UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

~~Washington~~WASHINGTON, ~~D.C.~~DC 20549

FORM 8-K

~~CURRENT~~Current ~~REPORT~~ Report

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report ~~(Date of earliest event reported)~~: June 1123, 2019

(Date of earliest event reported)

CRAY INC.

(Exact name of ~~registrant~~Registrant as specified in its charter)

Washington	0-26820	093-~~26820~~0962605	~~93-0962605~~
(State or other Jurisdictionof Incorporation)		(CommissionFile Number)	(IRS EmployerIdentification No.)
(State or other jurisdictionof incorporation)	(Commissionfile number)	(I.R.S. EmployerIdentification No.)

901 Fifth Avenue, Suite 1000Seattle, WA		98164
(Address of Principal Executive Offices)		(Zip Code)

901 Fifth Avenue, Suite 1000

~~Registrant’s telephone number~~Seattle, ~~including~~WA ~~area code: (206) 701-2000~~98164

(Address of principal executive offices)

98164

(Zip Code)

(206) 701-2000

(Registrant’s telephone number, including area code)

None

(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~~obligations of the registrant under any of the following provisions: (see General Instruction A.2 below):


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


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


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


o	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, $0.01 par value	CRAY	Nasdaq Stock Market LLC

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 ¨ o

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 ¨. o

Item 5.~~07. Submission~~03 ofAmendment ~~Matters~~ to ~~a Vote of Security Holders~~Bylaws.

~~Cray~~On ~~Inc. (the “Company”) held its Annual Meeting of Shareholders on~~ June 1123, 2019, ~~to (i) elect nine directors to~~ the Board of Directors, ~~each~~(the to“Board”) ~~serve~~of aCray ~~one-year~~Inc. ~~term~~ (~~“Election~~the ~~of Directors~~“Company”), ~~(ii)~~approved ~~vote,~~the onfourth anamendment ~~advisory~~(the ~~and~~“Amendment”) ~~non-binding basis,~~ to ~~approve~~ the ~~compensation of the~~ Company’s ~~named~~Amended ~~executive~~and ~~officers~~Restated Bylaws, as ~~described~~amended, inwhich ~~the~~Amendment ~~Company’s~~became ~~proxy~~effective ~~statement~~immediately. ~~relating~~The toAmendment ~~its~~provides ~~2019~~that ~~annual~~(i) ~~meeting~~the ofBoard ~~shareholders~~may ~~(“Advisory Compensation Vote”)~~postpone, reschedule (~~iii)~~to ~~vote~~a ondate ~~the amendment~~ and ~~restatement~~time ofdetermined by the ~~Company’s~~Board) ~~2013~~or ~~Equity~~cancel ~~Incentive~~any ~~Plan~~previously ~~(the~~scheduled ~~“Plan”)~~annual toor ~~increase~~special ~~the~~meeting ~~number~~ of ~~shares~~shareholders, ~~reserved~~provided ~~for~~that ~~issuance~~subject ~~under~~to ~~the~~applicable ~~Plan~~law, byany 1adjournment,~~500,000~~ ~~shares,~~postponement toor ~~provide~~rescheduling ~~additional~~of ~~shareholder~~such ~~protective~~meeting ~~provisions~~or ~~including~~the toannouncement ~~add~~thereof ~~vesting~~will ~~restrictions,~~not ~~prohibit~~commence ~~dividend~~a ~~payments~~new ~~and~~time ~~dividend~~period ~~equivalents~~ for ~~unvested~~the ~~awards,~~giving ~~eliminate~~of ~~the~~a ~~return~~shareholder’s tonotice; ~~the~~(ii) ~~Plan~~if ofa ~~shares~~quorum ~~used~~fails to ~~satisfy~~attend ~~tax withholdings of~~ any ~~award~~meeting ~~or not issued upon net settlement~~ of ~~any award~~shareholders, ~~amend~~ the ~~non-employee~~chairperson ~~director~~of ~~annual~~such ~~grant~~meeting ~~limit~~or, ~~and~~if directed to ~~make~~be ~~other~~voted ~~technical~~on ~~changes~~by ~~(together,~~ the ~~“Plan~~chairperson ~~Amendment~~of ~~Vote”)~~such meeting, ~~and~~the ~~(iv)~~holders ~~ratify~~of ~~the~~a ~~appointment~~majority of ~~Peterson~~the ~~Sullivan~~voting ~~LLP~~power asof the ~~Company’s~~shares ~~independent~~entitled ~~registered~~to ~~public~~vote ~~accounting~~who ~~firm~~are ~~for~~present ~~fiscal~~in ~~year~~person ~~ending~~or ~~December~~represented ~~31,~~by ~~2019~~proxy ~~(“Auditor~~at ~~Ratification”).~~such Asmeeting ofmay ~~April~~adjourn ~~5, 2019,~~ the ~~record~~meeting; ~~date~~and ~~for~~(iii) ~~the~~meetings ~~Annual~~of ~~Meeting,~~shareholders ~~there~~will ~~were~~be ~~41,096,468~~presided ~~shares~~over ofby ~~common~~(a) ~~stock~~such ~~outstanding~~person ~~and~~as ~~entitled~~designated toby ~~vote. At~~ the ~~Annual Meeting~~Board, ~~38,253,958~~or ~~shares~~(b) ofin ~~common~~the ~~stock~~absence ~~were~~of ~~represented~~such in person ~~or by proxy~~, ~~constituting~~the aChairman ~~quorum.~~of ~~The~~the ~~certified~~Board, ~~results~~or, of(c) in the ~~matters~~absence ~~voted~~of onsuch atperson, the ~~Annual~~Chief ~~Meeting~~Executive ~~are~~Officer ~~set~~of ~~forth~~the ~~below~~Company.

Proposal 1: Election of Directors
Names	For	Against	Abstain	Broker Non-Votes
Prithviraj Banerjee	35,505,986	13,491	13,365	2,721,116
Catriona M. Fallon	35,508,543	12,100	12,199	2,721,116
Stephen E. Gold	35,507,655	13,040	12,147	2,721,116
Stephen C. Kiely	32,247,349	3,273,465	12,028	2,721,116
Sally G. Narodick	34,663,240	857,238	12,364	2,721,116
Daniel C. Regis	34,531,570	989,125	12,147	2,721,116
Max L. Schireson	35,373,368	147,271	12,203	2,721,116
Brian V. Turner	35,487,910	32,422	12,510	2,721,116
Peter J. Ungaro	35,507,524	13,473	11,845	2,721,116

The foregoing description of the Amendment is only a summary, does not purport to be complete and is qualified in its entirety by reference to the Amendment, a copy of which is filed as Exhibit 3.1 to this Current Report on Form 8-K and incorporated herein by reference.

	For	Against	Abstain	Broker Non-Votes
Proposal 2: Advisory Compensation Vote	34,216,734	1,285,349	30,759	2,721,116
Proposal 3: Plan Amendment Vote	32,680,029	2,837,291	15,522	2,721,116
Proposal 4: Auditor Ratification	37,952,309	282,304	19,345	0


Item 9.01	Financial Statements and Exhibits.

(d) Exhibits.



Exhibit Number		Description of Document
3.1		Fourth Amendment to Amended and Restated Bylaws.

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 hereunto duly authorized.

Date: June 13, 2019



		CRAY INC.

Date: June 24, 2019	By:	/s/ Michael C. Piraino
		Michael C. Piraino
		Senior Vice President Administration, General Counsel and Corporate Secretary

Cray Inc. By: /s/ MICHAEL C. PIRAINO Michael C. PirainoSenior Vice President Administration, General Counsel and Corporate Secretary

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