MENLO PARK, Calif., February 12, 2025 – Today, Cyngn Inc. (NASDAQ: CYN) announced that all outstanding Series B cashless warrants have been fully exercised. These warrants were originally issued in connection with a public offering that closed on December 23, 2024. As part of that transaction, the Company entered into a securities purchase agreement (the “Purchase Agreement”) for the sale of 3,076,006 shares of its common stock, par value $0.00001 per share (“Common Stock”), and 9,346,354 Pre-Funded Warrants to purchase shares of Common Stock (the “Pre-Funded Warrants”) in lieu of shares of Common Stock. Under the Purchase Agreement, Cyngn also issued Series A Warrants (the “Series A Warrants”) and Series B Warrants (the “Series B Warrants”).
On January 30, 2025 at a special meeting of stockholders, Cyngn’s stockholders approved a proposal to authorize, in compliance with Nasdaq listing rule 5635(d), the issuance of both the Series A and Series B Warrants, the shares of Common Stock underlying those Warrants, and certain provisions of the Warrants. After the stockholders' approval, the Series A Warrants and Series B Warrants exercise price was adjusted to $0.322 and the number of shares underlying the Warrants increased to up to 77,639,749 shares of Common Stock. The Series B Warrants also included an alternative cashless exercise provision which resulted in an increase in the number of shares issuable under the Series B Warrants to an aggregate of up to approximately 232,919,249 shares. Ten institutional investors previously held all of the Series B Warrants. As of February 11, 2025, the last of these Series B Warrants were exercised and eliminated from Cyngn’s capital structure. Upon completion of the exercises of the Series B Warrants, the company had 262,773,516 shares of common stock outstanding.