8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 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): March 4, 2021

ViewRay, Inc.

(Exact name of Registrant as Specified in Its Charter)

Delaware	001-37725	42-1777485
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)
2 Thermo Fisher Way Oakwood Village, Ohio		44146
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s Telephone Number, Including Area Code: (440) 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):

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	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
Common Stock, par value $0.01	VRAY	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 ☐

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 2.02 Results of Operations and Financial Condition.

On March 4, 2021, ViewRay, Inc. (“ViewRay” or the “Company”) issued a press release announcing its financial results for the quarter and year ended December 31, 2020. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

The information in this Item 2.02 of this Current Report on Form 8-K and the Exhibit 99.1 attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”), or incorporated by reference in any filing of ViewRay under the Securities Act or the Exchange Act, whether made before or after the date hereof, regardless of any general incorporation language in such filing.

Item 7.01 Regulation FD Disclosure.

Spokespersons of ViewRay, Inc. (“ViewRay”) plan to present the information in the presentation attached hereto as Exhibit 99.2 to analysts and investors from time to time on or after March 4, 2021. The presentation will be available on the Investor Relations page at Company’s website at: http://investors.viewray.com.

The furnishing of the attached presentation is not an admission as to the materiality of any information therein. The information contained in the presentation is summary information that is intended to be considered in the context of more complete information included in ViewRay’s filings with the U.S. Securities and Exchange Commission (the “SEC”) and other public announcements that ViewRay has made and may make from time to time by press release or otherwise. ViewRay undertakes no duty or obligation to update or revise the information contained in this report, although it may do so from time to time as its management believes is appropriate. Any such updating may be made through the filing of other reports or documents with the SEC, through press releases or through other public disclosures. For important information about forward looking statements, see the slide titled “Forward-Looking Statements & Disclaimer” in Exhibit 99.2 attached hereto.

The information set forth under Item 2.02 of this Current Report on Form 8-K is incorporated by reference into this Item 7.01.

The information in this Item 7.01 of this Current Report on Form 8-K and the Exhibit 99.1 and Exhibit 99.2 attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section or Sections 11 and 12(a)(2) of the Securities Act, or incorporated by reference in any filing of the Company under the Securities Act or the Exchange Act, whether made before or after the date hereof, regardless of any general incorporation language in such filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit Number	Description
99.1	Press Release dated March 4, 2021 announcing financial results for the fiscal quarter ended December 31, 2020.
99.2	ViewRay Q4 2020 Earnings Conference Call Presentation.
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 4, 2021	By:	/s/ Robert S. McCormack
		Robert S. McCormack
		Senior Vice President, General Counsel and Corporate Secretary

EX-99.1

Exhibit 99.1

ViewRay Reports Fourth Quarter and Full Year 2020 Results

CLEVELAND, March 4, 2021 — ViewRay, Inc. (Nasdaq: VRAY) (the "Company") today announced financial results for the fourth quarter and year ended December 31, 2020.

Full Year 2020 Highlights

• Total revenue of $57.0 million primarily from nine revenue units, including two system upgrades, compared to 2019 revenue of approximately $87.8 million, primarily from 15 revenue units, including two system upgrades.

• Received 17 new orders for MRIdian systems, including two upgrades, totaling $94.6 million, compared to 22 new orders, including three upgrades, totaling $118.5 million in 2019.

• Total backlog increased to $241.3 million as of December 31, 2020, compared to $227.3 million as of December 31, 2019.

• Cash and cash equivalents were $156.7 million as of December 31, 2020. Cash burn in the fourth quarter of 2020 was approximately $7.2 million.  

Fourth Quarter 2020 Highlights

• Total revenue of approximately $18.5 million in the fourth quarter of 2020, primarily from three revenue units including one system upgrade, compared to total revenue of approximately $16.5 million, primarily from three revenue units including one system upgrade, in the fourth quarter of 2019.  

• Received five new orders for MRIdian systems totaling $24.0 million in the fourth quarter of 2020, compared to four new orders totaling $21.2 million in the fourth quarter of 2019.

2021 Public Offering of Common Stock

• In January 2021, the Company raised aggregate net proceeds of approximately $53.5 million after deducting the underwriting discounts, commissions, and estimated offering expenses via a public offering in which 11,856,500 shares of our common stock were issued and sold, including the full exercise of the underwriters’ option to purchase additional shares, at a price to the public of $4.85 per share.

"We are pleased with our solid fourth quarter and full year 2020 results despite the ongoing impact of the COVID-19 pandemic. Our recently bolstered balance sheet, coupled with our clinical, strategic, and economic value propositions, have positioned us well for 2021 and beyond," said Scott Drake, President and CEO. "Innovation is the hallmark of ViewRay, and our pipeline is focused on    sub-20 minute treatment times, improved workflow and efficiency, and cost reduction. By protecting and extending our innovation lead, we are improving the lives of cancer patients worldwide."

