Cycurion, Inc. Adjourns Special Meeting of Stockholders Until March 19, 2026

Rhea-AI Summary

Cycurion (Nasdaq: CYCU) adjourned its special meeting of stockholders to March 19, 2026 at 12:00 p.m. ET to allow additional time for voting after an initial lack of quorum.

The meeting will vote on approval under Nasdaq Rule 5635(d) to issue up to 3,314,920 shares upon exercise of warrants from a December 5, 2025 private placement; the record date remains January 21, 2026.

Positive

• Adjournment provides extra voting time until March 19, 2026
• Warrants tied to private placement consolidate previously disclosed financing

Negative

• Potential dilution up to 20%+ due to issuance of 3,314,920 shares upon warrant exercise
• Initial meeting failed to reach quorum, indicating low shareholder participation

News Market Reaction – CYCU

%

3 alerts

% News Effect

$7M Market Cap

0.0x Rel. Volume

On the day this news was published, CYCU declined NaN%, reflecting a moderate negative market reaction. Our momentum scanner triggered 3 alerts that day, indicating moderate trading interest and price volatility.

Data tracked by StockTitan Argus on the day of publication.

Key Figures

Warrant shares: 3,314,920 shares Potential dilution threshold: 20% of outstanding shares Special meeting date: March 19, 2026 +2 more

5 metrics

Warrant shares 3,314,920 shares Maximum common stock issuance upon warrant exercise under Nasdaq Rule 5635(d)

Potential dilution threshold 20% of outstanding shares Issuance may equal or exceed 20% of common stock pre-offering

Special meeting date March 19, 2026 Reconvened special meeting at 12:00 p.m. Eastern Time

Record date January 21, 2026 Shareholders of record eligible to vote at special meeting

Private placement close December 5, 2025 Warrants were issued in private placement closed on this date

Market Reality Check

Price: $1.78 Vol: Volume 97,352 is 28% belo...

normal vol

$1.78 Last Close

Volume Volume 97,352 is 28% below 20-day average 135,165 (relative volume 0.72). normal

Technical Shares at $1.78 are trading below the 200-day MA of $7.13, far under prior trend.

Peers on Argus

Sector peers show mixed moves (e.g., ARBB +3.24%, JDZG -5.67%, JZ +3.42%). Only ...

1 Up

Sector peers show mixed moves (e.g., ARBB +3.24%, JDZG -5.67%, JZ +3.42%). Only one momentum-scanner peer (GLE +7.93%) appeared and it had no news, suggesting today’s warrant-approval meeting adjournment is company-specific rather than part of a broad sector catalyst.

Historical Context

5 past events · Latest: Feb 11 (Positive)

Pattern 5 events

Date	Event	Sentiment	Move	Catalyst
Feb 11	Cost-cut program	Positive	-4.1%	Announced reorganization with expected <b>$2.2M</b> 2026 cost efficiencies and new CRO hire.
Feb 03	Analyst initiation	Positive	-1.0%	Litchfield Hills initiated coverage with Buy rating and <b>$7</b> target, citing backlog.
Jan 22	Acquisition MOU	Positive	-0.8%	Entered MOU to acquire video solutions division, adding projected 2026 revenue and backlog.
Jan 02	AI strategy update	Positive	+6.5%	Outlined 2025 milestones, AI cybersecurity plan, and <b>$80M</b> contracted backlog details.
Dec 30	Backlog/liquidity	Positive	+6.0%	Reported <b>$80M</b> backlog, higher cash, and new contracts heading into 2026.

Pattern Detected

Positive strategic and valuation news has often seen mixed-to-negative near-term reactions, though some growth/backlog updates have aligned with gains.

Recent Company History

Over the past few months, Cycurion has highlighted backlog growth, financing options, and strategic initiatives. A Dec 30, 2025 update cited an $80M backlog and stronger liquidity, with shares rising over 6%. A Jan 22, 2026 MOU for a $6.0–$8.4M acquisition and a Feb 11 reorganization targeting $2.2M in annual savings both drew modest selloffs. Today’s special-meeting adjournment ties directly to the warrant issuance first detailed in the Jan 21, 2026 proxy filing.

Market Pulse Summary

This announcement extends the timeline for shareholders to decide on authorizing up to 3,314,920 sha...

