Statement of Changes in Beneficial Ownership (4)

FORM 4

[X] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

1. Name and Address of Reporting Person * Fairchild Charles Daniel	2. Issuer Name and Ticker or Trading Symbol CRAY INC [ CRAY ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director                    _____ 10% Owner __X__ Officer (give title below)    _____ Other (specify below) VP, Corp. Controller & CAO
(Last)          (First)          (Middle) C/O CRAY INC., 901 FIFTH AVENUE, SUITE 1000	3. Date of Earliest Transaction (MM/DD/YYYY) 9/25/2019
(Street) SEATTLE, WA 98164 (City)        (State)        (Zip)	4. If Amendment, Date Original Filed (MM/DD/YYYY)	6. Individual or Joint/Group Filing (Check Applicable Line) _X _ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security (Instr. 3)	2. Trans. Date	2A. Deemed Execution Date, if any	3. Trans. Code (Instr. 8)		4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	9/25/2019		D		25609	D	$35 (1)	0	D
Common Stock	9/25/2019		D		210	D	$35 (1)	0	I	By 401(k) plan

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	4. Trans. Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Unit (RSU)	(2)	9/25/2019		D			875	(3)	(3)	Common Stock	875.0	(4)	0	D
Restricted Stock Unit (RSU)	(2)	9/25/2019		D			5500	(5)	(5)	Common Stock	5500.0	(4)	0	D
Restricted Stock Unit (RSU)	(2)	9/25/2019		D			6750	(6)	(6)	Common Stock	6750.0	(4)	0	D
Restricted Stock Unit (RSU)	(2)	9/25/2019		D			8000	(7)	(7)	Common Stock	8000.0	(4)	0	D
Stock option (right to buy)	$5.08	9/25/2019		D			8000	(8)	5/17/2020	Common Stock	8000.0	(9)	0	D
Stock option (right to buy)	$6.08	9/25/2019		D			15000	(10)	11/16/2021	Common Stock	15000.0	(9)	0	D
Stock option (right to buy)	$12.08	9/25/2019		D			10000	(11)	7/1/2022	Common Stock	10000.0	(9)	0	D
Stock option (right to buy)	$19.64	9/25/2019		D			11000	(12)	7/1/2023	Common Stock	11000.0	(9)	0	D
Stock option (right to buy)	$26.58	9/25/2019		D			5000	(13)	5/21/2024	Common Stock	5000.0	(9)	0	D
Stock option (right to buy)	$27.83	9/25/2019		D			4000	(14)	5/6/2025	Common Stock	4000.0	(9)	0	D
Stock option (right to buy)	$31.45	9/25/2019		D			3500	(15)	5/19/2026	Common Stock	3500.0	(9)	0	D

Explanation of Responses:
(1)	Disposed of pursuant to the merger agreement among Issuer, Canopy Merger Sub, Inc., and Hewlett Packard Enterprise Company ("HPE") dated May 16, 2019 (the "Merger Agreement") for a payment of $35.00 in cash (the "Merger Consideration") on the closing date of the merger (the "Closing Date").
(2)	Each restricted stock unit represents a contingent right to receive one share of the issuer's Common Stock.
(3)	On May 19, 2016, the reporting person was granted 3,500 restricted stock units, with one quarter vesting on each of May 19, 2017, May 19, 2018, May 19, 2019 and May 19, 2020, subject to the reporting person's provision of service to the issuer on each vesting date.
(4)	The RSUs were assumed by HPE and converted into RSUs relating to a number of shares of HPE common stock determined in accordance with the formula set forth in the Merger Agreement.
(5)	On May 18, 2017, the reporting person was granted 11,000 restricted stock units, with one quarter vesting on each of May 18, 2018, May 18, 2019, May 18, 2020 and May 18, 2021, subject to the reporting person's provision of service to the issuer on each vesting date.
(6)	On May 16, 2018, the reporting person was granted 9,000 restricted stock units, with one-quarter vesting on each of May 16, 2019, May 16, 2020, May 16, 2021 and May 16, 2022, subject to the reporting person's provision of service to the issuer on each vesting date.
(7)	On May 2, 2019, the reporting person was granted 8,000 restricted stock units, with one-quarter vesting on each of May 2, 2020, May 2, 2021, May 2, 2022, and May 2, 2023 subject to the reporting person's provision of service to the issuer on each vesting date.
(8)	The option was 100% vested and exercisable on May 17, 2014.
(9)	To the extent vested, the option was cancelled and converted on the Closing Date into a cash payment equal to the product of (a) the aggregate number of underlying shares multiplied by (b) the excess of the Merger Consideration over the applicable per share exercise price of such option. To the extent unvested, the option was converted on the Closing Date into an option to acquire a number of shares of HPE common stock determined in accordance with the formula set forth in the Merger Agreement.
(10)	The option was 100% vested and exercisable on November 16, 2015.
(11)	The option was 100% vested and exercisable on July 1, 2016.
(12)	The option was 100% vested and exercisable on July 1, 2017.
(13)	The option was 100% vested and exercisable on May 21, 2018.
(14)	The option was 100% vested and exercisable on May 6, 2019.
(15)	One-quarter of these shares vested on May 19, 2016 and 1/48th of these shares vest monthly thereafter, with 100% of the total shares vested and exercisable on May 19, 2020, subject to the reporting person's provision of service to the issuer on each vesting date.

Reporting Owners
Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Fairchild Charles Daniel C/O CRAY INC., 901 FIFTH AVENUE SUITE 1000 SEATTLE, WA 98164			VP, Corp. Controller & CAO

Signatures
/s/ Michael C. Piraino as attorney-in-fact for Charles D. Fairchild		9/27/2019
**Signature of Reporting Person		Date

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
*	If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note:	File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.

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