Financial Results

Total revenue for the three months ended December 31, 2020 was $18.5 million compared to $16.5 million for the same period last year. Total revenue for the full year 2020 was $57.0 million compared to $87.8 million for the full year 2019.

Total cost of revenue for the three months ended December 31, 2020 was $18.3 million compared to $20.4 million for the same period last year. Total cost of revenue was $61.1 million for the full year 2020 compared to $93.3 million for the full year 2019.

Total gross margin for the three months ended December 31, 2020 was $0.2 million, compared to a gross margin of $(3.9) million for the same period last year. Total gross margin for the full year 2020 was $(4.1) million compared to $(5.5) million for the full year 2019.

Total operating expenses for the three months ended December 31, 2020 were $25.5 million, compared to $28.5 million for the same period last year. Total operating expenses for the full year 2020 were $101.9 million compared to $115.3 million for the full year 2019.

Net loss for the three months ended December 31, 2020 was $26.1 million, or $0.18 per share, compared to $35.2 million, or $0.31 per share, for the same period last year. Net loss for the full year 2020 was $107.9 million, or $0.73 per share, compared to $120.2 million, or $1.18 per share, for the full year 2019.

ViewRay had total cash and cash equivalents of $156.7 million at December 31, 2020.

Financial Guidance

Due to the ongoing impact and uncertainty of the COVID-19 pandemic globally, the company will not be providing financial guidance at this time.

Conference Call and Webcast

ViewRay will hold a conference call to discuss results on Thursday, March 4, 2021 at 4:30 p.m. ET / 1:30 p.m. PT. The dial-in numbers are (844) 277-1426 for domestic callers and (336) 525-7129 for international callers. The conference ID number is 5976583. A live webcast of the conference call will be available on the investor relations page of ViewRay's corporate website athttp://investors.viewray.com/events-and-presentations/upcoming-events.

After the live webcast, a replay will remain available online on the investor relations page of ViewRay's website, under "Financial Events and Webinars", for 14 days following the call. In addition, a telephonic replay of the call will be available until March 11, 2021. The replay dial-in numbers are (855) 859-2056 for domestic callers and (404) 537-3406 for international callers. Please use the conference ID number 5976583.

About ViewRay®

ViewRay, Inc. (Nasdaq: VRAY), designs, manufactures, and markets the MRIdian® MR-Guided Radiation Therapy System. MRIdian is built upon a proprietary high-definition MR imaging system designed from the ground up to address the unique challenges and clinical workflow for advanced radiation oncology. Unlike MR systems used in diagnostic radiology, MRIdian's high-definition MR was purpose-built to address specific challenges, including beam distortion, skin toxicity, and other concerns that potentially may arise when high magnetic fields interact with radiation beams. ViewRay and MRIdian are registered trademarks of ViewRay, Inc.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of Section 27A of the Private Securities Litigation Reform Act. Statements in this press release that are not purely historical are forward-looking statements. Such forward-looking statements include, among other things, the rate of new orders, upgrades, and installations, ViewRay's expectations for 2021 and beyond and ViewRay's conference calls to discuss its fourth quarter and full year 2020 results.  Actual results could differ from those projected in any forward-looking statements due to numerous factors. Such factors include, among others, the ability to commercialize MRIdian Linac System, demand for ViewRay's products, the ability to convert backlog into revenue, the timing of delivery of ViewRay's products, the timing, length, and severity of the recent COVID-19 (coronavirus) pandemic, including its impacts across our businesses on demand, operations and our global supply chains, the results and other uncertainties associated with clinical trials, the ability to raise the additional funding needed to continue to pursue ViewRay's business and product development plans, the inherent uncertainties associated with developing new products or technologies, competition in the industry in which ViewRay operates, and overall market conditions. For a further description of the risks and uncertainties that could cause actual results to differ from those expressed in these forward-looking statements, as well as risks relating to ViewRay's business in general, see ViewRay's current and future reports filed with the Securities and Exchange Commission, including its Annual Report on Form 10-K for the fiscal year ended December 31, 2020 and its Quarterly Reports on Form 10-Q, as updated periodically with the company's other filings with the SEC. These forward-looking statements are made as of the date of this press release, and ViewRay assumes no obligation to update the forward-looking statements, or to update the reasons why actual results could differ from those projected in the forward-looking statements, except as required by law.

VIEWRAY, INC.

