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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): May 8, 2024

 

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.)

 

1015 O’Brien Dr.

Menlo Park, CA 94025

(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 May 8, 2024, Cyngn Inc. (the “Company”) issued a press release announcing its financial results for the fiscal first quarter ended March 31, 2024. 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 May 8, 2024
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: May 9, 2024 CYNGN INC.
   
  By: /s/ Donald Alvarez
    Donald Alvarez
    Chief Financial Officer

 

2

 

 

Exhibit 99.1

 

Cyngn Reports First Quarter 2024 Financial Results

 

MENLO PARK, Calif., May 8, 2024 Cyngn Inc. (the “Company” or “Cyngn”) (Nasdaq: CYN) today announced its financial results for the fiscal first quarter ended March 31, 2024.

 

Recent Operating Highlights:

 

Joined John Deere supply base
   
Completed initial DriveMod Tugger deployment with Rivian
   
Received a notice of allowance for a 20th U.S. patent, with 19 U.S. patents granted to-date
   
RobotLAB joined the Cyngn Distributor Network, establishing an initial fleet for sale to end customers
   
Released first video footage of AI-powered autonomous DriveMod Tugger by Motrec
   
Renewed deployment contract with U.S. Continental; 4x gains in efficiency achieved
   
Released automatic unhitching capabilities for industrial autonomous vehicles
   
Announced that the next-gen DriveMod Kit will harness Nvidia AI computers

 

“During the first quarter, we continued the momentum we made during 2023, marked by rapid strides toward broad commercialization,” said Lior Tal, Cyngn’s CEO. “Our success is bolstered by the strength of our ecosystem partners, particularly with MCL Industries who is positioned to build DriveMod Kits at scale, and Motrec as an OEM partner with a long history of providing vehicles to our target markets in manufacturing and logistics.”

 

“In my recent Business Update, I shed some light on the challenges of the industrial sales cycle—especially for a new, safety-critical technology that offers the competitive advantages that automation does to large enterprises. We remain confident in our ability to grow sales with our target customers, as was exemplified by our achievement of Deere selecting Cyngn to supply DriveMod Tuggers. Similarly, we are working with several customers to advance through the pilot purchase phase and unlock the fleet purchases that will establish our foundation for growth. In parallel, we continue to pursue new prospective customers. Advancements in our mapping and deployment tools have streamlined the demonstration phase that is often required early in the sales process to just a few days, which significantly lowers our customer acquisition costs and enables us to convert more customers to advanced sales discussions.”

 

 

 

Q1 2024 Financial Review:

 

First quarter revenue was $5.5 thousand compared to $872.8 thousand in the first quarter of 2023. First quarter 2024 revenue consisted of EAS software subscriptions from DriveMod Stock chaser vehicle deployments whereas prior year revenue was primarily the result of NRE contracts.
   
Total costs and expenses in the first quarter were $6.0 million, down from $6.7 million in the first quarter of 2023. This decrease was primarily due to a $367.5 thousand reduction in G&A expenses and a $502.9 thousand decrease in cost of revenue, offset by an increase in R&D expenses of $124.6 thousand. The decrease in G&A expenses is due to a decrease in personnel costs, reduced premiums for Director and Office Liability Insurance, and savings on general office expenses. The decrease in cost of revenue is driven by the lower costs associated with EAS revenue compared to the NRE contracts in 2023. The increase in R&D expense was primarily driven by personnel costs incurred for additional engineering staff and external contractor costs to support the development of Cyngn’s technology, offset by $102 thousand of capitalized software. Headcount at the end of the first quarter of 2024 was 80 versus 73 from the first quarter of 2023.
   
Net loss for the first quarter was $(6.0) million compared to $(5.6) million in the corresponding quarter of 2023. First quarter 2024 net loss per share was $(0.08), based on basic and diluted weighted average shares outstanding of approximately 77.1 million in the quarter. This compares to a net loss per share of $(0.15) in the first quarter of 2023, based on approximately 37.7 million basic and diluted weighted average shares outstanding.

 

Balance Sheet Highlights:

 

Cyngn’s cash and short-term investments at March 31, 2024 total $4.8 million compared to $8.2 million as of December 31, 2023. At the end of the same period, working capital was $4.6 million and total stockholders’ equity was $8.0 million, as compared to year-end working capital of $7.4 million and total stockholders’ equity of $10.6 million, respectively as of December 31, 2023. The Company had no debt as of March 31, 2024 and December 31, 2023.

 

2

 

 

Subsequent to March 31, 2024, Cyngn completed a $5.2 million public offering of its common stock. After giving effect of the net proceeds of $4.6 million, Cyngn’s pro-forma cash and short-term investments, working capital, and total stockholders’ equity was $9.4 million, $9.2 million and $12.6 million, respectively.

 

For more information on Cyngn, visit the “Investor Relations” page of the Company’s website (https://investors.cyngn.com/).

 

About Cyngn

 

Cyngn develops and deploys scalable, differentiated autonomous vehicle technology for industrial organizations. Cyngn’s self-driving solutions allow existing workforces to increase productivity and efficiency. The Company addresses significant challenges facing industrial organizations today, such as labor shortages, costly safety incidents, and increased consumer demand for eCommerce.

 

Cyngn’s DriveMod Kit can be installed on new industrial vehicles at end of line or via retrofit, empowering customers to seamlessly adopt self-driving technology into their operations without high upfront costs or the need to completely replace existing vehicle investments.

