CYN

cyn20260821_8k.htm

false 0001874097

0001874097

2026-11-12 2026-11-12

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): November 12, 2026

CYNGN INC.

(Exact name of registrant as specified in charter)

Delaware

001-40932

46-2007094

(State or other jurisdiction of incorporation)

(Commission File Number)

(IRS Employer Identification No.)

1344 Terra Bella Avenue

Mountain View, CA 94043

(Address of principal executive offices) (Zip Code)

(650) 924-5905

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock

CYN

The Nasdaq Stock Market LLC (The Nasdaq Capital Market)

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☒

If an emerging growth company, indicate by check mart if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02 Results of Operations and Financial Condition

On November 12, 2026 Cyngn Inc. issued a press release announcing its financial results for its third fiscal quarter ended September 30, 2026. The full text of the press release is furnished herewith as Exhibit 99.1.

The information disclosed under this Item 2.02, including Exhibit 99.1 hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), nor shall it be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended, or the Exchange Act except as expressly set forth in such filing.

Item 9.01 Financial Statements and Exhibits

Exhibit No.

Description

99.1

Press Release dated November 12, 2026

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: November 12, 2026

CYNGN INC.

By:

/s/ Natalie Russell

Natalie Russell

Chief Financial Officer

2

EX-99.1

2 ea030182801ex99-1.htm

PRESS RELEASE DATED AUGUST 12, 2026

Exhibit 99.1

Cyngn Reports 2026 2nd Quarter Financial Results

Company streamlines organization, expands AI-enabled operations and strengthens commercial execution

Recent Operating Highlights:

●Streamlined the organization and reduced management layers as part of a broader initiative to lower operating costs, increase accountability, and improve execution.

●Expanded the use of AI-assisted tools across engineering and business operations to automate repeatable work, accelerate workflows, and increase productivity.

●Implemented changes to sales leadership and commercial processes, increasing emphasis on opportunity qualification, pipeline accountability, and customers aligned with the DriveMod Tugger.

●Continued aligning product development with the requirements of larger industrial customers, including interoperability, enterprise deployment capabilities, and greater customer control over autonomous vehicle workflows.

MOUNTAIN

VIEW, Calif., August 12, 2026 — Cyngn (NASDAQ: CYN) today announced financial results for its second quarter ended June 30, 2026 and outlined a series of organizational and commercial initiatives designed to improve operating efficiency, sharpen execution, and position the company for scalable growth.

During the quarter, Cyngn continued to see interest in its autonomous vehicle solutions; however, the pace of commercial execution was delayed relative to the Company’s expectations. In response, Cyngn made changes to sales leadership and implemented a more disciplined commercial process focused on opportunity qualification, pipeline accountability, sales execution, and customers and applications that closely align with the capabilities and value proposition of the DriveMod Tugger.

Cyngn also took steps to reduce its operating cost structure and simplify the organization. The Company consolidated responsibilities, reduced management layers, and realigned resources around its highest-priority product, customer, and commercial initiatives. These actions are intended to create a leaner organization with greater accountability, faster decision-making, and a higher proportion of resources directly focused on product development, customer deployments, and revenue generation.

These initiatives are consistent with a broader shift taking place across the technology sector as companies increasingly redesign their organizations around smaller teams, flatter management structures, and AI-enabled productivity. Several of the world’s largest technology and financial services companies have announced organizational restructuring or workforce reductions during 2026 while increasing their focus on operating efficiency, AI adoption, and concentrating resources on higher-priority growth opportunities.

As part of this evolution, Cyngn has expanded the use of AI-assisted tools across engineering and business operations. The Company is using these technologies to automate repeatable tasks, accelerate software development and analysis, improve internal workflows, and enable employees to operate more efficiently. Cyngn believes these tools can allow a leaner organization to maintain or improve output while directing a greater portion of its resources toward differentiated technology and commercial execution.

On the product side, Cyngn continues to concentrate development on capabilities required for broader enterprise adoption of autonomous industrial vehicles. This includes interoperability with customer systems, enterprise deployment and fleet-management requirements, and capabilities that provide customers with greater flexibility and control over autonomous workflows. The Company believes this increasingly focused product strategy, together with a more efficient operating structure and disciplined commercial organization, strengthens Cyngn’s ability to convert customer interest into scalable deployments faster and at a larger scale.

As part of its ongoing commitment to strong corporate governance, Cyngn engaged Baker Tilly US, LLP, a top-ten U.S. accounting firm, as its independent registered public accounting firm, and Kaufman & Canoles, P.C., a leading business law firm, as outside legal counsel, positioning the Company’s financial reporting and legal infrastructure to support its continued growth.