Consolidated Statements of Operations and Comprehensive Loss

(Unaudited)

(In thousands, except share and per share data)

	Three Months Ended December 31,						Year Ended December 31,
	2020			2019			2020			2019
Revenue:
Product	$	14,447		$	14,029		$	42,742		$	79,504
Service		3,891			2,321			13,800			7,803
Distribution rights		119			119			475			475
Total revenue		18,457			16,469			57,017			87,782
Cost of revenue:
Product		14,954			17,078			49,347			80,446
Service		3,349			3,325			11,729			12,814
Total cost of revenue		18,303			20,403			61,076			93,260
Gross margin		154			(3,934	)		(4,059	)		(5,478	)
Operating expenses:
Research and development		7,215			6,659			25,008			23,794
Selling and marketing		3,596			5,961			15,181			25,806
General and administrative		14,683			15,829			61,729			65,717
Total operating expenses		25,494			28,449			101,918			115,317
Loss from operations		(25,340	)		(32,383	)		(105,977	)		(120,795	)
Interest income		4			330			791			1,721
Interest expense		(124	)		(1,425	)		(3,307	)		(4,327	)
Other income (expense), net		(639	)		(1,731	)		585			3,202
Loss before provision for income taxes	$	(26,099	)	$	(35,209	)	$	(107,908	)	$	(120,199	)
Provision for income taxes		—			—			—			—
Net loss and comprehensive loss	$	(26,099	)	$	(35,209	)	$	(107,908	)	$	(120,199	)
Amortization of beneficial conversion feature related to Series A convertible preferred stock		—			—			—			—
Net loss attributable to common stockholders, basic and diluted	$	(26,099	)	$	(35,209	)	$	(107,908	)	$	(120,199	)
Net loss per share, basic and diluted	$	(0.18	)	$	(0.31	)	$	(0.73	)	$	(1.18	)
Weighted-average common shares used to compute net loss per    share attributable to common stockholders, basic and diluted		148,530,746			114,585,685			147,895,561			102,001,954
Gross Orders	$	24,000		$	21,210		$	94,604		$	118,488
Backlog	$	241,334		$	227,312		$	241,334		$	227,312

VIEWRAY, INC.

Consolidated Balance Sheets

(Unaudited)

(In thousands, except share and per share data)

	December 31,
	2020			2019
ASSETS
Current assets:
Cash and cash equivalents	$	156,720		$	226,783
Accounts receivable		11,769			16,817
Inventory, net of allowance of $2,286 and $1,363, respectively		46,641			55,031
Deposits on purchased inventory		2,084			6,457
Deferred cost of revenue		1,954			3,466
Prepaid expenses and other current assets		5,257			3,310
Total current assets		224,425			311,864
Property and equipment, net		24,062			23,399
Restricted cash		1,460			1,404
Intangible assets, net		50			55
Right-of-use assets		10,129			11,720
Other assets		1,426			1,577
TOTAL ASSETS	$	261,552		$	350,019
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable	$	9,984		$	13,739
Accrued liabilities		19,281			21,390
Customer deposits		15,463			9,662
Operating lease liability, current		2,089			2,264
Current portion of long-term debt		-			1,556
Deferred revenue, current portion		10,094			10,457
Total current liabilities		56,911			59,068
Deferred revenue, net of current portion		2,572			3,553
Long-term debt		56,940			53,995
Warrant liability		4,864			5,373
Operating lease liability, noncurrent		9,043			10,479
Other long-term liabilities		956			1,377
TOTAL LIABILITIES		131,286			133,845
Commitments and contingencies (Note 6)
Stockholders’ equity:
Preferred stock, par value $0.01 per share; 10,000,000    shares authorized at December 31, 2020 and 2019; no shares issued    and outstanding at December 31, 2020 and 2019		—			—
Common stock, par value of $0.01 per share; 300,000,000 shares    authorized at December 31, 2020 and 2019; 148,615,351 and 147,191,695    shares issued and outstanding at December 31, 2020 and 2019		1,476			1,462
Additional paid-in capital		755,874			733,888
Accumulated deficit		(627,084	)		(519,176	)
TOTAL STOCKHOLDERS’ EQUITY		130,266			216,174
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY	$	261,552		$	350,019

Contact:

Investor Relations:

Michaella Gallina

Vice President, Chief of Staff, Head of Investor Relations and Communications

ViewRay, Inc.

1-844-MRIdian (674-3426)

Email: investors@viewray.com

Media Enquiries:

Karen Hackstaff

Vice President, Strategy and Brand

ViewRay, Inc.

Phone: +1 408-242-2994

Email: media@viewray.com

EX-99.2

Q4 2020 Earnings Conference Call March 4, 2021 ©2021 ViewRay, Inc. All rights reserved. Exhibit 99.2

