CYN 8-K
Cyngn Inc. (CYN)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
(Exact name of registrant as specified in charter)
| (State or other jurisdiction of incorporation) |
(Commission File Number) | (IRS Employer Identification No.) |
(Address of principal executive offices) (Zip Code)
(
(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 | ||
| The |
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 August 6, 2025, Cyngn Inc. issued a press release announcing its financial results for its second fiscal quarter ended June 30, 2025. 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 August 6, 2025 | |
| 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: August 7, 2025
| CYNGN INC. | ||
| By: | /s/ Natalie Russell | |
| Natalie Russell | ||
| Interim Chief Financial Officer | ||
2
Exhibit 99.1
Cyngn Reports Second Quarter 2025 Financial Results
Recent Operating Highlights:
| ● | Completed a $32 million capital raise to extend the runway through 2027. |
| ● | Relocated into new, expanded headquarters in Mountain View, California. |
| ● | Strengthened product development with NVIDIA Isaac Sim to accelerate innovation. |
| ● | Continued expansion of DriveMod deployments across multiple industries, including manufacturing, logistics, and CPG. |
| ● | Integrated generative AI and AI agents to enhance R&D velocity and customer engagement. |
| ● | Awarded 23rd U.S. patent, further building Cyngn’s IP portfolio in autonomous vehicle technologies. |
MOUNTAIN VIEW, Calif., August 6, 2025 – Cyngn Inc. (Nasdaq: CYN) today announced financial results for the second quarter ended June 30, 2025.
In Q2, Cyngn took critical steps to advance its long-term growth strategy. The company raised $32 million in capital, extending its cash runway through 2027 based on current projections, enabling accelerated investment in product development and go-to-market initiatives.
Cyngn also expanded its footprint with a move into a new headquarters in Mountain View, CA. This larger facility features expanded testing infrastructure and customer showcase area designed to accelerate sales and support scaled deployments of DriveMod-enabled vehicles.
“We’ve now deployed DriveMod vehicles across a range of industries including manufacturing, logistics, automotive, and consumer-packaged goods,” said Lior Tal, CEO of Cyngn. “Our customers are using our autonomous tuggers to move materials around the clock, and the performance gains they’re seeing continue to validate the need for scalable industrial automation.”
The company’s technology roadmap progressed significantly in Q2 through a collaboration with NVIDIA. By leveraging Isaac Sim, Cyngn is rapidly iterating and validating AV features in simulation before real-world testing. These capabilities, combined with the adoption of generative AI across engineering and operations, are driving faster, more efficient development cycles.
Cyngn also continued to build its portfolio of intellectual property, securing its 23rd U.S. patent. These developments highlight the company’s sustained focus on delivering differentiated AV solutions that meet the needs of real-world industrial use cases.
“Q2 was about laying the foundation for what comes next,” said Tal. “We’ve strengthened our balance sheet, increased our operational capacity, and doubled down on the technologies that will allow us to scale with discipline and conviction. We’re heads-down on execution.”
As is common with enterprise deployments of emerging technologies, Cyngn’s sales cycles involve multiple stakeholders and rigorous evaluation processes. While some of the traction achieved in Q2 may not be immediately reflected in revenue, these engagements represent meaningful progress within our pipeline. The nature of industrial automation — combined with evolving macroeconomic conditions — means that commercial wins today often translate into deployment and revenue recognition in subsequent quarters. As these relationships deepen, Cyngn remains confident in its ability to convert pipeline momentum into long-term growth.
As Cyngn moves into the second half of the year, it remains focused on scaling deployments and converting commercial momentum into long-term value creation.
Q2 2025 Six Month Financial Review:
Year-to-date second quarter revenue was $80.9 thousand compared to $14.2 thousand in the second quarter of 2024. Similar to prior year, second quarter 2025 revenue consisted of EAS software subscriptions from DriveMod tugger vehicle deployments.
