CYNGN (CYN) Proxy filing summary

Executive summary

• Annual Meeting scheduled for November 3, 2026, with voting on director elections, a reverse stock split, auditor ratification, and potential adjournment.

• Proxy materials are primarily distributed electronically to reduce costs and environmental impact.

• Only shareholders of record as of September 10, 2026, are eligible to vote.

• Board recommends voting in favor of all proposals on the agenda.

Voting matters and shareholder proposals

• Election of two Class II directors for a three-year term expiring at the 2029 annual meeting.

• Authorization for the Board to implement a reverse stock split at a ratio between 1-for-5 and 1-for-150 within one year.

• Ratification of Baker Tilly US, LLP as independent registered public accounting firm for fiscal year 2026.

• Approval of adjournment of the meeting if additional proxy solicitation is needed.

• Shareholder proposals for the 2027 meeting must be submitted by May 24, 2027.

Board of directors and corporate governance

• Board consists of four members: three independent directors and the CEO.

• Directors serve staggered three-year terms; nominees are Karen Macleod and James McDonnell.

• Board committees include Audit, Compensation, and Nominating and Corporate Governance, all with independent members.

• Board evaluates director candidates based on ethics, experience, diversity, and commitment.

• No family relationships or recent legal proceedings involving directors or officers.