[SCHEDULE 13G] Cyngn Inc. SEC Filing

Rhea-AI Filing Summary

Empery Asset Management, LP and its principals Ryan M. Lane and Martin D. Hoe have filed a passive Schedule 13G on Cyngn Inc. (CYN). As of 30 Jun 2025 the Empery funds beneficially own 609,342 common shares, equal to 8.66 % of Cyngn’s 7,039,266 shares outstanding (per the company’s 30 Jun 2025 prospectus supplement). All voting and dispositive power is shared among the reporting persons; none is held solely.

The investment manager (Empery) and the two managing members report that the stake was acquired in the ordinary course of business and is not intended to influence control, qualifying the filing for Rule 13d-1(c) passive status. No other entities are identified, and the group disclaims beneficial ownership beyond the Empery funds.

For investors, the disclosure signals that a New York–based hedge fund has taken a mid-single-digit position in the micro-cap autonomous-vehicle software developer. While it does not alter governance, the 8.66 % holding represents a meaningful vote of confidence and may improve the stock’s liquidity profile.

Positive

• Empery Asset Management now holds 8.66 % of CYN, adding a respected institutional investor to the register.
• Passive Schedule 13G filing suggests no activist pressure, reducing near-term governance uncertainty.

Negative

• None.

Insights

Financial Analyst

TL;DR: Empery reveals 8.66 % passive stake—constructive signal but no control intent.

Empery Asset Management’s disclosure lifts institutional ownership in CYN, a thin-float micro-cap. Passive 13G status tempers fears of an activist agenda, yet the fund’s 609k-share position provides potential trading support and external validation of Cyngn’s prospects. The filing is moderately impactful; it adds liquidity and may widen analyst attention, but it carries no immediate operational or financial implications.

Corporate Governance Expert

TL;DR: Stake crosses 5 % threshold; governance impact limited.

Because the filing is a Schedule 13G (not 13D), Empery affirms a passive stance. Board composition and strategic control remain unaffected. Nonetheless, any future shift above 10 % or conversion to 13D would warrant closer scrutiny. Current ownership concentration (8.66 %) is notable but does not trigger anti-takeover provisions or poison-pill thresholds. Overall governance risk is unchanged.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

Cyngn Inc.

(Name of Issuer)

Common Stock, $0.00001 par value per share

(Title of Class of Securities)

23257B305

(CUSIP Number)

06/30/2025

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

SCHEDULE 13G

CUSIP No. 23257B305

1

Names of Reporting Persons

Empery Asset Management, LP

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 609,342.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 609,342.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

609,342.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

8.66 %

12

Type of Reporting Person (See Instructions)

IA, PN

SCHEDULE 13G

CUSIP No. 23257B305

1

Names of Reporting Persons

Ryan M. Lane

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 609,342.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 609,342.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

609,342.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

8.66 %

12

Type of Reporting Person (See Instructions)

HC, IN

SCHEDULE 13G

CUSIP No. 23257B305

1

Names of Reporting Persons

Martin D. Hoe

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 609,342.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 609,342.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

609,342.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

8.66 %

12

Type of Reporting Person (See Instructions)