2
Total costs and expenses in the second quarter were $10.8 million, a decrease of $1 million or 8.3% from $11.8 million in the second quarter of 2024. This decrease was due to a decrease of $100 thousand in cost of revenue due to the deployment costs being recognized over the life of the won contracts in 2025 verse the costs of initial deployment pilots immediately recognized in 2024. In addition, the Company experienced a decrease of $2.3 million in R&D primarily driven by capitalizing costs for specific customers and capitalizing costs related to the development of software and a decrease in headcount. This is offset by a $1.4 million increase in G&A, primarily due to an increase in personnel costs reflecting an investment in sales and executive bonuses. For the second quarter of 2025, other income (expense), net was ($2.3) million compared to $(10.5) thousand in the second quarter of 2024. The increase in expense was primarily driven by the fair value measurement of $2.5 million for the warrant liability.
Net loss for the second quarter was $(13.0) million compared to $(11.8) million in the corresponding quarter of 2024. Second quarter 2025 net loss per share was $(8.22), based on basic and diluted weighted average shares outstanding of approximately 1.6 million in the quarter. This compares to a net loss per share of $(1,522) in the second quarter of 2024, based on approximately 7.71 thousand basic and diluted weighted average shares outstanding.
Q2 2025 Three Month Financial Review:
Second quarter revenue was $33.7 thousand compared to $8.7 thousand in the second quarter of 2024. Similar to prior year, second quarter 2025 revenue consisted of EAS software subscriptions from DriveMod tugger vehicle deployments.
Total costs and expenses in the second quarter were $5.5 million, a decrease of $0.3 million or 4.7% from $5.8 million in the second quarter of 2024. This decrease was due to a decrease of $1.2 million in R&D primarily driven by capitalizing costs for specific customers and capitalizing costs related to the development of software and a decrease in headcount. This is offset by an increase of $2 thousand in cost of revenue due to additional contracts in 2025 when compared to the same period in 2024. In addition, the Company experienced an increase of $1 million in G&A, primarily due to an increase in personnel costs reflecting an investment in sales and executive bonuses. For the second quarter of 2025, other income (expense), net was $41.5 thousand compared to $(6.7) thousand in the second quarter of 2024. The increase in income was primarily driven by investment income.
Net loss for the second quarter was $(5.5) million compared to $(5.8) million in the corresponding quarter of 2024. Second quarter 2025 net loss per share was $(2.70), based on basic and diluted weighted average shares outstanding of approximately 2 million in the quarter. This compares to a net loss per share of $(610.85) in the second quarter of 2024, based on approximately 9.51 thousand basic and diluted weighted average shares outstanding.
Balance Sheet Highlights:
Cyngn’s unrestricted cash and short-term investments as of June 30, 2025 total $39.2 million compared to $23.6 million as of December 31, 2024. At the end of the same period, working capital was $40.6 million and total stockholders’ equity was $46.7 million, as compared to year-end working capital of $22.1 million and total stockholders’ equity of $11.6 million, respectively as of December 31, 2024. The Company had no debt as of June 30, 2025 and December 31, 2024 and to date, no one on the current management team has sold any shares of Company stock.
| 1 | All information has been retroactively adjusted to reflect the 1-for-100 reverse stock split effected on July 3, 2024 and the 1-for-150 reverse stock split effected on February 18, 2025. |
3
CYNGN INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
| Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||||||
| 2025 | 2024 | 2025 | 2024 | |||||||||||||
