Cyngn Inc. (NASDAQ:CYN) today announced that it has entered into definitive agreements in a registered direct offering with for the purchase and sale of approximately $9.65 million of shares of Common Stock and pre-funded warrants at a price of $1.93 per share of Common Stock. A single institutional investor acquired greater than ninety percent of the offering, with a high-net-worth individual purchasing the remaining percent. The entire transaction has been priced at the market under Nasdaq rules.

The offering consisted of the sale of 5,000,000 shares of Common Stock (or Pre-Funded Warrants). The public offering price per share of Common Stock is $1.93 (or $1.92999 for each Pre-Funded Warrant, which is equal to the public offering price per share of Common Stock to be sold in the offering minus an exercise price of $0.00001 per Pre-Funded Warrant). The Pre-Funded Warrants will be immediately exercisable and may be exercised at any time until exercised in full. For each Pre-Funded Unit sold in the offering, the number of shares of Common Stock in the offering will be decreased on a one-for-one basis.

Aggregate gross proceeds to the Company are expected to be approximately $9.65 million. The transaction is expected to close on or about March 17, 2026, subject to the satisfaction of customary closing conditions. The Company expects to use the net proceeds from the offering for general corporate purposes and working capital. Following completion of the offering, the Company will have 16,896,493 shares of Common Stock issued and outstanding, assuming the exercise of all Pre-funded Warrants issued in the offering.

Aegis Capital Corp. is acting as exclusive placement agent for the offering. Kaufman & Canoles, P.C. is acting as counsel to the Company. Greenberg Traurig, P.A. is acting as counsel to Aegis Capital Corp.