This presentation has been prepared solely for use at this meeting and is intended for investors and analysts only. The material is given in conjunction with an oral presentation and should not be taken out of context. Unless the context requires otherwise, references to “ViewRay,” “the company,” “we,” “us” and “our,” refer to ViewRay, Inc. Except for historical information, ViewRay’s written and accompanying oral presentation may contain forward-looking statements, including statements about the overall industry, including but not limited to: our current expectations of the market; growth drivers; future trends; demand for radiation oncology products and features; and innovation and growth opportunities. Forward-looking statements also include, but are not limited to, statements about ViewRay’s: future orders; backlog or earnings growth; future financial results; and market acceptance of ViewRay’s existing products, future products, or technology. Words such as “could,” “anticipates,” “expects,” “outlook,” “intends,” “plans,” “believes,” “seeks,” “vision,” “estimates,” “may,” “will,” “future,” “horizon,” “aiming,” “driving,” “target” (or variations of them,) and similar statements, are forward-looking statements. These types of statements express management’s beliefs based on the information available to us as of the date of this presentation, are subject to change, and are not guarantees of future performance. Forward-looking statements involve risks, uncertainties, and assumptions that are difficult to predict and could cause ViewRay’s results to differ materially from those presented. These risks, uncertainties, and assumptions include, but are not limited to, changes in: the regulatory environment; global economics; trade compliance requirements, duties or tariffs; third-party reimbursement levels; currency exchange rates; taxation, healthcare law, and product clearance requirements, as well as those related to: the effect of COVID-19 on our business operations and financial condition; adverse publicity about ViewRay and our products; our reliance on sole or limited source suppliers; our ability to commercialize our products successfully; the impact of competitive products and pricing, and all other risks listed from time to time in the company’s filings with the Securities and Exchange Commission, which are incorporated into this Forward-Looking Statements disclosure by this reference. We do not assume any obligation to update or revise the forward-looking statements in ViewRay’s written or oral presentation, whether based on future events, new or additional information or otherwise. ViewRay’s written and oral presentation does not constitute an offer to sell, or the solicitation of an offer to buy, securities. The opinions and clinical experiences presented herein are specific to the featured physicians and/or the featured patients and are for information purposes only.  Nothing in this material is intended to provide specific medical advice or to take the place of written law or regulations. Individual customer results are illustrative only and are not predictive of future results. ViewRay issued a press release and presentation for today’s call. The presentation can be viewed live on the webcast or downloaded from the “financial events and webinars” portion of our website at www.investors.viewray.com. The call is being broadcast and webcast live, and a replay will be available for 14 days. Listeners are cautioned that comments made by management during this call may include forward-looking statements within the meaning of federal securities laws. These statements involve material risks and uncertainties, and actual results could differ from those projected in any forward-looking statement due to numerous factors. For a description of these risks and uncertainties, please see ViewRay's Annual Report on Form 10-K for the fiscal year ended December 31, 2019, and its Quarterly Reports on Form 10-Q, as updated periodically with the company's other SEC filings, including its Form 10-K for the fiscal year ended December 31, 2020. Furthermore, the content of this conference call contains time-sensitive information accurate only as of today, March 4, 2021. ViewRay undertakes no obligation to revise or otherwise update any statements to reflect events or circumstances after the date of this call.  MEDICAL ADVICE DISCLAIMER ViewRay is a medical device manufacturer and cannot and does not recommend specific treatment approaches. Individual results may vary. Forward-Looking Statements & Disclaimer 2 ©2021 ViewRay, Inc. All rights reserved.

Our Mission: Treat and Prove What Others Can’t. >65 patients treated2 More than 3,000  patients with clinically reported outcomes1 ©2021 ViewRay, Inc. All rights reserved. 3

Q4 2020 Financial Results Conference Call 5 MRIdian orders Revenue: $18.5 million, Three units, including one upgrade Used ~$7 million of cash Backlog increased to $241 million ©2021 ViewRay, Inc. All rights reserved. 4

Pipeline Update1 Commercial Therapy Adoption Innovation/Product Sub 20-minute treatment times Workflow Automation Enhanced MRI imaging Increased dosing Brain treatment package Remote access Cost reduction Clinical Move from exploratory to confirmatory and definitive data: Phase 1, 2, 3 ©2021 ViewRay, Inc. All rights reserved. 5

©2021 ViewRay, Inc. All rights reserved. Customers’ Definition of Clinical Success MRIdian 51 MRIdian SMART: Stereotactic MR-guided Adaptive Radiotherapy Among alternatives in the clinical landscape, we have found only MRIdian’s evidence that fits this criteria Ablative Dose Tight Margins No Fiducials 5 or Fewer Fractions No or Low Grade 3 Toxicity 6

MRIdian Expands the Utility of Radiation Therapy Soft tissue subject to intra-therapy movement - weighted average utilization: 5% RT is under-utilized in soft tissue tumors ©2021 ViewRay, Inc. All rights reserved.

Net new patients:1,2 Establish new programs for patients generally not treated on conventional linacs Patients traveling outside catchment area3 Increase in-network referrals2 MRIdian: Expanding Opportunity in Practice ©2021 ViewRay, Inc. All rights reserved. 8

MRIdian SMART enables program shift to SBRT % MRIdian patients National SBRT Average2 Customers moving from IMRT to SBRT on MRIdian MRIdian SBRT Mix1 ©2021 ViewRay, Inc. All rights reserved. 9

from 2014-20201 Patients Treated Annually: 85% CAGR ©2021 ViewRay, Inc. All rights reserved.