Analysis

This announcement extends the timeline for shareholders to decide on authorizing up to 3,314,920 shares from warrant exercises tied to a December 5, 2025 private placement, a level that may exceed 20% of prior common shares. It follows the Jan 21, 2026 proxy describing this vote. Investors may track participation at the March 19, 2026 meeting and how future issuances interact with Cycurion’s existing equity facilities and growth plans.

Key Terms

nasdaq listing rule 5635(d), private placement, common stock purchase warrants, proxy statement, +1 more

5 terms

nasdaq listing rule 5635(d) regulatory

"approve, pursuant to Nasdaq Listing Rule 5635(d), the issuance of up to"

Nasdaq Listing Rule 5635(d) is a stock-exchange rule that determines when a company must get shareholder approval before issuing new shares tied to conversions or exercises of existing convertible securities, options or warrants. It matters to investors because it controls potential dilution of their holdings and changes in voting power—think of it like a rule that decides whether a previously agreed‑upon coupon can be redeemed without asking the group again.

private placement financial

"purchase warrants issued in connection with our private placement that closed"

A private placement is a way for companies to raise money by selling securities directly to a small group of investors instead of through a public offering. This process is often quicker and less regulated, making it similar to offering a special, exclusive investment opportunity to select individuals or institutions. For investors, it can provide access to unique investment options that are not available on public markets.

common stock purchase warrants financial

"exercise of certain common stock purchase warrants issued in connection"

Common stock purchase warrants are tradable instruments that give the holder the right to buy a company’s common shares at a set price before a specified date, like a coupon that lets you purchase stock later at a fixed rate. They matter to investors because they offer a way to gain future upside if the stock rises, but when exercised they increase the number of shares outstanding and can reduce existing shareholders’ ownership and earnings per share.

proxy statement regulatory

"described in the Company’s definitive proxy statement filed with the"

A proxy statement is a document companies send to shareholders ahead of a meeting that lays out the items up for a vote—like who will sit on the board, executive pay, and major corporate decisions—and provides background so shareholders can decide how to cast their votes or appoint someone to vote for them. Think of it as an agenda plus a ballot and briefing notes, important because the outcomes can change control, strategy, and value.

quorum technical

"votes cast was less than the number of shares required to constitute a quorum"

A quorum is the minimum number of members needed to officially hold a meeting or make decisions. It ensures that decisions are made with enough participation to represent the group’s interests, much like a majority must be present for a vote to be valid. For investors, understanding quorum is important because it affects when and how important company or organization decisions can be legally made.

AI-generated analysis. Not financial advice.

MCLEAN, Va., Feb. 26, 2026 (GLOBE NEWSWIRE) -- Cycurion, Inc. (Nasdaq: CYCU) (“Cycurion” or the “Company”), a trusted leader in IT cybersecurity solutions, today adjourned its special meeting of stockholders (the “Special Meeting”) until Thursday, March 19, 2026 at 12:00 p.m. Eastern Time in order to provide Cycurion stockholders with additional time to cast their votes. The Special Meeting was originally scheduled for today; however, the number of votes cast was less than the number of shares required to constitute a quorum for the Special Meeting.

The purpose of the Special Meeting is for Cycurion stockholders to approve, pursuant to Nasdaq Listing Rule 5635(d), the issuance of up to an aggregate of 3,314,920 shares of the Company’s common stock upon the exercise of certain common stock purchase warrants issued in connection with our private placement that closed on December 5, 2025, that may be equal to or exceed 20% of our outstanding shares of common stock immediately prior to such offering. The proposals to be voted on by the Cycurion stockholders at the adjourned Special Meeting are more fully described in the Company’s definitive proxy statement filed with the U.S. Securities and Exchange Commission (the “SEC”) on February 2, 2026.

The record date for the Special Meeting remains January 21, 2026 and will apply to the reconvened Special Meeting on March 19, 2026. Proxies previously submitted in respect of the Special Meeting will be voted at the reconvened Special Meeting unless properly revoked. Stockholders who have previously submitted their proxy or otherwise voted need not take any action. For stockholders who have not yet cast their votes, Cycurion encourages them to vote their shares now. Instructions for how to vote by proxy at the meeting, even if a stockholder is unable to attend the meeting, are included in the definitive proxy statement. For more information on how to vote, please contact Cycurion’s proxy solicitor, D.F. King & Co., Inc. 

