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ViewRay, Inc. – ‘8-K’ for 3/15/21

On:  Monday, 3/15/21, at 9:27am ET   ·   For:  3/15/21   ·   Accession #:  1564590-21-13030   ·   File #:  1-37725

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  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 3/15/21  ViewRay, Inc.                     8-K:5,9     3/15/21   11:173K                                   ActiveDisclosure/FA

Current Report   —   Form 8-K
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 8-K         Current Report                                      HTML     31K 
 2: EX-99.1     Miscellaneous Exhibit                               HTML     12K 
 7: R1          Document and Entity Information                     HTML     46K 
 9: XML         IDEA XML File -- Filing Summary                      XML     11K 
 6: XML         XBRL Instance -- vray-8k_20210315_htm                XML     14K 
 8: EXCEL       IDEA Workbook of Financial Reports                  XLSX      6K 
 4: EX-101.LAB  XBRL Labels -- vray-20210315_lab                     XML     56K 
 5: EX-101.PRE  XBRL Presentations -- vray-20210315_pre              XML     34K 
 3: EX-101.SCH  XBRL Schema -- vray-20210315                         XSD     18K 
10: JSON        XBRL Instance as JSON Data -- MetaLinks               12±    19K 
11: ZIP         XBRL Zipped Folder -- 0001564590-21-013030-xbrl      Zip     13K 


‘8-K’   —   Current Report


This is an HTML Document rendered as filed.  [ Alternative Formats ]



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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

FORM  i 8-K

 

CURRENT REPORT

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

Date of Report (Date of earliest event reported):  i March 15, 2021

 

 i ViewRay, Inc.

(Exact name of Registrant as Specified in Its Charter)

 

 

 i Delaware

 i 001-37725

 i 42-1777485

(State or Other Jurisdiction

of Incorporation)

(Commission File Number)

(IRS Employer

Identification No.)

 

 

 

 i 2 Thermo Fisher Way

 i Oakwood Village,  i Ohio

 

 i 44146

(Address of Principal Executive Offices)

 

(Zip Code)

Registrant’s Telephone Number, Including Area Code: ( i 440)  i 703-3210

Not Applicable

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

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instructions A.2. below):

 

 i 

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

 i 

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

 i 

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

 i 

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

 

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

 

Title of each class

 

Trading

Symbol(s)

 

Name of each exchange on which registered

 i Common Stock, par value $0.01

 

 i VRAY

 

 i The Nasdaq Global Market

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

Emerging growth company  i 

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

 

 

 


 

 

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

 

On March 15, 2021, ViewRay, Inc. (the “Company”) issued a press release announcing the resignation of Shahriar Matin, Chief Operating Officer of the Company, effective March 31, 2021. A copy of the press release is filed as Exhibit 99.1 hereto and incorporated by reference. There were no disagreements between the Company and Mr. Matin that led to his decision to resign. The Company does not intend to fill the role of Chief Operating Officer at present.

 

In accordance with his Separation Agreement, dated July 28, 2020 (the “Separation Agreement”), Mr. Matin will receive severance pay for the number of months then remaining in the Severance Period, COBRA reimbursement for up to twelve months, payment of his target bonus in accordance with the terms of the Original Agreement, accelerated vesting of then unvested RSUs that would otherwise have vested within the twenty-four months after termination in accordance with the terms of the Original Agreement, and continued exercisability of any vested stock options for up to one year from the termination date. The Separation Agreement modified certain severance and other related provisions of the Employment Agreement entered into between the Company and Mr. Matin dated July 22, 2018 (as amended December 20, 2018, the “Original Agreement”).

 

Mr. Matin will remain subject to the Company’s Confidentiality and Inventions Agreement.

 

The foregoing description of the Separation Agreement is only a summary and is qualified in its entirety by reference to the complete text of the Separation Agreement, which was filed as an exhibit to the Company’s Current Report of August 5, 2020.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits.

 

ExhibitNumber

Description

99.1

Press Release dated March 15, 2021.

104

Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 


 

 

SIGNATURES

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

 

 

 

VIEWRAY, INC.

 

 

 

 

Date: March 15, 2021

 

By:

/s/ Robert S. McCormack

 

 

 

Robert S. McCormack

 

 

 

Senior Vice President, General

Counsel and Corporate Secretary

 

 


Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘8-K’ Filing    Date    Other Filings
3/31/2110-Q
Filed on / For Period end:3/15/21
8/5/20
7/28/208-K
12/20/18
7/22/183,  4
 List all Filings 


3 Subsequent Filings that Reference this Filing

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

11/18/21  ViewRay, Inc.                     424B2                  1:491K                                   Donnelley … Solutions/FA
11/16/21  ViewRay, Inc.                     424B5                  1:494K                                   Donnelley … Solutions/FA
11/16/21  ViewRay, Inc.                     S-3ASR     11/16/21    3:366K                                   Donnelley … Solutions/FA
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