Focused-Beachhead Patient-Centric Roadmap Bone #1 #2 #3 #4 Expand utilization of MRIdian SMART Become first line therapy PANCREAS PROSTATE LUNG BRAIN GI GU Thoracic Cranial ©2021 ViewRay, Inc. All rights reserved. 11

©2021 ViewRay, Inc. All rights reserved. Prospective studies. Larger ‘N’ Confirm signals in key tumor sites Safety and Efficacy endpoints Randomized controlled trials Comparative Safety and efficacy endpoints 60+ investigator-initiated trials Feasibility Explore new indications/expand SMART Reduce fx and improve workflow MIRAGE (CT vs. MRIdian prostate) PANCOSAR (SMART in medically inoperable pancreas) SMART Pancreas SHORTER (20 vs 5 fx post-op prostate) SCIMITAR (post-op SMART) Immunotherapy + SMART STAAR Lung (central/ultra central SMART) Pre-op Gastric SMILE (prostate SBRT German multi-cent) MARTHA (head and neck) MASPAC (late-stage pancreas multi-cent) Compassionate Access Program (pancreas) Radiomics Synthetic CT Workflow efficiency Prone Breast APBI Oligomets AI dose calculation DWI SMART ONE Sarcoma Lymphoma Cervical Rectal Liver mets SMART Master CONFIRM Phase 3 (Definitive) Phase 2 (Confirmatory) Phase 1 (Exploratory) Constant flow of proof to drive adoption MRIdian Clinical Pipeline1 12

Retrospective data1 (feasibility) Late-stage metastatic3 SMART2 (inoperable/borderline resectable) Medically inoperable4 Exploratory/Phase 1 Confirmatory/Phase 2 Confirmatory/Phase 2 RCT Definitive/Phase 3 RCT Where We Are Going – Pancreas GOAL: Bring MRIdian to ALL pancreatic cancer patients Started with retrospective data Confirm with Phase 2 SMART study Span the spectrum of disease ©2021 ViewRay, Inc. All rights reserved. 13

Delivering Safety and Efficacy Data for MRIdian SMART Adoption Today Tomorrow Future Pancreas Cancer Prostate Cancer Metastatic Cancer Phase 3 RCT (SBRT for medically inoperable) 2 Phase 3 MIRAGE RCT (5x MRIdian SMART vs 5x conventional with fiducials) 5 Study Phase: ENROLLING Study Phase: ENROLLING Phase 2 SMART1 Phase 2 (SMART for post-op) 3 Phase 2 SHORTER RCT (20fx conventional vs 5fx MRIdian SMART)4 Phase 2 Safety/Efficacy6 Study Phase: ENROLLING Study Phase: ENROLLING Study Phase: ENROLLING Study Phase: ENROLLING Demonstrate safe ablative dose SMART for pancreatic patients Demonstrate safe ablative dose SMART for post-prostatectomy patients and superiority versus conventional linac Demonstrate safe ablative dose adjunctive treatment for metastatic immunotherapy non-responders Lung Cancer Demonstrate safe ablative dose for ultra/central lung Phase 2 LUNG STAAR (SBRT for central/ultra central)7 Single Fraction Demonstrate safe and efficient single fx treatment across multiple cancer types SMART ONE Feasibility8 Study Phase: START UP Study Phase: START UP 14 ©2021 ViewRay, Inc. All rights reserved.

MRIdian Enables Progression of Therapy Improve economic performance & increase TAM Patients pushing, and physicians pulling, for shorter courses of treatment Smart ONE1: Multicenter, single-arm phase 1, single-fraction therapy in both primary tumors and oligomets located in lung, pancreas, liver, kidney, adrenal, and lymph nodes Single- fraction MRIdian SMART ONE ©2021 ViewRay, Inc. All rights reserved. 15

Improve economic performance & increase TAM New patients generally not treated on conventional linacs2,3 Patients traveling outside catchment area4 Increase in-network referrals3 MRIdian 51 = Top and Bottom Line Impact for Customers + Customers Purchasing Multiple MRIdian Systems Ablative dose Tight margins No fiducials 5 or fewer fractions No or low grade 3 toxicity MRIdian Value Chain ©2021 ViewRay, Inc. All rights reserved. 16

Financial Results Q4 2020 ©2021 ViewRay, Inc. All rights reserved.

Financial Results Q4 and Full Year 2020 In thousands Consolidated Statements of Operations and Comprehensive Loss (Unaudited) 18 ©2021 ViewRay, Inc. All rights reserved.

Question and Answer Session 19 ©2021 ViewRay, Inc. All rights reserved.

