SCHEDULE 13G 0001288478 XXXXXXXX LIVE Common Stock, $.00001 par value 12/23/2024 0001874097 Cyngn Inc. 23257B206 1015 O'BRIEN DRIVE MENLO PARK CA 94025 Rule 13d-1(c) BIGGER CAPITAL FUND L P a DE 0.00 1397516.00 0.00 1397516.00 1397516.00 N 6.5 PN Bigger Capital Fund GP, LLC a DE 0.00 1397516.00 0.00 1397516.00 1397516.00 N 6.5 OO District 2 Capital Fund LP a DE 0.00 465838.00 0.00 465838.00 465838.00 N 2.2 PN District 2 Capital LP a DE 0.00 465838.00 0.00 465838.00 465838.00 N 2.2 PN District 2 GP LLC a DE 0.00 465838.00 0.00 465838.00 465838.00 N 2.2 OO District 2 Holdings LLC a DE 0.00 465838.00 0.00 465838.00 465838.00 N 2.2 OO Bigger Michael a X1 0.00 1863354.00 0.00 1863354.00 1863354.00 N 8.7 IN Cyngn Inc. 1015 O'Brien Dr., Menlo Park, CA 94025 Bigger Capital Fund, LP ("Bigger Capital") Bigger Capital Fund GP, LLC ("Bigger GP") District 2 Capital Fund LP ("District 2 CF") District 2 Capital LP ("District 2") District 2 GP LLC ("District 2 GP") District 2 Holdings LLC ("District 2 Holdings") Michael Bigger Each of the foregoing is referred to as a "Reporting Person" and collectively as the "Reporting Persons." Bigger Capital Fund, LP 2250 Red Springs Drive Las Vegas, NV 89135 Bigger Capital Fund GP, LLC 2250 Red Springs Drive Las Vegas, NV 89135 District 2 Capital Fund LP 175 W. Carver Street Huntington, NY 11743 District 2 Capital LP 175 W. Carver Street Huntington, NY 11743 District 2 GP LLC 175 W. Carver Street Huntington, NY 11743 District 2 Holdings LLC 175 W. Carver Street Huntington, NY 11743 Michael Bigger 2250 Red Springs Drive Las Vegas, NV 89135 Bigger Capital Fund, LP Citizenship: Delaware Bigger Capital Fund GP, LLC Citizenship: Delaware District 2 Capital Fund LP Citizenship: Delaware District 2 Capital LP Citizenship: Delaware District 2 GP LLC Citizenship: Delaware District 2 Holdings LLC Citizenship: Delaware Michael Bigger Citizenship: USA Y As of December 23, 2024, Bigger Capital beneficially owned (i) 385,016 shares of Common Stock, (ii) 1,012,500 shares issuable upon exercise of Pre-Funded Warrants, the exercise of which was subject to a 9.99% blocker limitation, (iii) 1,347,516 shares issuable upon exercise of Series A Warrants, the exercise of which is subject to a 4.99% blocker limitation and (iv) 1,397,516 shares of Common Stock issuable upon the exercise of Series Warrants, the exercise of which is subject to a 4.99% blocker limitation. Bigger GP, as the general partner of Bigger Capital, may be deemed to beneficially own the 325,016 shares of Common Stock and shares of Common Stock issuable upon exercise of the Pre-Funded Warrants, Series A Warrants and Series B Warrants beneficially owned by Bigger Capital. As of December 23, 2024, District 2 CF beneficially owned (i) 128,338 shares of Common Stock, (ii) 337,500 shares of Common Stock issuable upon exercise of Pre-Funded Warrants, the exercise of which is subject to a 9.99% blocker limitation, (iii) 465,838 shares of Common Stock issuable upon exercise of Series A Warrants, the exercise of which is subject to a 4.99% blocker limitation and (iv) 465,838 shares of Common Stock issuable upon the exercise of Series B Warrants, the exercise of which is subject to a 4.99% blocker limitation. District 2, as the investment manager of District 2 CF, may be deemed to beneficially own the 128,338 shares of Common Stock beneficially owned by District 2 CF and the shares of Common Stock issuable upon exercise of the Pre-Funded Warrants, Series A Warrants and Series B Warrants beneficially owned by District 2 CF. District 2 GP, as the general partner of District 2 CF, may be deemed to beneficially own the securities beneficially owned by District 2 CF. District 2 Holdings, as the managing member of District 2 GP, may be deemed to beneficially own the securities beneficially owned by District 2 CF. Mr. Bigger, as the managing member of Bigger GP and the managing member of District 2 Holdings, may be deemed to beneficially own the (i) 385,016 shares of Common Stock beneficially owned by Bigger Capital, (ii) 128,338 shares of Common Stock beneficially owned by District 2 CF, (iii) 1,012,500 shares of Common Stock issuable upon exercise of Pre-Funded Warrants owned by Bigger Capital and (iv) 337,500 shares of Common Stock issuable upon exercise of Pre-Funded Warrants owned by District 2CF. In addition, Mr. Bigger may be deemed to beneficially own the Common Stock issuable upon exercise of the Series A Warrants and Series B Warrants beneficially owned by Bigger Capital and District 2 CF. The foregoing should not be construed in and of itself as an admission by any Reporting Person as to beneficial ownership of any shares of Common Stock owned by another Reporting Person. Each of Bigger GP and Mr. Bigger disclaims beneficial ownership of the shares of Common Stock beneficially owned by Bigger Capital. Each of District 2, District 2 GP, District 2 Holdings and Mr. Bigger disclaims beneficial ownership of the shares of Common Stock beneficially owned by District 2 CF. The filing of this statement shall not be construed as an admission that any such person or entity is the beneficial owner of any such securities. The following percentages are based on 21,504,186 shares of Common Stock outstanding as of December 31, 2024 as reported in the Issuer's prospectus filed with the Securities Exchange Commission on December 31, 2024. As of the close of business on December 31, 2024, (i) each of Bigger Capital and Bigger GP may be deemed to beneficially own approximately 6.5% of the outstanding shares of Common Stock, (ii) each of District 2 CF, District 2, District 2 GP and District 2 Holdings may be deemed to beneficially own 2.2% of the outstanding shares of Common Stock and (iii) Mr. Bigger may be deemed to beneficially own approximately 8.7% of the outstanding shares of Common Stock. Subsequent to December 23, 2024, the Reporting Persons sold all of their Common Stock and Common Stock issuable upon exercise of the Pre-Funded Warrants. See Cover Pages Items 5-9. See Cover Pages Items 5-9. See Cover Pages Items 5-9. See Cover Pages Items 5-9. Y N Bigger GP and Mr. Bigger may be deemed to share voting and dispositive power over the shares of Common Stock beneficially owned by Bigger Capital. District 2, District 2 GP, District 2 Holdings and Mr. Bigger may be deemed to share voting and dispositive power over the shares of Common Stock beneficially owned by District 2 CF. Y N See Exhibit 99.1. Y N By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11. 99.1 - Joint Filing Agreement BIGGER CAPITAL FUND L P /s/ Michael Bigger 01/07/2025 Bigger Capital Fund GP, LLC /s/ Michael Bigger 01/07/2025 District 2 Capital Fund LP /s/ Michael Bigger 01/07/2025 District 2 Capital LP /s/ Michael Bigger 01/07/2025 District 2 GP LLC /s/ Michael Bigger 01/07/2025 District 2 Holdings LLC /s/ Michael Bigger 01/07/2025 Bigger Michael /s/ Michael Bigger 01/07/2025