and local taxes 21 Foreign taxes: Switzerland 1,118 Japan 538 India 183 Italy 122 Other foreign jurisdictions 341 Income taxes paid $ 2,323 The amount of cash paid for income taxes during the year ended June 30, 2025 was $3.9 million. Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Significant components of the Company’s net deferred tax assets (liabilities) were as follows (in thousands): June 30, 2026 2025 Deferred tax assets: Federal and state net operating losses $ 65,329 $ 61,745 Accrued expenses and reserves 3,854 3,128 Lease liability 6,034 6,475 Deferred revenue 4,273 3,681 Research and development credits 26,411 26,678 Share-based compensation expense 861 1,416 Capitalized research and development 23,459 23,795 Unicap 611 527 Fixed assets and intangibles 201 250 Section 163(j) interest 8,012 3,244 Other 8 374 Total deferred tax assets 139,053 131,313 Deferred tax liabilities: Contract acquisition costs (415 ) (857 ) Right of use assets (4,339 ) (5,124 ) Deferred tax on foreign earnings (1,923 ) (2,120 ) Other (420 ) — Total deferred tax liabilities (7,097 ) (8,101 ) Valuation allowance (134,089 ) (125,287 ) Net deferred tax liabilities $ (2,133 ) $ (2,075 ) The Company has evaluated the positive and negative evidence bearing upon the realizability of its deferred tax assets. Based on the Company's history of operating losses, the Company has concluded that it is more likely than not that the benefit of its domestic deferred tax assets will not be realized. The valuation allowance increased by $8.8 million during the year ended June 30, 2026, primarily due to increases in deferred tax assets related to net operating loss carryforwards and U.S. limitations on the deductibility of interest expense. The valuation allowance decreased by $0.7 million during the year ended June 30, 2025, primarily due to a decrease in deferred tax assets related to net operating loss carryforwards, partially offset by an increase in deferred tax assets related to capitalized research and development expenditures. As of June 30, 2026, the Company had $276.9 million and $124.5 million in federal and state net operating loss carryforwards, respectively. The federal and state carryforwards expire in varying amounts beginning in 2029 for federal and 2027 for state purposes. In addition, as of June 30, 2026, the Company had federal and state research and development tax credits of $27.9 million and $23.1 million, respectively. If not utilized, the federal and certain other state research credits expire on an annual basis. The California research credits have no expiration date. Under the Internal Revenue Code (“IRC”) Sections 382 and 383, annual use of the Company’s net operating loss and research tax credit carryforwards to offset taxable income may be limited based on cumulative changes in ownership. Although ownership changes have occurred in the prior years, the carryovers should be available for utilization by the Company before they expire, provided the Company generates sufficient future taxable income. An analysis of the impact of this provision through March 31, 2022 has been performed and it was determined that no ownership change has occurred after December 2009. H.R.1, enacted on July 4, 2025, introduced provisions that modified the Internal Revenue Code (“IRC”), The legislation includes significant revisions to U.S. corporate income tax laws, including, among other provisions, restoring the option for immediate expensing of certain U.S.-based research and development expenditures and making permanent the ability to claim first-year bonus depreciation on qualified property. The legislation also modifies certain aspects of U.S. taxation of foreign earnings, including changes to the taxation of Net CFC Tested Income (formerly referred to as global intangible low-taxed income (“GILTI”)) and foreign-derived deduction eligible income, as well as revisions to foreign tax credit rules. The enactment of the legislation did not have a material impact on the Company’s consolidated financial statements due to the Company’s cumulative losses and full valuation allowance position. 96 Table of Contents At June 30, 2026, the Company has $1.9 million of deferred tax liability related to withholding tax expected to be paid on the remittance of unrepatriated distributable reserves in France, Japan, Switzerland and China. At June 30, 2026, the Company has undistributed earnings of certain foreign subsidiaries of $13.5 million that it has indefinitely invested, and on which it has not recognized deferred taxes. The aggregate changes in the balance of gross unrecognized tax benefits were as follows (in thousands): Years Ended June 30, 2026 2025 Balance at beginning of year $ 22,649 $ 22,044 Tax positions related to current year: Additions 780 1,165 Tax positions related to prior years: Additions — — Reductions (608 ) (560 ) Balance at end of year $ 22,821 $ 22,649 The calculation of unrecognized tax benefits involves dealing with uncertainties in the application of complex global tax regulations. Management regularly assesses the Company’s tax positions with respect to legislative, bilateral tax treaty, regulatory and judicial developments in the countries in which the Company does business. The reduction