|
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13G
|
UNDER THE SECURITIES EXCHANGE ACT OF 1934
|
(Amendment No. 2)
|
Cyngn Inc. (Name of Issuer) |
Common Stock (Title of Class of Securities) |
23257B305 (CUSIP Number) |
03/31/2025 (Date of Event Which Requires Filing of this Statement) |
| Check the appropriate box to designate the rule pursuant to which this Schedule is filed: |
 Rule 13d-1(b)
|
| Rule 13d-1(c)
|
 Rule 13d-1(d)
|
SCHEDULE 13G
|
| CUSIP No. | 23257B305 |
| 1 | Names of Reporting Persons
Benchmark Capital Partners VI, L.P. | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
DELAWARE
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
18.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
0.0 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
PN |
Comment for Type of Reporting Person: Note to Row 5: 18 shares, except that Benchmark Capital Management Co. VI, L.L.C. ("BCMC VI"), the general partner of Benchmark Capital Partners VI, L.P. ("BCP VI"), may be deemed to have sole power to vote these shares, and Alexandre Balkanski ("Balkanski"), Matthew R. Cohler ("Cohler"), Bruce W. Dunlevie ("Dunlevie"), Peter H. Fenton ("Fenton"), J. William Gurley ("Gurley"), Kevin R. Harvey ("Harvey"), Robert C. Kagle ("Kagle") and Mitchell H. Lasky ("Lasky"), the members of BCMC VI, may be deemed to have shared power to vote these shares.
Note to Row 6: See response to row 5.
Note to Row 7: 18 shares, except that BCMC VI, the general partner of BCP VI, may be deemed to have sole power to dispose of these shares, and Balkanski, Cohler, Dunlevie, Fenton, Gurley, Harvey, Kagle and Lasky, the members of BCMC VI, may be deemed to have shared power to dispose of these shares.
Note to Row 8: See response to row 7.
SCHEDULE 13G
|
| CUSIP No. | 23257B305 |
| 1 | Names of Reporting Persons
Benchmark Founders' Fund VI, L.P. | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
DELAWARE
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
1.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
0.0 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
PN |
Comment for Type of Reporting Person: Note to Row 5: 1 share, except that BCMC VI, the general partner of Benchmark Founders' Fund VI, L.P. ("BFF VI"), may be deemed to have sole power to vote this share, and Balkanski, Cohler, Dunlevie, Fenton, Gurley, Harvey, Kagle and Lasky, the members of BCMC VI, may be deemed to have shared power to vote this share.
Note to Row 6: See response to row 5.
Note to Row 7: 1 share, except that BCMC VI, the general partner of BFF VI, may be deemed to have sole power to dispose of this share, and Balkanski, Cohler, Dunlevie, Fenton, Gurley, Harvey, Kagle and Lasky, the members of BCMC VI, may be deemed to have shared power to dispose of this share.
Note to Row 8: See response to row 7.
SCHEDULE 13G
|
| CUSIP No. | 23257B305 |
| 1 | Names of Reporting Persons
Benchmark Founders' Fund VI-B, L.P. | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
DELAWARE
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
1.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
0.0 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
PN |
Comment for Type of Reporting Person: Note to Row 5: 1 share, except that BCMC VI, the general partner of Benchmark Founders' Fund VI-B, L.P. ("BFF VI-B"), may be deemed to have sole power to vote this share, and Balkanski, Cohler, Dunlevie, Fenton, Gurley, Harvey, Kagle and Lasky, the members of BCMC VI, may be deemed to have shared power to vote this share.
Note to Row 6: See response to row 5.
Note to Row 7: 1 share, except that BCMC VI, the general partner of BFF VI-B, may be deemed to have sole power to dispose of this share, and Balkanski, Cohler, Dunlevie, Fenton, Gurley, Harvey, Kagle and Lasky, the members of BCMC VI, may be deemed to have shared power to dispose of this share.
Note to Row 8: See response to row 7.