 

Cyngn’s flagship product, its Enterprise Autonomy Suite, includes DriveMod (autonomous vehicle system), Cyngn Insight (customer-facing suite of AV fleet management, teleoperation, and analytics tools), and Cyngn Evolve (internal toolkit that enables Cyngn to leverage data from the field for artificial intelligence, simulation, and modeling). For all terms referenced within, please refer to the Company’s annual report on Form 10-K with the SEC filed on March 7, 2024.

 

Find Cyngn on:

 

Website: https://cyngn.com
   
Twitter: https://twitter.com/cyngn
   
LinkedIn: https://www.linkedin.com/company/cyngn
   
YouTube: https://www.youtube.com/@cyngnhq

 

Investor Contact:

 

Don Alvarez

investors@cyngn.com

 

Media Contact:

 

Luke Renner

media@cyngn.com

 

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 SEC, including, without limitation the risk factors discussed in the Company’s annual report on Form 10-K filed with the SEC on March 7, 2024. 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.

 

3

 

 

CYNGN INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)

 

   Three Months Ended
March 31,
 
   2024   2023 
         
Revenue  $5,513   $872,800 
Costs and expenses          
Cost of revenue   113,776    616,694 
Research and development   3,154,695    3,030,056 
General and administrative   2,703,401    3,070,920 
Total costs and expenses   5,971,872    6,717,670 
           
Loss from operations   (5,966,359)   (5,844,870)
           
Other income, net          
Interest income   1,327    46,902 
Other income (expense), net   (5,047)   169,210 
Total other income (expense), net   (3,720)   216,112 
           
Net loss  $(5,970,079)  $(5,628,758)
           
Net loss per share attributable to common stockholders, basic and diluted  $(0.08)  $(0.15)
           
Weighted-average shares used in computing net loss per share attributable to common shareholders’, basic and diluted   77,081,105    37,685,413 

 

4

 

 

CYNGN INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

 

   (Unaudited)     
   March 31,   December 31, 
   2024   2023 
         
Assets        
Current assets        
Cash  $2,192,398   $3,591,623 
Short-term investments   2,578,882    4,561,928 
Prepaid expenses and other current assets   1,502,115    1,316,426 
Total current assets   6,273,395    9,469,977 
           
Property and equipment, net   1,652,382    1,486,672 
Right of use asset, net   821,144    992,292 
Intangible assets, net   1,045,412    1,084,415 
Total Assets  $9,792,333   $13,033,356 
           
Liabilities and Stockholders’ Equity          
Current liabilities          
Accounts payable  $248,677   $196,963 
Accrued expenses and other current liabilities   720,239    1,201,142 
Current operating lease liability   724,654    682,718 
Total current liabilities  $1,693,570    2,080,823 
           
Non-current operating lease liability   127,572    317,344 
Total liabilities  $1,821,142    2,398,167 
           
Commitments and contingencies (Note 12)          
Stockholders’ Equity          
Preferred stock, Par $0.00001, 10 million shares authorized; no shares issued and outstanding as of March 31, 2024 and December 31, 2023   -    - 
Common stock, Par $0.00001; 200,000,000 shares authorized, 88,454,654 and 64,773,756 shares issued and outstanding as of March 31, 2024 and December 31, 2023, respectively   884    648 
Additional paid-in capital   173,958,005    170,652,160 
Accumulated deficit   (165,987,698)   (160,017,619)
Total stockholders’ equity   7,971,191    10,635,189 
Total Liabilities and Stockholders’ Equity  $9,792,333   $13,033,356 

 

5

 

 

CYNGN INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

 

   Three Months Ended
March 31,
 
   2024   2023 
Cash flows from operating activities        
Net loss  $(5,970,079)  $(5,628,758)
Adjustments to reconcile net loss to net cash used in operating activities:          
Depreciation and amortization   225,590    228,031 
Stock-based compensation   654,024    924,898 
Realized gain on short-term investments   (39,938)   (169,209)
Gain (Loss) on asset   52,723    - 
Changes in operating assets and liabilities:          
Prepaid expenses, operating lease right-of-use assets, and other current assets   (185,689)   (258,859)
Accounts payable   51,714    287,656 
Accrued expenses, lease liabilities, and other current liabilities   (628,739)   (761,207)
Net cash used in operating activities   (5,840,394)   (5,377,448)
           
Cash flows from investing activities          
Purchase of property and equipment   (214,238)   (447,739)
Acquisition of intangible asset   (19,634)   (44,745)
Purchase of short-term investments   (1,787,016)   (10,497,206)
Proceeds from maturity of short-term investments   3,810,000    13,742,000 
Net cash provided by investing activities   1,789,112    2,752,310 
           
Cash flows from financing activities          
Proceeds from at-the-market equity financing, net of issuance costs  $2,652,110   $- 
Proceeds from public issuance of common stock and pre-funded warrants, net of offering costs   (53)   - 
Proceeds from exercise of stock options   -    6,844 
Net cash provided by financing activities   2,652,057    6,844 
           
Net decrease in cash and restricted cash   (1,399,225)   (2,618,294)
Cash and restricted cash, beginning of period   3,591,623    10,586,273 
Cash and restricted cash, end of period  $2,192,398   $7,967,979 

 

6

 

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