in prior year’s tax positions primarily relates to lapses of applicable statutes of limitations. As of June 30, 2026, the amount of gross unrecognized tax benefits was $22.8 million, of which $21.8 million would not affect income tax expense before consideration of any valuation allowance. The Company’s practice is to recognize interest and/or penalties related to income tax matters in income tax expense. As of June 30, 2026 and 2025, the Company’s cumulative accrued interest and penalties related to uncertain tax positions, was not material. The Company files income tax returns in the United States federal, various states, and foreign jurisdictions. Due to tax attributes being carried forward and utilized during open years, the statute of limitations remains open for the U.S. federal jurisdiction and domestic states for tax years from 2007 and forward. The statutes of limitation with respect to the foreign jurisdictions where the Company files income tax returns vary from jurisdiction to jurisdiction and range from 3 to 10 years and the material foreign jurisdictions are France, Switzerland and Japan. The Company is subject to examination of its income tax returns by the Internal Revenue Service ("IRS") and various foreign tax authorities. In certain jurisdictions, the Company has received additional tax assessments, none of which has been material. The Company is currently under examination by the Indian tax authorities for fiscal year 2021. The Company has also received a notice from the IRS regarding an examination of its U.S. federal income tax returns for the fiscal years ended June 30, 2024 and 2025. The Company does not expect the resolution of these examinations to have a material effect on its consolidated financial statements. Note 13. Retirement Plans Employee Benefit Plan The Company’s employee savings and retirement plan is qualified under Section 401(k) of the United States Internal Revenue Code. Employees may make voluntary, tax‑deferred contributions to the 401(k) Plan up to the statutorily prescribed annual limit. The Company makes discretionary matching contributions to the 401(k) Plan on behalf of employees up to the limit determined by the Board of Directors. The Company contributed $1.7 million and $2.2 million to the 401(k) Plan during the years ended June 30, 2026 and 2025, respectively. Defined Benefit Pension Obligation The Company has established a defined benefit pension plan for its employees in its Switzerland subsidiary. The plan provides benefits to employees upon retirement, death or disability. The Company uses June 30 as the year‑end measurement date for this plan. 97 Table of Contents Obligations and Funded Status The following table presents the funded status of the defined benefit pension plan (in thousands): June 30, 2026 2025 Change in benefit obligation: Benefit obligation—beginning of fiscal year $ 30,941 $ 24,059 Service cost 1,567 1,553 Interest cost 346 322 Plan participants’ contributions 1,410 1,806 Actuarial loss 1,097 1,493 Foreign currency changes (183 ) 3,275 Settlements (7,520 ) — Curtailments (981 ) — Amendments — (131 ) Benefit and expense payments (194 ) (1,436 ) Benefit obligation—end of fiscal year $ 26,483 $ 30,941 Change in plan assets: Plan assets—beginning of fiscal year $ 28,549 $ 21,329 Employer contributions 1,395 1,353 Actual return on plan assets 2,013 2,502 Plan participants’ contributions 1,410 1,806 Foreign currency changes (189 ) 2,996 Settlements (7,520 ) — Benefit and expense payments (194 ) (1,437 ) Plan assets—end of fiscal year $ 25,464 $ 28,549 Funded status $ (1,019 ) $ (2,392 ) Amounts recognized within the consolidated balance sheets: Long-term other liabilities $ (1,019 ) $ (2,392 ) Net amount recognized $ (1,019 ) $ (2,392 ) The following table presents the amounts recognized in accumulated other comprehensive loss (before tax) for the defined benefit pension plan (in thousands): June 30, 2026 2025 Net actuarial gain $ 1,161 $ 1,128 Prior service credit 179 254 Total gain recognized in accumulated other comprehensive loss $ 1,340 $ 1,382 The following table presents the projected benefit obligation, accumulated benefit obligation and fair value of plan assets for this defined benefit pension plan where accumulated benefit obligation exceeded the fair value of plan assets (in thousands): June 30, 2026 2025 Projected benefit obligation $ 26,483 $ 30,941 Accumulated benefit obligation $ 24,111 $ 22,747 Fair value of plan assets $ 25,464 $ 28,549 98 Table of Contents Components of Net Periodic Benefit Cost and Other Amounts Recognized in Other Comprehensive Loss The following table shows the components of the Company’s net periodic benefit costs and the other amounts recognized in other comprehensive loss, before tax, related to the Company’s defined benefit pension plan (in thousands): Year ended June 30, 2026 2025 Net Periodic Benefit Costs: Service cost $ 1,567 $ 1,553 Interest cost 346 322 Expected returns on assets (433 ) (330 ) Amortization of prior service credit (35 ) (24 ) Amortization of net gain — — Gain on curtailment (1,042 ) — Gain on settlement (428 ) — Net periodic benefit costs (25 ) 1,521 Other Amounts Recognized in Other Comprehensive Loss: Net gain arising during the year (489 ) (715 ) Prior service cost 35 26 Amortization of prior service credit — (139 ) Effect of Curtailment 62 — Effect of settlement 434 — Total loss (gain) recognized in other comprehensive loss 42 (828 ) Total recognized in net periodic benefit costs and other comprehensive loss $ 17 $ 693 The amounts in accumulated other comprehensive loss that are expected to be recognized as components of net periodic benefit cost during fiscal year 2027 related to the Company’s defined benefit pension plan are as follows (in thousands): 2027 Net loss $ — Prior service cost 35 Accumulated other comprehensive income $ 35 Assumptions The assumptions used to determine net periodic benefit cost and to compute the expected long‑term return on assets for the Company’s defined benefit pension plan were as follows: Fiscal Years 2026 2025 Net Periodic Benefit Costs: Discount rate 1.15 % 1.20 % Rate of compensation increase 1.75 % 1.75 % Expected long-term return on assets 1.50 % 1.50 % The assumptions used to measure the benefit obligation for the Company’s defined benefit pension plan were as follows: June 30, 2026 2025 Benefit Obligation: Discount rate 1.15 % 1.20 % Rate of compensation increase 1.75 % 1.75 % Contributions and Future Benefit Payments The Company made contributions of approximately $1.4 million to the defined benefit pension plan during both fiscal 2026 and fiscal 2025. The Company expects total contributions to the defined benefit pension plan for fiscal year 2027 will be approximately $1.2 million. Estimated future benefit payments expected to be paid by the defined benefit pension plan at June 30, 2026 are as follows (in thousands): Year Ending June 30, Future Benefits 2027 $ 1,352 2028 1,367 2029 1,389 2030 1,672 2031 2,445 Thereafter 8,145 Total estimated future benefit payments $ 16,370 99 Table of Contents Plan Assets The plan assets are invested in insurance contracts with Copré Collective Foundation based in Lausanne, Switzerland at the end of fiscal years 2026 and 2025. In fiscal 2026 and 2025, the risks of death and disability were reinsured with Zurich Life Insurance. The Copré Foundation for Occupational Benefits (“Copré Foundation”) defines and is responsible for the asset strategy and invests the plan assets for the Company. The Copré Foundation invests the plan assets in insurance contracts which can be measured at Level 2 in the fair value hierarchy. In each of fiscal 2026 and 2025, the expected interest rate for mandatory retirement savings was 1.5%. The technical administration and management of the savings account are guaranteed by the Copré Foundation. Insurance benefits due are paid directly to the entitled persons by the Copré Foundation. Accuray International Sàrl has committed itself to pay the annual contributions and costs due under the pension fund regulations. The contract of affiliation between the Company and the Copré Collective Foundation can be terminated by either side. In the event of a termination, recipients of retirement and survivors’ benefits would remain with the collective foundation. The Company commits itself to transfer its active insured members and recipients of disability benefits to the new employee benefits institution, thus releasing the Copré Collective Foundation from all obligations. Note 14. Segment Disclosure The Company has one operating and reporting segment (oncology systems group), which develops, manufactures and markets proprietary medical devices used in radiation therapy for the treatment of cancer patients. The Company’s Chief Executive Officer, its Chief Operating Decision Maker (“CODM”), assesses financial performance by reviewing a reporting package based on consolidated results of the Company when making decisions about allocating resources and assessing performance. The CODM evaluates performance based on net revenues, gross profit, and operating income which are consistent with what is reported on the consolidated statements of comprehensive income (loss). Significant segment expenses regularly provided to the CODM are consolidated research and development expenses, sales and marketing, and general and administrative expenses as reported on the consolidated financial statements. In addition, the CODM regularly reviews the budget and forecast-to-actual variances to evaluate performance and to make decisions about allocating capital and other resources. The Company does not assess the performance of its individual product lines on measures of profit or loss, or asset-based metrics. Therefore, the information below is presented only for revenues and long‑lived tangible assets by geographic areas. Disaggregation of Revenues The Company disaggregates its revenues from contracts by geographic region, as the Company believes this best depicts how the nature, amount, timing and uncertainty of revenues and cash flows are affected by economic factors. The Company reports its customer revenues in five geographic regions: the Americas, EIMEA, Japan, China and Asia Pacific. The Americas region primarily includes the United States, Canada, and Latin America. The EIMEA region includes Europe, India, the Middle East and Africa. The Asia Pacific region consists of Asia (excluding Japan and China), Australia and New Zealand. Additionally, the