Cyngn Announces Reverse Stock Split

Rhea-AI Summary

Cyngn (Nasdaq: CYN) has announced a 1-for-150 reverse stock split of its Common Stock, following Board approval and stockholder authorization from January 30, 2025. The split will be effective at market open on February 18, 2025, with the stock continuing to trade under symbol 'CYN' but with a new CUSIP number.

The primary purpose is to increase the per share market price to maintain Nasdaq Capital Market listing compliance. When effective, every 150 shares will automatically combine into 1 share, with stockholders maintaining their same percentage ownership. The company will round up fractional shares to the nearest whole share at the participant level. All equity awards and warrants will be proportionately adjusted.

Continental Stock Transfer and Trust is serving as the exchange agent. Stockholders with electronic book-entry shares need not take action to receive post-split shares.

Positive

• None.

Negative

• Company forced to implement reverse split to maintain Nasdaq listing compliance
• Stock price has fallen below Nasdaq minimum bid requirements
• Significant 1:150 ratio indicates severe share price deterioration

MENLO PARK, Calif., Feb. 13, 2025 /PRNewswire/ -- Cyngn Inc. (the "Company" or "Cyngn") (Nasdaq: CYN) today announced that it will proceed with a 1-for-150 reverse stock split ("Reverse Stock Split") of its outstanding shares of Common Stock following approval by its Board of Directors. This ratio is within the ratio range approved by stockholders at the Company's special stockholder meeting held on January 30, 2025.

Cyngn expects the Company's Common Stock will begin trading on a post-split basis at the market open on February 18, 2025, and continue to be traded under the symbol "CYN" with a new CUSIP number 23257B 305. The primary objective of the Reverse Stock Split is to increase the per share market price of the Common Stock to regain compliance with the minimum bid price requirement for continued listing on the Nasdaq Capital Market and maintain the listing of its common stock on the Nasdaq Capital Market.

When the Reverse Stock Split is effective, every 150 shares of Cyngn Common Stock issued and outstanding will be combined automatically into 1 share of Common Stock. The Reverse Stock Split will apply equally to all outstanding shares of Common Stock and each stockholder will hold the same percentage Common Stock outstanding immediately following the Reverse Stock Split, except for adjustments that may result from the treatment of fractional shares. No fractional shares shall be issued in connection with the Reverse Stock Split. In lieu thereof, if, upon aggregating all of the shares of Common Stock held by a record holder of Common Stock immediately following the Reverse Stock Split such holder would otherwise be entitled to a fractional share of Common Stock, as a result of the Reverse Stock Split, the Company shall issue to such holder an additional fraction of a share of Common Stock as is necessary to round the number of shares of Common Stock, held by such holder up to the nearest whole share. The Company does not intend to round up fractional shares at the beneficial level and will instead round any such fractional shares up at the participant level. All equity awards and warrants outstanding immediately prior to the Reverse Stock Split will be proportionately adjusted to reflect the Reverse Stock Split.

Continental Stock Transfer and Trust is acting as the exchange agent and transfer agent for the Reverse Stock Split. Stockholders holding their shares electronically in book-entry form are not required to take any action to receive post-split shares. The Company does not have any outstanding certificated shares.

Additional information about the Reverse Stock Split can be found in Cyngn's definitive proxy statement (Form DEF 14A) filed with the U.S. Securities and Exchange Commission (the "SEC") on January 6, 2025 and on Cyngn's Investor Relations website at investors@cyngn.com.

About Cyngn

Cyngn develops and deploys scalable, differentiated autonomous vehicle technology for industrial organizations. Cyngn's self-driving solutions allow existing workforces to increase productivity and efficiency. The Company addresses significant challenges facing industrial organizations today, such as labor shortages, costly safety incidents, and increased consumer demand from eCommerce.

Cyngn's DriveMod Kit can be installed on new industrial vehicles at end of line or via retrofit, empowering customers to seamlessly adopt self-driving technology into their operations without high upfront costs or the need to completely replace existing vehicle investments.

Cyngn's flagship product, its Enterprise Autonomy Suite, includes DriveMod (autonomous vehicle system), Cyngn Insight (customer-facing suite of AV fleet management, teleoperation, and analytics tools), and Cyngn Evolve (internal toolkit that enables Cyngn to leverage data from the field for artificial intelligence, simulation, and modeling).

Where to Find Cyngn

• Website: https://cyngn.com
• Twitter: http://twitter.com/cyngn
• LinkedIn: https://www.linkedin.com/company/cyngn
• YouTube: https://www.youtube.com/@cyngnhq

Investor Contact:
Don Alvarez
investors@cyngn.com 

Media Contact
Luke Renner
media@cyngn.com 

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Any statement that is not historical in nature is a forward-looking statement and may be identified by the use of words and phrases such as "expects," "anticipates," "believes," "will," "will likely result," "will continue," "plans to," "potential," "promising," and similar expressions. These statements are based on management's current expectations and beliefs and are subject to a number of risks, uncertainties and assumptions that could cause actual results to differ materially from those described in the forward-looking statements, including the risk factors described from time to time in the Company's reports to the SEC, including, without limitation the risk factors discussed in the Company's annual report on Form 10-K filed with the SEC on March 7, 2024. Readers are cautioned that it is not possible to predict or identify all the risks, uncertainties and other factors that may affect future results No forward-looking statement can be guaranteed, and actual results may differ materially from those projected. Cyngn undertakes no obligation to publicly update any forward-looking statement, whether as a result of new information, future events, or otherwise.

 

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SOURCE Cyngn

FAQ

What is the ratio of Cyngn's (CYN) reverse stock split announced in February 2025?

Cyngn announced a 1-for-150 reverse stock split, meaning every 150 shares will be combined into 1 share.

When will CYN's reverse stock split take effect?

The reverse stock split will take effect at market open on February 18, 2025.

Why is Cyngn (CYN) implementing a reverse stock split?

Cyngn is implementing the reverse stock split to increase its per share market price to regain compliance with Nasdaq Capital Market's minimum bid price requirement and maintain its listing.

How will CYN handle fractional shares in the reverse split?

Cyngn will round up fractional shares to the nearest whole share at the participant level, with no fractional shares being issued.

Do CYN shareholders need to take any action for the reverse split?

Shareholders holding shares electronically in book-entry form do not need to take any action to receive their post-split shares.