Cyngn Inc. filed a Form 8-K on November 6, 2026, disclosing the voting results from its 2026 Annual Meeting of Stockholders held on November 3, 2026, covering director elections, a reverse stock split authorization, auditor ratification, and adjournment authority.

Key Highlights

  • Quorum: Holders of 6,739,730 of the 15,348,281 shares entitled to vote were present in person or by proxy at the meeting.
  • Director election: Class II directors Karen Macleod and James McDonnell were elected to serve three-year terms expiring at the 2029 annual meeting, with McDonnell receiving 2,784,359 votes in favor and Macleod receiving 2,392,082 votes in favor.
  • Reverse stock split approved: Stockholders granted the Board discretionary authority to effect a reverse stock split at a ratio ranging from 1-for-5 to 1-for-150, with 5,531,835 votes in favor and 1,177,034 against.
  • Auditor ratified: Baker Tilly US, LLP was ratified as the independent registered public accounting firm for the fiscal year ending December 31, 2026, with 6,219,284 votes in favor.
  • Adjournment authority approved: Stockholders approved the ability to adjourn or postpone the meeting if necessary, with 5,709,012 votes in favor.

Cyngn Stockholders Grant Board Reverse Split Authority at 2026 Annual Meeting

According to the filing, Cyngn Inc. (NASDAQ:CYN) held its 2026 Annual Meeting of Stockholders on November 3, 2026. The meeting addressed four proposals, and all four were approved by the stockholders present or represented by proxy. The company reported that 6,739,730 of the 15,348,281 shares entitled to vote were represented, establishing a quorum for the proceedings.

The most consequential outcome, as disclosed in the filing, was stockholder approval of the Reverse Stock Split Proposal. The Board received discretionary authority to amend the company's certificate of incorporation to combine outstanding shares of Common Stock at a specific ratio within a range of one-for-five (1-for-5) to a maximum of one-for-one hundred fifty (1-for-150), with the exact ratio to be determined by the Board in its sole discretion. The filing states the split, if effected at all, must occur within one year of stockholder approval. The vote was 5,531,835 for, 1,177,034 against, and 30,861 abstentions.

On the director election, Karen Macleod received 2,392,082 votes in favor and 667,435 withheld, while James McDonnell received 2,784,359 votes in favor and 275,158 withheld. Both were elected as Class II directors to terms expiring at the 2029 annual meeting. In each case, 3,680,213 broker non-votes were recorded. The ratification of Baker Tilly US, LLP drew the broadest support of any proposal, with 6,219,284 votes in favor, 446,503 against, and 73,943 abstentions. The filing was signed by Natalie Russell, Chief Financial Officer, on November 6, 2026.

What Was Disclosed

Cyngn Inc. reported the voting outcomes from its November 3, 2026 Annual Meeting, confirming stockholder approval of two director elections, a discretionary reverse stock split authorization at ratios between 1-for-5 and 1-for-150, auditor ratification, and adjournment authority.