The Federal Communications Commission added new imports of foreign-made humanoid and quadruped robots to its national security Covered List. Cyngn believes this shift in the regulatory landscape reflects a broader effort to strengthen domestic industrial robotics capabilities and reduce reliance on foreign-made autonomous technology. This regulatory shift specifically limits the ability of Chinese manufacturers to sell autonomous robotic products into the U.S. market. As a U.S.-based developer and manufacturer of autonomous industrial vehicles, Cyngn is well positioned to serve customers seeking domestically developed automation s

EX-99.1

2 ea029191601ex99-1.htm

PRESS RELEASE DATED MAY 14, 2026

Exhibit 99.1

Cyngn Reports 2026 1st Quarter Financial Results

Recent Operating Highlights:

●Reported record expansion activity among enterprise customers, including additional autonomous vehicle deployments at existing customer sites.

●Expanded deployment activity across manufacturing, logistics, and agriculture environments, including new deployments at Vann Family Orchards and a WEG electric motor manufacturing facility.

●Continued investment in enterprise fleet management capabilities, including on-prem deployment options designed to support larger fleet operations and complex customer environments.

●Demonstrated accelerating operational utilization across customer sites, with Q1 2026 autonomous missions completed increasing more than 127% year-over-year and autonomous driving time increasing more than 60%.

●Expanded its intellectual property portfolio with the issuance of its 24th U.S. patent.

●Strengthened strategic relationships through continued collaboration with NVIDIA Isaac Sim.

●Closed $9.65 million registered direct offering, extending the company’s runway until 2028.

MOUNTAIN

VIEW, Calif., May 14, 2026 — Cyngn (NASDAQ: CYN) announced continued commercial and operational progress during the first quarter of 2026, reflecting growing enterprise adoption of its autonomous vehicle solutions and increasing deployment scale across customer environments.

During the quarter, Cyngn continued deepening its footprint within existing enterprise accounts, expanding autonomous vehicle deployments across additional routes, workflows, and facilities while enhancing the platform capabilities required to support larger fleet operations. Initial single-route deployments are increasingly evolving into broader automation initiatives spanning additional workflows, facilities, and vehicles.

This expansion dynamic was reflected in customer utilization metrics during the quarter. Across deployed environments, autonomous missions completed increased more than 127% year-over-year during Q1 2026, while autonomous driving time increased more than 60%. These gains reflect increasing operational adoption as customer sites transition autonomous vehicles into fuller production use.

Cyngn also continued expanding its commercial footprint across multiple industrial sectors. During the quarter, the company announced deployments at Vann Family Orchards and a WEG electric motor manufacturing facility, further extending the reach of its DriveMod Tugger platform across manufacturing, agriculture, and industrial material handling environments.

Alongside deployment growth, Cyngn continued investing in enterprise capabilities designed to support larger-scale customer opportunities. The company expanded development efforts around fleet management, operational scalability, and on-prem deployment configurations, enabling customers to deploy autonomous vehicle systems within more complex operational and IT environments.

2

Cyngn also strengthened its technology and intellectual property position during the quarter. The company was awarded its 24th U.S. patent and continued collaboration efforts involving NVIDIA Isaac Sim, supporting simulation, validation, and development workflows for autonomous vehicle deployments.

In March, Cyngn completed a $9.65 million registered direct offering, providing additional liquidity to support ongoing operations and growth initiatives, extending its runway to 2028.

The company believes these developments position Cyngn to pursue larger enterprise opportunities while deepening expansion within its existing customer base.

Q1 2026 Three Month Financial Review:

Revenue in Q1 2026 was $105 thousand compared to $47 thousand in the first quarter of 2025. Similar to prior year, first quarter of 2026 revenue consisted of EAS software subscriptions from DriveMod tugger vehicle deployments.

Total costs and expenses in the first quarter were $7.1 million, an increase of $1.8 million or 34% from $5.3 million in the first quarter of 2025. This increase was due to a $1.0 million increase in general and administrative (G&A) expenses, primarily driven by an increase in board of director’s pay in lieu of the equity component of the director compensation program for 2025 and an increase in marketing and advertising expenses. In addition, the company experienced a $0.8 million increase in research and development (R&D), primarily due to the change in accounting estimate related to capitalized software. There was an increase of $46 thousand in cost of revenue due to the deployment costs being recognized over the life of the awarded contracts. For the first quarter of 2026, other income (expense), net was $0.5 million compared to $1.3 million in the first quarter of 2025. The decrease in other income was primarily driven by the fair value measurement of warrants issued in the first quarter of 2025.

Net loss for the first quarter was $(6.5) mill