Presentation Citations Slide 3 Internal and historical company data 12/31/20 MRIdian log data Slide 5 This presentation is intended for investors and analysts only. Some features described herein are not and may never be cleared or approved for sale in all markets. Slide 6 Henke, L., et al. (2018). Phase I trial of stereotactic MR-guided online adaptive radiation therapy (SMART) for the treatment of oligometastatic or unresectable primary malignancies of the abdomen. Radiotherapy and Oncology, 126(3), 519-526; Henke LE, et al. Stereotactic mr-guided online adaptive radiation therapy (smart) for ultracentral thorax malignancies: Results of a phase 1 trial. Adv Radiat Oncol 2019;4:201-209; Rosenberg SA, et al. A multi-institutional experience of mr-guided liver stereotactic body radiation therapy. Adv Radiat Oncol 2019;4:142-149; Finazzi T, Haasbeek CJA, Spoelstra FOB, Palacios MA, Admiraal MA, Bruynzeel AME, Slotman BJ, Lagerwaard FJ, Senan S, Clinical outcomes of stereotactic MR-guided adaptive radiation therapy for high-risk lung tumors International Journal of Radiation Oncology • Biology• Physics (2020); Rudra S. et al. (2019). Using adaptive magnetic resonance image-guided radiation therapy for treatment of inoperable pancreatic cancer. Cancer Medicine, 8(5), 2123-2132; Finazzi, et al. Role of on-table plan adaptation in MR-guided ablative radiation therapy for central lung tumors. Int J Radiat Oncol Biol Phys. 2019 Jul 15;104(4):933-941. doi: 10.1016/j.ijrobp.2019.03.035. Epub 2019 Mar 28; Chuong, M.D., Bryant, J., Mittauer, K.E., Hall, M., Kotecha, R., Alvarez, D., et al. (2020). Ablative 5-fraction stereotactic magnetic resonance-guided radiation therapy (MRgRT) with on-table adaptive replanning and elective nodal irradiation for inoperable pancreas Hassanzadeh, C., Rudra, S., Bommireddy, A., Hawkins, W.G., Wang-Gillam, A., Fields, R.C., et al. (2020) Ablative Five-Fraction Stereotactic Body Radiotherapy for Inoperable Pancreatic Cancer Using Online MR-Guided Adaptation. Advances in Radiation Oncology, Advance online publication. Kennedy WR, Thomas MA, Stanley JA, Luo J, Ochoa LL, Clifton KK, Cyr AE, Margenthaler JA, DeWees TA, Price A, Kashani R, Green O, Zoberi I, Single Institution Phase I/II Prospective Clinical Trial of Single Fraction High Gradient Adjuvant Partial Breast Irradiation for Hormone Sensitive Stage 0-I Breast Cancer, International Journal of Radiation Oncology • Biology • Physics (2020);   Henke, L., et al. (2018). Phase I trial of stereotactic MR-guided online adaptive radiation therapy (SMART) for the treatment of oligometastatic or unresectable primary malignancies of the abdomen. Radiotherapy and Oncology, 126(3), 519-526; Bruynzeel AME, Tetar SU, Oei SS, Senan S, Haasbeek CJA, Spoelstra FOB, Piet AHM, Meijnen P, Bakker van der Jagt MAB, Fraikin T, Slotman BJ, van Moorselaar RJA, Lagerwaard FJ, A prospective single-arm phase II study of stereotactic magnetic-resonance-guided adaptive radiotherapy for prostate cancer: Early toxicity results, International Journal of Radiation Oncology • Biology • Physics (2019); Tetar, S., Bruynzeel, A., Oei, S., Senan, S., Fraikin T., Slotman, B. et al. (2020) Magnetic Resonance-guided stereotactic radiotherapy for localized prostate cancer: final results on patient-reported outcomes of a prospective phase 2 study.  Eu Urology Oncology epub June 12, 2020. Witt, J., et al. (2020). MRI-guided adaptive radiotherapy for liver tumours: visualizing the future. Lancet Oncol 2020; 21:e74-82. Finazzi, T., van Sörnsen de Koste, J.R., Palacios, M.A., Spoelstra, F.O.B., Slotman, B.J., Haasbeek, C.J.A., Senan, S. (2020). Delivery of magnetic resonance-guided single-fraction stereotactic lung radiotherapy. Physics and Imaging in Radiation Oncology, 14, P17-23. Slide 7 A small number of patients receive brachytherapy but no external beam radiation. Total based on incidence from SEER; % receiving beam radiation as part of their first course of treatment from National Cancer Database http://oliver.facs.org/BMPub/index.cfm. NCDB, accessed Jan. 2019, beam radiation as sole or part of combination treatment; NCDB registry includes data on ~70% of newly diagnosed cases in US.

