Cyngn Inc. Files Material Definitive Agreement 8-K

Ticker: CYN · Form: 8-K · Filed: Sep 5, 2025 · CIK: 1874097

Sentiment: neutral

Topics: material-agreement, filing

Related Tickers: CYN

TL;DR

Cyngn Inc. just signed a big deal, details to come.

AI Summary

On September 5, 2025, Cyngn Inc. filed an 8-K report detailing a material definitive agreement. The filing does not specify the other party involved in the agreement or the financial terms, but it indicates a significant event for the company.

Why It Matters

This filing signals a significant new contract or partnership for Cyngn Inc., which could impact its future revenue and operational direction.

Risk Assessment

Risk Level: medium — The lack of specific details in the 8-K regarding the material definitive agreement introduces uncertainty about its impact.

Key Players & Entities

FAQ

What is the nature of the material definitive agreement filed by Cyngn Inc.?

The filing states that Cyngn Inc. entered into a material definitive agreement, but the specific details of the agreement are not provided in this 8-K filing.

Who is the other party to this material definitive agreement?

The 8-K filing does not disclose the name of the other party involved in the material definitive agreement.

What is the effective date of this material definitive agreement?

The earliest event reported in the filing is September 5, 2025, which is the date of the report and likely the effective date or date of entry into the agreement.

Are there any financial terms disclosed for this agreement?

No specific financial terms or dollar amounts related to the material definitive agreement are mentioned in this 8-K filing.

What is the purpose of filing this 8-K report?

The 8-K report is filed to announce the entry into a material definitive agreement, as required by SEC regulations for significant corporate events.

Filing Stats: 885 words · 4 min read · ~3 pages · Grade level 11.7 · Accepted 2025-09-05 17:22:15

Key Financial Figures

Filing Documents

01 Entry into a Material Definitive

Item 1.01 Entry into a Material Definitive Agreement On September 5, 2025, Cyngn Inc. (the "Company") entered into an At-The-Market Issuance Sales Agreement (the "Sales Agreement") with Aegis Capital Corp. (the "Agent"), under which the Company may, from time to time, sell shares of the Company's common stock having an aggregate offering price of up to $100,000,000 in "at the market" offerings through or to the Agent, as sales agent or principal. Sales of the shares of common stock, if any, will be made at prevailing market prices at the time of sale, or as otherwise agreed with the Agent. The Agent will receive a commission from the Company of up to 3.0% of the gross proceeds of any shares of common stock sold under the Sales Agreement. The Company is not obligated to sell, and the Agent is not obligated to buy or sell, any shares of common stock under the Sales Agreement. No assurance can be given that the Company will sell any shares of common stock under the Sales Agreement, or, if it does, as to the price or amount of shares of common stock that it sells or the dates when such sales will take place. Pursuant to the terms of the Sales Agreement, the Company agreed to indemnify the Agent against certain liabilities, including under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, or to contribute to payments that the Agent may be required to make because of such liabilities. The Company and the Agent may each terminate the Sales Agreement as provided in the Sales Agreement. The shares will be issued pursuant to the Company's shelf registration statement on Form S-3 (File No. 333-290079), including the Sales Agreement prospectus contained therein, filed with the Securities and Exchange Commission (the "SEC") on September 5, 2025 (the "Registration 1.1 to the Registration Statement and is

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits Exhibit No. Description 1.1 At-The-Market Issuance Sales Agreement by and between Cyngn Inc. and Aegis Capital Corp., dated September 5, 2025 (incorporated by reference to Exhibit 1.2 to the Company's Registration Statement on Form S-3 filed with the Securities and Exchange Commission on September 5, 2025) 5.1 Opinion of Sichenzia Ross Ference Carmel LLP (incorporated by reference to Exhibit 5.2 to the Company's Registration Statement on Form S-3 filed with the Securities and Exchange Commission on September 5, 2025) 23.1 Consent of Sichenzia Ross Ference Carmel LLP (included in Exhibit 5.2) 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) 1 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Date: September 5, 2025 CYNGN INC. By: /s/ Natalie Russell Natalie Russell Chief Financial Officer 2

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