Company typically recognizes revenue at a point in time for product revenue and recognizes revenue over time for service revenue. Revenues attributed to a country or region are based on the shipping addresses of the Company’s customers. The following summarizes net revenue by geographic region (in thousands): Years Ended June 30, 2026 2025 Americas $ 89,956 $ 88,768 EIMEA 150,912 144,264 China 68,142 124,475 Japan 44,259 53,622 Asia Pacific 48,678 47,376 Total net revenues $ 401,947 $ 458,505 The following summarizes countries that represent more than ten percent of the Company’s net revenues (in thousands): Years Ended June 30, 2026 2025 Americas 22 % 19 % EIMEA 38 % 32 % China 17 % 27 % Japan 11 % 12 % Asia Pacific 12 % 10 % Total net revenues 100 % 100 % 100 Table of Contents Disaggregation of long-lived assets Information regarding geographic areas in which the Company has long-lived assets, which consists of property, plant and equipment, net, and operating lease right-of-use assets are as follows (in thousands): June 30, 2026 June 30, 2025 Americas $ 45,389 $ 49,466 EIMEA 7,354 9,220 China 1,256 1,577 Japan 480 999 Asia Pacific 349 511 Total long-lived assets $ 54,828 $ 61,773 The long-lived assets in the Americas region are located in the United States as of June 30, 2026, and June 30, 2025. Note 15. Related Party Consulting Agreement On October 18, 2025, the Company entered into a consulting agreement (the “Agreement”) with Dedication Capital, LLC (“Dedication Capital”), an affiliate of Steven F. Mayer, a member of the board of directors (the “Board”) of the Company. Pursuant to the Agreement, Mr. Mayer, the chief executive officer of Dedication Capital, was appointed as Transformation Board Sponsor, providing consulting services to the Company over a period of one year. Mr. Mayer’s services will include, among other things, responsibility for leading the Company’s planning and execution of certain strategic, organizational, cultural, and operational initiatives and transformation in consultation with the Company’s Chief Executive Officer (“CEO”), onboarding the CEO and consulting with the CEO on other matters, and establishing the composition and duties of a transformation office. In consideration for the services to be provided to the Company, Dedication Capital and Mr. Mayer will receive (i) a base consulting fee of $600,000 per year (ii) a cash incentive award for fiscal year 2026 and the first 3 ½ months of fiscal 2027 totaling up to $750,000, where $375,000 is guaranteed, and (iii) equity awards granted to Mr. Mayer consisting of (a) 1.25 million restricted stock awards (“RSAs”) with a grant date fair value of $1.5 million and (b) 1.25 million performance-based stock awards (“PRSA”) with a grant date fair value of $0.9 million. The RSAs will vest one year from the grant date and no later than November 28, 2026, and the PRSAs will be eligible to vest based on the Company’s stock price performance over an approximately six-year performance period ending on September 30, 2031. The Company recorded $0.5 million for consulting fees and the incentive target bonus for services provided by Dedication Capital and Mr. Mayer during the year ended June 30, 2026. The Company recorded $1.6 million in stock compensation expense during the year ended June 30, 2026, respectively, for the RSA and PRSAs. The Company includes the consulting fees and incentive target bonus provided by Mr. Mayer in restructuring expenses as these expenses are directly tied to the execution of the FY26 Restructuring Plan (as defined in Note 7). The Company includes expenses for the RSAs and PRSAs in stock-based compensation expenses. On April 1, 2026, the Company amended the Agreement (the “Amended Agreement”). The Amended Agreement reduced the following by fifty percent: (1) the base consulting fee for the period of March 31, 2026 through October 31, 2026, (2) the minimum amount payable under the guaranteed cash incentive award for the period ended June 30, 2026, and (3) the minimum guaranteed mid-year cash incentive award for the period ended September 30, 2026. In addition, the Company accelerated 0.9 million of the RSAs to vest on April 1, 2026, and the remaining shares will vest on October 31, 2026. Note 16. Subsequent Events On July 29, 2026, the Company entered into the Securities Purchase Agreement with certain existing investors pursuant to which the investors agreed to purchase an aggregate of 55,000 shares of Series A Convertible Preferred Stock for an aggregate purchase price of $55.0 million. The purchase price is payable as (i) $15.0 million in cash (the “Cash Investment”), paid on the signing date of the Securities Purchase Agreement, and (ii) the conversion of $40.0 million of existing indebtedness held by such investors under the Financing Agreement, with such indebtedness to be cancelled and extinguished in exchange for shares of Series A Convertible Preferred Stock at the closing of the Securities Purchase Agreement. The issuance of the Series A Convertible Preferred Stock is subject to certain closing conditions, including stockholder approval and the implementation of a reverse stock split of the Company’s common stock, at a ratio ranging from any whole number between 1-for-15 and 1-for-40 (the “Reverse Stock Split”), or such other ratio as may be approved by the Board, including at least one Preferred Director (as defined below). Upon closing of the Securities Purchase Agreement, certain outstanding Warrants held by the investors party to the Securities Purchase Agreement to purchase approximately 27.6 million shares of common stock will be cancelled. In connection with entering into the Securities Purchase Agreement and Amendment No. 3 to the Financing Agreement described below, the Company issued to the investors under the Securities Purchase Agreement warrants to purchase up to an aggregate of approximately 15.3 million shares of common stock, at purchase price of $0.01 per share of common stock. Such warrants are exercisable for a period of 7 years after the date of issuance. The Series A Convertible Preferred Stock will accrue dividends at 8% per annum and will be convertible at the option of the holders thereof at any time into shares of common stock at an initial conversion price of approximately $0.50 per share, as adjusted for any stock dividend, stock split, stock combination, or reclassification of the common stock, including the Reverse Stock Split. The Series A Convertible Preferred Stock will rank senior to the Company's common stock with respect to dividend and liquidation rights. 101 Table of Contents Pursuant to the Securities Purchase Agreement, the Company decreased the size of its Board to seven members, effective upon the execution of the Purchase Agreement. Under the terms of the Purchase Agreement, following the closing, TCW shall have the right to designate two members of the Board (the “Preferred Directors”). TCW has initially designated Chan W. Galbato and Steven F. Mayer, both of whom are currently serving as members of the Board, to serve as the Preferred Directors. In addition, for so long as TCW is entitled to designate at least one Preferred Director, (i) each of the Audit Committee, the Compensation Committee and the Nominating and Corporate Governance Committee of the Board shall include at least one Preferred Director (subject to applicable independence requirements and applicable law), and (ii) the Company shall not establish any executive committee, finance committee or other committee of the Board with material authority over any of the matters that require the approval of the holders of the Series A Convertible Preferred Stock under the Certificate of Designations unless a Preferred Director is a member of such committee (subject to certain exceptions). Concurrently with entering into the Securities Purchase Agreement, the Company entered into Amendment No. 3 to the Financing Agreement. Amendment No. 3 amended the Financing Agreement to, among other things, (i) provide a covenant holiday with respect to certain financial covenants through December 31, 2027, (ii) modify the terms of the minimum liquidity requirement, (iii) increase certain fees applicable to prepayments, (iv) provide that if the Securities Purchase Agreement is terminated, the Cash Investment is deemed to be a secured obligation under the Financing Agreement and subject to repayment, together with a $15.0 million fee, upon repayment or satisfaction of the obligations (or earlier acceleration thereof), (v) provide for an additional $5.0 million delayed draw term loan commitment, subject to specified conditions, and (vi) converts the revolving credit facility into an asset-based lending facility. If the Securities Purchase Agreement is terminated pursuant to its terms (including if stockholder approval is not obtained for the issuance of the Series A Convertible Preferred Stock), (i) the Cash Investment will automatically be deemed to be an Obligation (as defined in the Financing Agreement) under the Financing Agreement, and (ii) the Company will be required to pay a fee in an amount equal to $15.0 million to TCW, as administrative agent under the Financing Agreement, to be allocated among the investors under the Securities Purchase Agreement in accordance with the amounts funded by such investors. Such amount shall be fully earned, non-refundable, and due on such date of termination, and payable in full in cash on the earliest to occur of (i) the final maturity date under the Financing Agreement; (ii) the date on which all Obligations that are then due and payable are indefeasibly paid in full, in cash; (iii) the date on which all or any portion of the Obligations is accelerated; or (iv) the date on which any of the Obligations is satisfied, released, paid, restructured, reorganized, replaced, reinstated, defeased or compromised, including through foreclosure (whether by judicial proceeding or otherwise), a deed in lieu of foreclosure, or a distribution of any kind made to TCW, as administrative agent under the Financing Agreement, or the lenders in full or partial satisfaction of the Obligations. The Company is evaluating the accounting impact of these transactions, including the classification and measurement of the Series A Convertible Preferred Stock, warrants, debt conversion and debt amendment. The Company is currently unable to reasonably estimate the financial effect of these transactions on its financial statements at this time. 102 Table of Contents