SCHEDULE 13G
|
| CUSIP No. | 23257B305 |
| 1 | Names of Reporting Persons
Benchmark Capital Management Co. VI, L.L.C. | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
DELAWARE
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
22.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
0.0 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
OO |
Comment for Type of Reporting Person: Note to Row 5: 22 shares, of which 18 are directly owned by BCP VI, 1 is directly owned by BFF VI, 1 is directly owned by BFF VI-B and 2 are held in nominee form for the benefit of persons associated with BCMC VI. BCMC VI, the general partner of BCP VI, BFF VI and BFF VI-B, may be deemed to have sole power to vote these shares, and Balkanski, Cohler, Dunlevie, Fenton, Gurley, Harvey, Kagle and Lasky, the members of BCMC VI, may be deemed to have shared power to vote these shares.
Note to Row 6: See response to row 5.
Note to Row 7: 22 shares, of which 18 are directly owned by BCP VI, 1 is directly owned by BFF VI, 1 is directly owned by BFF VI-B and 2 are held in nominee form for the benefit of persons associated with BCMC VI. BCMC VI, the general partner of BCP VI, BFF VI and BFF VI-B, may be deemed to have sole power to dispose of these shares, and Balkanski, Cohler, Dunlevie, Fenton, Gurley, Harvey, Kagle and Lasky, the members of BCMC VI, may be deemed to have shared power to dispose of these shares.
Note to Row 8: See response to row 7.
SCHEDULE 13G
|
| CUSIP No. | 23257B305 |
| 1 | Names of Reporting Persons
Benchmark Capital Partners VII, L.P. | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
DELAWARE
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
522.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
0.0 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
PN |
Comment for Type of Reporting Person: Note to Row 5: 522 shares, except that Benchmark Capital Management Co. VII, L.L.C. ("BCMC VII"), the general partner of Benchmark Capital Partners VII, L.P. ("BCP VII"), may be deemed to have sole power to vote these shares, and Cohler, Dunlevie, Fenton, Gurley, Harvey and Lasky, the members of BCMC VII, may be deemed to have shared power to vote these shares.
Note to Row 6: See response to row 5.
Note to Row 7: 522 shares, except that BCMC VII may be deemed to have sole power to dispose of these shares, and Cohler, Dunlevie, Fenton, Gurley, Harvey and Lasky, the members of BCMC VII, may be deemed to have shared power to dispose of these shares.
Note to Row 8: See response to row 7.
SCHEDULE 13G
|
| CUSIP No. | 23257B305 |
| 1 | Names of Reporting Persons
Benchmark Founders' Fund VII, L.P. | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
DELAWARE
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
58.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
0.0 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
PN |
Comment for Type of Reporting Person: Note to Row 5: 58 shares, except that BCMC VII, the general partner of Benchmark Founders' Fund VII, L.P. ("BFF VII"), may be deemed to have sole power to vote these shares, and Cohler, Dunlevie, Fenton, Gurley, Harvey and Lasky, the members of BCMC VII, may be deemed to have shared power to vote these shares.
Note to Row 6: See response to row 5.
Note to Row 7: 58 shares, except that BCMC VII, the general partner of BFF VII, may be deemed to have sole power to dispose of these shares, and Cohler, Dunlevie, Fenton, Gurley, Harvey and Lasky, the members of BCMC VII, may be deemed to have shared power to dispose of these shares.
Note to Row 8: See response to row 7.
SCHEDULE 13G
|
| CUSIP No. | 23257B305 |
| 1 | Names of Reporting Persons
Benchmark Founders' Fund VII-B, L.P. | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
DELAWARE
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
77.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
0.0 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
PN |
Comment for Type of Reporting Person: Note to Row 5: 77 shares, except that BCMC VII, the general partner of Benchmark Founders Fund VII-B, L.P. ("BFF VII-B"), may be deemed to have sole power to vote these shares, and Cohler, Dunlevie, Fenton, Gurley, Harvey and Lasky, the members of BCMC VII, may be deemed to have shared power to vote these shares.