Presentation Citations Slide 8 “Day One, All-Day Adaptive: Dana-Farber/Brigham and Women's Cancer Center Maximizes Clinical Value of MRIdian,” 7/23/20. Dr. Nagar, Cornell University, October 2020. Dr. Michael Choung, Miami Cancer Institute. “Physician-led Webinar for Investors and Analysts at 2020 ASTRO Annual Meeting”, 10/27/2020. https://investors.viewray.com/events/event-details/physician-led-webinar-investors-and-analysts-2020-astro-annual-meeting. Slide 9 3/4/21 MRIdian log data Centers for Medicare & Medicaid Services, RO Episode File, 2017 data published in 2019 78.1% SBRT treatment on MRIdian (~80%) Slide 10 12/31/20 MRIdian log data Slide 12 Phase 1 (Exploratory) SMART ONE: Miami Cancer Institute, PI: Dr. Michael Chuong, “Stereotactic MRI-Guided Adaptive Radiation Therapy Delivered in One Fraction for Inoperable Primary or Metastatic Carcinoma (SMART One)”, Currently under IRB review SMART Master: https://clinicaltrials.gov/ct2/show/NCT04115254 CONFIRM: https://clinicaltrials.gov/ct2/show/NCT04368702 Phase 2 (Confirmatory) SMART Pancreas: https://clinicaltrials.gov/ct2/show/NCT03621644 SHORTER: https://clinicaltrials.gov/ct2/show/NCT04422132 SCIMITAR: https://clinicaltrials.gov/ct2/show/NCT03541850 Immunotherapy + SMART: https://clinicaltrials.gov/ct2/show/NCT04376502 LUNG STAAR: LUNG STAAR: Miami Cancer Institute, PI: Dr. Rupesh Kotecha, “Phase II Study of Stereotactic MR Guided Adaptive Radiotherapy for Central and Ultra-central Lung Tumors”, Currently in protocol development Pre-op Gastric: https://clinicaltrials.gov/ct2/show/NCT04162665 SMILE: Heidelberg University, PI: Dr. Stefan Korber, “Stereotactic MRI-guided radiation therapy for Localized prostate cancer (SMILE)”, Current under ethics committee review MARTHA: https://clinicaltrials.gov/ct2/show/NCT03972072 MASPAC: University of Zurich, PI: Dr. Matea Pavic, “MR-guided Adaptive Stereotactic Body Radiotherapy (SBRT) of primary tumor for pain control in metastatic Pancreatic ductal adenocarcinoma (mPDAC) – a multicenter randomized, controlled, open-label, phase IIb trial (MASPAC Study)”, Currently under ethics committee review Compassionate Access Program: https://www.genesiscare.com/uk/compassionate-access-programme/ Phase 3 (Definitive) MIRAGE: https://clinicaltrials.gov/ct2/show/NCT04384770 PANCOSAR: https://www.oncologie.nu/nieuws/stereotactische-radiotherapie-voor-kwetsbare-pati%C3%ABnten-met-lokaal-pancreascarcinoom/

Presentation Citations Slide 13 Rudra S. et al. (2019). Using adaptive magnetic resonance image-guided radiation therapy for treatment of inoperable pancreatic cancer. Cancer Medicine, 8(5), 2123-2132 SMART: Clinicaltrials.gov - https://clinicaltrials.gov/ct2/show/NCT03621644 University of Zurich, PI: Dr. Matea Pavic, “MR-guided Adaptive Stereotactic Body Radiotherapy (SBRT) of primary tumor for pain control in metastatic Pancreatic ductal adenocarcinoma (mPDAC) – a multicenter randomized, controlled, open-label, phase IIb trial (MASPAC Study)”, currently under ethics committee review https://www.oncologie.nu/nieuws/stereotactische-radiotherapie-voor-kwetsbare-pati%C3%ABnten-met-lokaal-pancreascarcinoom/ The standard of care for metastatic pancreatic cancer is typically one of two chemotherapy regimens: FOLFIRINOX (5-FU, leucovorin, irinotecan and oxaliplatin) or Gemzar® + ABRAXANE®. Surgery is not typically used in this case because it is a localized treatment and would not target the cancer cells outside of the pancreas. Instead, systemic treatments, such as chemotherapy, that work throughout the body are used. https://www.pancan.org/news/going-beyond-standard-care/ Slide 14 https://clinicaltrials.gov/ct2/show/NCT03621644 https://www.oncologie.nu/nieuws/stereotactische-radiotherapie-voor-kwetsbare-pati%C3%ABnten-met-lokaal-pancreascarcinoom/ https://clinicaltrials.gov/ct2/show/NCT03541850 https://clinicaltrials.gov/ct2/show/NCT04422132 https://clinicaltrials.gov/ct2/show/NCT04384770 https://clinicaltrials.gov/ct2/show/NCT04376502 Miami Cancer Institute, PI: Dr. Rupesh Kotecha, “Phase II Study of Stereotactic MR Guided Adaptive Radiotherapy for Central and Ultra-central Lung Tumors”, Currently in protocol development Miami Cancer Institute, PI: Dr. Michael Chuong, “Stereotactic MRI-Guided Adaptive Radiation Therapy Delivered in One Fraction for Inoperable Primary or Metastatic Carcinoma (SMART One)”, Currently under IRB review Slide 15 Miami Cancer Institute, PI: Dr. Michael Chuong, “Stereotactic MRI-Guided Adaptive Radiation Therapy Delivered in One Fraction for Inoperable Primary or Metastatic Carcinoma (SMART One)”, Currently under IRB review