HC, IN

SCHEDULE 13G

Item 1.
(a)	Name of issuer: Cyngn Inc.
(b)	Address of issuer's principal executive offices: 1344 Terra Bella Avenue Mountain View, CA 94043
Item 2.
(a)	Name of person filing: This statement is filed by the entities and persons listed below, who are collectively referred to herein as "Reporting Persons," with respect to Common Stock, par value $0.00001 per share (the "Common Stock") of Cyngn Inc., a Delaware corporation (the "Company"): (i) Empery Asset Management, LP (the "Investment Manager"), with respect to the Common Stock held by funds to which the Investment Manager serves as investment manager (the "Empery Funds"); (ii) Mr. Ryan M. Lane ("Mr. Lane"), with respect to the Common Stock held by the Empery Funds; and (iii) Mr. Martin D. Hoe ("Mr. Hoe"), with respect to the Common Stock held by the Empery Funds. The Investment Manager serves as the investment manager to each of the Empery Funds. Each of Mr. Lane and Mr. Hoe (the "Reporting Individuals") is a Managing Member of Empery AM GP, LLC (the "General Partner"), the general partner of the Investment Manager.
(b)	Address or principal business office or, if none, residence: The address of the business office of each of the Reporting Persons is: 1 Rockefeller Plaza, Suite 1205 New York, New York 10020
(c)	Citizenship: Citizenship is set forth in Row 4 of the cover page for each Reporting Person hereto and is incorporated herein by reference for each such Reporting Person.
(d)	Title of class of securities: Common Stock, $0.00001 par value per share
(e)	CUSIP No.: 23257B305
Item 3.	If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(k)	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.	Ownership
(a)	Amount beneficially owned: The information required by Item 4(a) is set forth in Row 9 of the cover page for each of the Reporting Persons and is incorporated herein by reference. The percentage set forth in this Schedule 13G is calculated based upon an aggregate of 7,039,266 shares of Common Stock outstanding as of June 27 2025, as reported in the Company's Prospectus Supplement filed pursuant to Rule 424(b)(5) with the Securities and Exchange Commission on June 30, 2025, including Common Stock issued upon exercise of pre-funded warrants by the Reporting Persons. The Investment Manager, which serves as the investment manager to the Empery Funds, may be deemed to be the beneficial owner of all of the Common Stock held by the Empery Funds. Each of the Reporting Individuals, as Managing Members of the General Partner of the Investment Manager with the power to exercise investment discretion, may be deemed to be the beneficial owner of all of the Common Stock held by the Empery Funds. The foregoing should not be construed in and of itself as an admission by any Reporting Person as to beneficial ownership of the Common Stock owned by another Reporting Person. Each of the Empery Funds and the Reporting Individuals hereby disclaims any beneficial ownership of any such Common Stock.
(b)	Percent of class: 8.66%
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: The information required by Item 4(c)(i) is set forth in Row 5 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
	(ii) Shared power to vote or to direct the vote: The information required by Item 4(c)(ii) is set forth in Row 6 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
	(iii) Sole power to dispose or to direct the disposition of: The information required by Item 4(c)(iii) is set forth in Row 7 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
	(iv) Shared power to dispose or to direct the disposition of: The information required by Item 4(c)(iv) is set forth in Row 8 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
Item 5.	Ownership of 5 Percent or Less of a Class.
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required. See Item 2(a) above.
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	Not Applicable
Item 8.	Identification and Classification of Members of the Group.
	Not Applicable
Item 9.	Notice of Dissolution of Group.
	Not Applicable

Item 10.

Certifications:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Empery Asset Management, LP

Signature:	/s/ Ryan M. Lane
Name/Title:	By: Empery AM GP, LLC, its General Partner, By: Ryan M. Lane, its Managing Member
Date:	07/31/2025

Ryan M. Lane

Signature:	/s/ Ryan M. Lane
Name/Title:	Ryan M. Lane, individually
Date:	07/31/2025

Martin D. Hoe

Signature:	/s/ Martin D. Hoe
Name/Title:	Martin D. Hoe, individually
Date:	07/31/2025

Exhibit Information

Exhibit 99.1: Joint Filing Agreement

FAQ

How many Cyngn (CYN) shares does Empery Asset Management own?

Empery reports beneficial ownership of 609,342 common shares.

What percentage of Cyngn’s outstanding stock does this represent?

The stake equals 8.66 % of 7,039,266 shares outstanding as of 27 Jun 2025.

Is the filing activist or passive?

It is a passive Schedule 13G; the reporters state no intent to influence control.

Who are the individuals associated with the filing?

Managing members Ryan M. Lane and Martin D. Hoe share voting and dispositive power.

Why was a filing required?

Crossing the 5 % ownership threshold triggered the need to file under Section 13(d) of the Exchange Act.