UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934

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☐	Definitive Proxy Statement
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VIEWRAY, INC.

(Name of Registrant as Specified In Its Charter)

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

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Your Vote Counts! VIEWRAY, INC. 2 THERMO FISHER WAY OAKWOOD VILLAGE, OH 44146 VIEWRAY, INC. 2021 Annual Meeting Vote by June 10, 2021 11:59 PM ET You invested in VIEWRAY, INC. and it’s time to vote! You have the right to vote on proposals being presented at the Annual Meeting. This is an important notice regarding the availability of proxy material for the stockholder meeting to be held on June 11, 2021. Vote Virtually at the Meeting* June 11, 2021 8:30 AM PT Virtually at: www.virtualshareholdermeeting.com/VRAY2021 *Please check the meeting materials for any special requirements for meeting attendance. Smartphone users Point your camera here and vote without entering a control number V1 For complete information and to vote, visit www.ProxyVote.com Control # D50626-P52767 Get informed before you vote View the Notice and Proxy Statement and Form 10-K online OR you can receive a free paper or email copy of the material(s) by requesting prior to May 28, 2021. If you would like to request a copy of the material(s) for this and/or future stockholder meetings, you may (1) visit www.ProxyVote.com, (2) call 1-800-579-1639 or (3) send an email to sendmaterial@proxyvote.com. If sending an email, please include your control number (indicated below) in the subject line. Unless requested, you will not otherwise receive a paper or email copy.

THIS IS NOT A VOTABLE BALLOT This is an overview of the proposals being presented at the upcoming stockholder meeting. Please follow the instructions on the reverse side to vote these important matters. Vote at www.ProxyVote.com Prefer to receive an email instead? While voting on www.ProxyVote.com, be sure to click “Sign up for E-delivery”. Voting Items Board Recommends D50627-P52767 1. To elect three directors to hold office until the 2024 Annual Meeting of Stockholders and until their successors are duly elected and qualified. Nominees: 2. To approve an amendment to our Amended and Restated Certificate of Incorporation to phase out the classified structure of our board of directors. 01) Caley Castelein, M.D. 02) Brian K. Roberts 03) Karen N. Prange 3. To ratify the selection, by the audit committee of our board of directors, of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2021. 4. Advisory vote to approve ViewRay’s executive compensation. NOTE: Such other business as may properly come before the meeting or any adjournment thereof. For For For For