Presentation Citations Slide 16 1. - Henke, L., et al. (2018). Phase I trial of stereotactic MR-guided online adaptive radiation therapy (SMART) for the treatment of oligometastatic or unresectable primary malignancies of the abdomen. Radiotherapy and Oncology, 126(3), 519-526; Henke LE, et al. Stereotactic mr-guided online adaptive radiation therapy (smart) for ultracentral thorax malignancies: Results of a phase 1 trial. Adv Radiat Oncol 2019;4:201-209; - Rosenberg SA, et al. A multi-institutional experience of mr-guided liver stereotactic body radiation therapy. Adv Radiat Oncol 2019;4:142-149; - Finazzi T, Haasbeek CJA, Spoelstra FOB, Palacios MA, Admiraal MA, Bruynzeel AME, Slotman BJ, Lagerwaard FJ, Senan S, Clinical outcomes of stereotactic MR-guided adaptive radiation therapy for high-risk lung tumors International Journal of Radiation Oncology • Biology• Physics (2020); - Rudra S. et al. (2019). Using adaptive magnetic resonance image-guided radiation therapy for treatment of inoperable pancreatic cancer. Cancer Medicine, 8(5), 2123-2132; Finazzi, et al. Role of on-table plan adaptation in MR-guided ablative radiation therapy for central lung tumors. Int J Radiat Oncol Biol Phys. 2019 Jul 15;104(4):933-941. doi: 10.1016/j.ijrobp.2019.03.035. Epub 2019 Mar 28; - Chuong, M.D., Bryant, J., Mittauer, K.E., Hall, M., Kotecha, R., Alvarez, D., et al. (2020). Ablative 5-fraction stereotactic magnetic resonance-guided radiation therapy (MRgRT) with on-table adaptive replanning and elective nodal irradiation for inoperable pancreas - Hassanzadeh, C., Rudra, S., Bommireddy, A., Hawkins, W.G., Wang-Gillam, A., Fields, R.C., et al. (2020) Ablative Five-Fraction Stereotactic Body Radiotherapy for Inoperable Pancreatic Cancer Using Online MR-Guided Adaptation. Advances in Radiation Oncology, Advance online publication. - Kennedy WR, Thomas MA, Stanley JA, Luo J, Ochoa LL, Clifton KK, Cyr AE, Margenthaler JA, DeWees TA, Price A, Kashani R, Green O, Zoberi I, Single Institution Phase I/II Prospective Clinical Trial of Single Fraction High Gradient Adjuvant Partial Breast Irradiation for Hormone Sensitive Stage 0-I Breast Cancer, International Journal of Radiation Oncology • Biology • Physics (2020);   - Henke, L., et al. (2018). Phase I trial of stereotactic MR-guided online adaptive radiation therapy (SMART) for the treatment of oligometastatic or unresectable primary malignancies of the abdomen. Radiotherapy and Oncology, 126(3), 519-526; - Bruynzeel AME, Tetar SU, Oei SS, Senan S, Haasbeek CJA, Spoelstra FOB, Piet AHM, Meijnen P, Bakker van der Jagt MAB, Fraikin T, Slotman BJ, van Moorselaar RJA, Lagerwaard FJ, A prospective single-arm phase II study of stereotactic magnetic-resonance-guided adaptive radiotherapy for prostate cancer: Early toxicity results, International Journal of Radiation Oncology • Biology • Physics (2019); - Tetar, S., Bruynzeel, A., Oei, S., Senan, S., Fraikin T., Slotman, B. et al. (2020) Magnetic Resonance-guided stereotactic radiotherapy for localized prostate cancer: final results on patient-reported outcomes of a prospective phase 2 study.  Eu Urology Oncology epub June 12, 2020. - Witt, J., et al. (2020). MRI-guided adaptive radiotherapy for liver tumours: visualizing the future. Lancet Oncol 2020; 21:e74-82. - Finazzi, T., van Sörnsen de Koste, J.R., Palacios, M.A., Spoelstra, F.O.B., Slotman, B.J., Haasbeek, C.J.A., Senan, S. (2020). Delivery of magnetic resonance-guided single-fraction stereotactic lung radiotherapy. Physics and Imaging in Radiation Oncology, 14, P17-23. “Day One, All-Day Adaptive: Dana-Farber/Brigham and Women's Cancer Center Maximizes Clinical Value of MRIdian,” 7/23/20 Dr. Nagar, Cornell University, October 2020. Dr. Michael Choung, Miami Cancer Institute. “Physician-led Webinar for Investors and Analysts at 2020 ASTRO Annual Meeting”, 10/27/2020. https://investors.viewray.com/events/event-details/physician-led-webinar-investors-and-analysts-2020-astro-annual-meeting.

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Document and Entity Information	Mar. 04, 2021
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Mar. 04, 2021
Entity Registrant Name	ViewRay, Inc.
Entity Central Index Key	0001597313
Entity Emerging Growth Company	false
Entity File Number	001-37725
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	42-1777485
Entity Address, Address Line One	2 Thermo Fisher Way
Entity Address, City or Town	Oakwood Village
Entity Address, State or Province	OH
Entity Address, Postal Zip Code	44146
City Area Code	440
Local Phone Number	703-3210
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock, par value $0.01
Trading Symbol	VRAY
Security Exchange Name	NASDAQ