| REVENUE | $ | 33,726 | $ | 8,665 | $ | 80,878 | $ | 14,179 | ||||||||
| COSTS AND EXPENSES | ||||||||||||||||
| Cost of revenue | 16,944 | 14,922 | 28,758 | 128,698 | ||||||||||||
| Research and development | 1,970,125 | 3,199,078 | 4,077,034 | 6,353,775 | ||||||||||||
| General and administrative | 3,548,522 | 2,606,869 | 6,691,984 | 5,310,269 | ||||||||||||
| TOTAL COSTS AND EXPENSES | 5,535,591 | 5,820,869 | 10,797,776 | 11,792,742 | ||||||||||||
| LOSS FROM OPERATIONS | (5,501,865 | ) | (5,812,204 | ) | (10,716,898 | ) | (11,778,563 | ) | ||||||||
| OTHER INCOME (EXPENSE), NET | ||||||||||||||||
| Interest income (expense), net | (197,992 | ) | (1,669 | ) | (123,173 | ) | (342 | ) | ||||||||
| Change in fair value of warrant liability | ‒ | ‒ | (2,544,518 | ) | ‒ | |||||||||||
| Other income (expense), net | 251,545 | (5,079 | ) | 343,435 | (10,126 | ) | ||||||||||
| TOTAL OTHER INCOME (EXPENSE), NET | 53,553 | (6,748 | ) | (2,324,256 | ) | (10,468 | ) | |||||||||
| NET LOSS | $ | (5,448,312 | ) | $ | (5,818,952 | ) | $ | (13,041,154 | ) | $ | (11,789,031 | ) | ||||
| Net loss per share attributable to common stockholders, basic and diluted | $ | (2.70 | ) | $ | (610.85 | ) | $ | (8.22 | ) | $ | (1,521.56 | ) | ||||
| Weighted-average shares used in computing net loss per share attributable to common stockholders, basic and diluted | 2,017,228 | 9,526 | 1,586,453 | 7,748 | ||||||||||||
5
CYNGN INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
| (Unaudited) | ||||||||
| June 30, | December 31, | |||||||
| 2025 | 2024 | |||||||
| ASSETS | ||||||||
| CURRENT ASSETS | ||||||||
| Cash | $ | 31,343,213 | $ | 23,617,733 | ||||
| Short-term investments | 7,891,623 | – | ||||||
| Prepaid expenses and other current assets | 4,399,798 | 1,965,222 | ||||||
| TOTAL CURRENT ASSETS | 43,634,634 | 25,582,955 | ||||||
| Property and equipment, net | 2,550,764 | 2,319,402 | ||||||
| Right of use asset, net | 6,411,126 | 297,918 | ||||||
| Intangible assets, net | 3,065,806 | 1,895,074 | ||||||
| Security Deposit | 518,584 | – | ||||||
| TOTAL ASSETS | $ | 56,180,914 | $ | 30,095,349 | ||||
| LIABILITIES AND STOCKHOLDERS’ EQUITY | ||||||||
| CURRENT LIABILITIES | ||||||||
| Accounts payable | $ | 176,269 | $ | 297,778 | ||||
| Accrued expenses and other current liabilities | 2,621,405 | 2,874,216 | ||||||
| Current operating lease liability | 202,562 | 317,344 | ||||||
| TOTAL CURRENT LIABILITIES | 3,000,236 | 3,489,338 | ||||||
| Lease liability | 6,417,520 | – | ||||||
| Warrant liability | – | 15,012,361 | ||||||
| TOTAL LIABILITIES | 9,417,756 | 18,501,699 | ||||||
| Commitments and contingencies (Note 12) | ||||||||
| STOCKHOLDERS’ EQUITY | ||||||||
| Common stock, Par $0.00001; 400,000,000 and 200,000,000 shares authorized as of June 30, 2025 and December 31, 2024; 7,039,266 and 199,110 shares issued and outstanding as of June 30, 2025 and December 31, 2024, respectively | 70 | 2 | ||||||
| Additional paid-in capital | 249,074,145 | 200,863,551 | ||||||
| Accumulated deficit | (202,311,057 | ) | (189,269,903 | ) | ||||
| TOTAL STOCKHOLDERS’ EQUITY | 46,763,158 | 11,593,650 | ||||||
| TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY | $ | 56,180,914 | $ | 30,095,349 | ||||
6
CYNGN INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
| Six Months Ended June 30, | ||||||||
| 2025 | 2024 | |||||||
| CASH FLOWS FROM OPERATING ACTIVITIES | ||||||||
| Net loss | $ | (13,041,154 | ) | $ | (11,789,031 | ) | ||
| Adjustments to reconcile net loss to net cash used in operating activities: | ||||||||
| Depreciation and amortization | 603,116 | 455,879 | ||||||
| Stock-based compensation | 993,131 | 1,269,675 | ||||||
| Realized gain on short-term investments | (316,324 | ) | (88,912 | ) | ||||
| Loss on disposed assets | 10,426 | |||||||
| Patent impairment | – | 118,831 | ||||||
| Change in fair value of warrant liability | 2,544,518 | – | ||||||
| Changes in operating assets and liabilities: | ||||||||