Note to Row 6: See response to row 5.
Note to Row 7: 77 shares, except that BCMC VII, the general partner of BFF VII-B, may be deemed to have sole power to dispose of these shares, and Cohler, Dunlevie, Fenton, Gurley, Harvey and Lasky, the members of BCMC VII, may be deemed to have shared power to dispose of these shares.
Note to Row 8: See response to row 7.
SCHEDULE 13G
|
| CUSIP No. | 23257B305 |
| 1 | Names of Reporting Persons
Benchmark Capital Management Co. VII, L.L.C. | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
DELAWARE
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
657.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
0.0 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
OO |
Comment for Type of Reporting Person: Note to Row 5: 657 shares, of which 522 are directly owned by BCP VII, 58 are directly owned by BFF VII and 77 are directly owned by BFF VII-B. BCMC VII, the general partner of BCP VII, BFF VII and BFF VII-B, may be deemed to have sole power to vote these shares, and Cohler, Dunlevie, Fenton, Gurley, Harvey and Lasky, the members of BCMC VII, may be deemed to have shared power to vote these shares.
Note to Row 6: See response to row 5.
Note to Row 7: 657 shares, of which 522 are directly owned by BCP VII, 58 are directly owned by BFF VII and 77 are directly owned by BFF VII-B. BCMC VII, the general partner of BCP VII, BFF VII and BFF VII-B, may be deemed to have sole power to dispose of these shares, and Cohler, Dunlevie, Fenton, Gurley, Harvey and Lasky, the members of BCMC VII, may be deemed to have shared power to dispose of these shares.
Note to Row 8: See response to row 7.
SCHEDULE 13G
|
| CUSIP No. | 23257B305 |
| 1 | Names of Reporting Persons
Alexandre Balkanski | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
UNITED STATES
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
22.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
0.0 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
IN |
Comment for Type of Reporting Person: Note to Row 6: 22 shares, of which 18 are directly owned by BCP VI, 1 is directly owned by BFF VI, 1 is directly owned by BFF VI-B and 2 are held in nominee form for the benefit of persons associated with BCMC VI. BCMC VI, the general partner of BCP VI, BFF VI and BFF VI-B, may be deemed to have sole power to vote these shares, and Balkanski, a member of BCMC VI, may be deemed to have shared power to vote these shares.
Note to Row 8: 22 shares, of which 18 are directly owned by BCP VI, 1 is directly owned by BFF VI, 1 is directly owned by BFF VI-B and 2 are held in nominee form for the benefit of persons associated with BCMC VI. BCMC VI, the general partner of BCP VI, BFF VI and BFF VI-B, may be deemed to have sole power to dispose of these shares, and Balkanski, a member of BCMC VI, may be deemed to have shared power to dispose of these shares.
SCHEDULE 13G
|
| CUSIP No. | 23257B305 |
| 1 | Names of Reporting Persons
Matthew R. Cohler | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
UNITED STATES
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
679.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
0.0 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
IN |
Comment for Type of Reporting Person: Note to Row 6: 679 shares, of which 18 are directly owned by BCP VI, 1 is directly owned by BFF VI, 1 is directly owned by BFF VI-B, 2 are held in nominee form for the benefit of persons associated with BCMC VI, 522 are directly owned by BCP VII, 58 are directly owned by BFF VII and 77 are directly owned by BFF VII-B. BCMC VI is the general partner of BCP VI, BFF VI and BFF VI-B, and BCMC VII is the general partner of BCP VII, BFF VII and BFF VII-B. Cohler, a member of BCMC VI and BCMC VII, may be deemed to have shared power to vote these shares.
Note to Row 8: 679 shares, of which 18 are directly owned by BCP VI, 1 is directly owned by BFF VI, 1 is directly owned by BFF VI-B, 2 are held in nominee form for the benefit of persons associated with BCMC VI, 522 are directly owned by BCP VII, 58 are directly owned by BFF VII and 77 are directly owned by BFF VII-B. BCMC VI is the general partner of BCP VI, BFF VI and BFF VI-B, and BCMC VII is the general partner of BCP VII, BFF VII and BFF VII-B. Cohler, a member of BCMC VI and BCMC VII, may be deemed to have shared power to dispose of these shares.
