MENLO PARK, Calif., February 13, 2025 - 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.