| Prepaid expenses, operating lease right-of-use assets, and other assets | (2,953,162 | ) | (19,729 | ) | ||||
| Accounts payable | (71,509 | ) | (16,788 | ) | ||||
| Accrued expenses, lease liabilities, and other current liabilities | (539,405 | ) | (155,403 | ) | ||||
| NET CASH USED IN OPERATING ACTIVITIES | (12,770,363 | ) | (10,225,478 | ) | ||||
| CASH FLOWS FROM INVESTING ACTIVITIES | ||||||||
| Purchase of property and equipment | (352,853 | ) | (577,497 | ) | ||||
| Acquisition of intangible asset | (1,186,659 | ) | (32,381 | ) | ||||
| Purchase of short-term investments | (30,805,799 | ) | (7,022,292 | ) | ||||
| Proceeds from maturity of short-term investments | 23,230,501 | 10,610,000 | ||||||
| NET CASH (USED IN) PROVIDED BY INVESTING ACTIVITIES | (9,114,810 | ) | 2,977,830 | |||||
| CASH FLOWS FROM FINANCING ACTIVITIES | ||||||||
| Proceeds from at-the-market equity financing, net of issuance costs | – | 5,017,144 | ||||||
| Proceeds from public issuance of common stock and pre-funded warrants, net of issuance costs | 29,611,678 | 4,570,455 | ||||||
| Issuance costs from public issuance of common stock and pre-funded warrants and exercise of pre-funded warrants | (1,025 | ) | – | |||||
| Issuance costs for stock dividend and restricted stock units | – | (597 | ) | |||||
| NET CASH (USED IN) PROVIDED BY FINANCING ACTIVITIES | 29,610,653 | 9,587,002 | ||||||
| Net increase (decrease) in cash and cash equivalents and restricted cash | 7,725,480 | 2,339,354 | ||||||
| Cash and cash equivalents and restricted cash, beginning of year | 23,617,733 | 3,591,623 | ||||||
| Cash and cash equivalents and restricted cash, end of year | $ | 31,343,213 | $ | 5,930,977 | ||||
7
About Cyngn
Cyngn develops and deploys autonomous vehicle technology for industrial organizations like manufacturers and logistics companies. The Company addresses significant challenges facing industrial organizations today, such as labor shortages and costly safety incidents.
Cyngn’s DriveMod technology empowers customers to seamlessly bring self-driving technology to their operations without high upfront costs or infrastructure installations. DriveMod is currently available on Motrec MT-160 Tuggers and BYD Forklifts.
The DriveMod Tugger hauls up to 12,000 lbs, travels inside and out, and targets a typical payback period of less than 2 years. The DriveMod Forklift lifts heavy loads that use non-standard pallets and is currently available to select customers. For all terms referenced within, please refer to the Company’s annual report on Form 10-K with the SEC filed on March 6, 2025.
Where to find Cyngn:
| ● | Website: https://cyngn.com |
| ● | X: https://x.com/cyngn |
| ● | LinkedIn: https://www.linkedin.com/company/cyngn |
| ● | YouTube:https://www.youtube.com/@cyngnhq |
Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Any statement that is not historical in nature is a forward-looking statement and may be identified by the use of words and phrases such as “expects,” “anticipates,” “believes,” “will,” “will likely result,” “will continue,” “plans to,” “potential,” “promising,” and similar expressions. These statements are based on management’s current expectations and beliefs and are subject to a number of risks, uncertainties and assumptions that could cause actual results to differ materially from those described in the forward-looking statements, including the risk factors described from time to time in the Company’s reports to the he Securities and Exchange Commission (SEC), including, without limitation the risk factors discussed in the Company’s annual report on Form 10-K filed with the SEC on March 6, 2025. Readers are cautioned that it is not possible to predict or identify all the risks, uncertainties and other factors that may affect future results. No forward-looking statement can be guaranteed, and actual results may differ materially from those projected. Cyngn undertakes no obligation to publicly update any forward-looking statement, whether as a result of new information, future events, or otherwise.
8