About Cycurion

Based in McLean, Virginia, Cycurion (NASDAQ: CYCU) is a forward-thinking provider of IT cybersecurity solutions and AI, committed to delivering secure, reliable, and innovative services to clients worldwide. Specializing in cybersecurity, program management, and business continuity, Cycurion harnesses its AI-enhanced ARx platform and expert team to empower clients and safeguard their operations. Along with its subsidiaries, Axxum Technologies LLC, Cloudburst Security LLC, and Cycurion Innovation, Inc., Cycurion serves government, healthcare, and corporate clients committed to securing the digital future. For more information, visit www.cycurion.com.

Forward-Looking Statements

This press release contains forward-looking statements as defined in the Private Securities Litigation Reform Act of 1995, including, but not limited to, statements relating to the operations and prospective growth of Cycurion’s business.

Certain statements in this press release that are not historical facts are forward-looking statements within the meaning of Section 27A of the Securities Exchange Act of 1934, as amended. Any statements contained in this press release that are not statements of historical fact may be deemed forward-looking statements. Such statements include, but are not limited to, statements regarding the anticipated closing of the offering; the Company’s anticipated use of proceeds from the offering; the acceleration of the Company’s inorganic growth strategy; the continued execution on the Company’s backlog; and other statements that are not historical facts, including statements which may be accompanied by words such as “continue,” “will,” “may,” “could,” “should,” “expect,” “expected,” “plans,” “intend,” “anticipate,” “believe,” “estimate,” “predict,” “potential,” and similar expressions are intended to identify such forward-looking statements. All forward-looking statements involve significant risks and uncertainties that could cause actual results to differ materially from those expressed or implied in the forward-looking statements, many of which are generally outside the control of Cycurion and are difficult to predict. Examples of such risks and uncertainties include, but are not limited to, the outcomes of the Company’s investigations, any potential legal proceedings, or the future performance of the Company’s stock. Additional factors that could cause actual results to differ materially from those expressed or implied in the forward-looking statements can be found in the most recent annual report on Form 10-K, quarterly reports on Form 10-Q, and current reports on Form 8-K filed by Cycurion with the SEC. Cycurion anticipates that subsequent events and developments may cause its plans, intentions, and expectations to change. Cycurion assumes no obligation, and it specifically disclaims any intention or obligation, to update any forward-looking statements, whether as a result of new information, future events, or otherwise, except as expressly required by law. Forward-looking statements speak only as of the date they are made and should not be relied upon as representing Cycurion’s plans and expectations as of any subsequent date.

Cycurion Investor Relations:
(888) 341-6680
investors@cycurion.com

Cycurion Media Relations:
(888) 341-6680
media@cycurion.com

FAQ

Why did Cycurion (CYCU) adjourn its special meeting to March 19, 2026?

Cycurion adjourned the meeting because fewer votes were cast than required for a quorum. According to the company, the adjournment gives stockholders additional time to cast votes before the reconvened meeting on March 19, 2026.

What vote will Cycurion (CYCU) stockholders decide on March 19, 2026?

Stockholders will vote to approve issuance of up to 3,314,920 shares upon warrant exercise under Nasdaq Rule 5635(d). According to the company, this issuance relates to warrants from a December 5, 2025 private placement.

How much dilution could Cycurion (CYCU) face if the warrants are exercised?

The company says the warrants could result in issuance that may equal or exceed 20% of outstanding common stock. According to the company, up to 3,314,920 shares may be issued upon exercise of those warrants.

Do Cycurion (CYCU) stockholders need to resubmit proxies for the reconvened meeting?

No, previously submitted proxies will be voted at the reconvened meeting unless properly revoked. According to the company, stockholders who already voted need not take any further action.

What is the record date for the Cycurion (CYCU) special meeting and does it change?

The record date remains January 21, 2026 for the adjourned meeting. According to the company, that same record date will apply to the reconvened Special Meeting on March 19, 2026.

How can Cycurion (CYCU) stockholders vote if they cannot attend the March 19, 2026 meeting?

Stockholders can vote by proxy following instructions in the definitive proxy statement. According to the company, proxy voting procedures and proxy solicitor contact details are provided for those unable to attend in person.