SCHEDULE 13G
|
| CUSIP No. | 23257B305 |
| 1 | Names of Reporting Persons
Bruce W. Dunlevie | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
UNITED STATES
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
679.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
0.0 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
IN |
Comment for Type of Reporting Person: Note to Row 6: 679 shares, of which 18 are directly owned by BCP VI, 1 is directly owned by BFF VI, 1 is directly owned by BFF VI-B, 2 are held in nominee form for the benefit of persons associated with BCMC VI, 522 are directly owned by BCP VII, 58 are directly owned by BFF VII and 77 are directly owned by BFF VII-B. BCMC VI is the general partner of BCP VI, BFF VI and BFF VI-B, and BCMC VII is the general partner of BCP VII, BFF VII and BFF VII-B. Dunlevie, a member of BCMC VI and BCMC VII, may be deemed to have shared power to vote these shares.
Note to Row 8: 679 shares, of which 18 are directly owned by BCP VI, 1 is directly owned by BFF VI, 1 is directly owned by BFF VI-B, 2 are held in nominee form for the benefit of persons associated with BCMC VI, 522 are directly owned by BCP VII, 58 are directly owned by BFF VII and 77 are directly owned by BFF VII-B. BCMC VI is the general partner of BCP VI, BFF VI and BFF VI-B, and BCMC VII is the general partner of BCP VII, BFF VII and BFF VII-B. Dunlevie, a member of BCMC VI and BCMC VII, may be deemed to have shared power to dispose of these shares.
SCHEDULE 13G
|
| CUSIP No. | 23257B305 |
| 1 | Names of Reporting Persons
Peter H. Fenton | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
UNITED STATES
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
679.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
0.0 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
IN |
Comment for Type of Reporting Person: Note to Row 6: 679 shares, of which 18 are directly owned by BCP VI, 1 is directly owned by BFF VI, 1 is directly owned by BFF VI-B, 2 are held in nominee form for the benefit of persons associated with BCMC VI, 522 are directly owned by BCP VII, 58 are directly owned by BFF VII and 77 are directly owned by BFF VII-B. BCMC VI is the general partner of BCP VI, BFF VI and BFF VI-B, and BCMC VII is the general partner of BCP VII, BFF VII and BFF VII-B. Fenton, a member of BCMC VI and BCMC VII, may be deemed to have shared power to vote these shares.
Note to Row 8: 679 shares, of which 18 are directly owned by BCP VI, 1 is directly owned by BFF VI, 1 is directly owned by BFF VI-B, 2 are held in nominee form for the benefit of persons associated with BCMC VI, 522 are directly owned by BCP VII, 58 are directly owned by BFF VII and 77 are directly owned by BFF VII-B. BCMC VI is the general partner of BCP VI, BFF VI and BFF VI-B, and BCMC VII is the general partner of BCP VII, BFF VII and BFF VII-B. Fenton, a member of BCMC VI and BCMC VII, may be deemed to have shared power to dispose of these shares.
SCHEDULE 13G
|
| CUSIP No. | 23257B305 |
| 1 | Names of Reporting Persons
J. William Gurley | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
UNITED STATES
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
679.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
0.0 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
IN |
Comment for Type of Reporting Person: Note to Row 6: 679 shares, of which 18 are directly owned by BCP VI, 1 is directly owned by BFF VI, 1 is directly owned by BFF VI-B, 2 are held in nominee form for the benefit of persons associated with BCMC VI, 522 are directly owned by BCP VII, 58 are directly owned by BFF VII and 77 are directly owned by BFF VII-B. BCMC VI is the general partner of BCP VI, BFF VI and BFF VI-B, and BCMC VII is the general partner of BCP VII, BFF VII and BFF VII-B. Gurley, a member of BCMC VI and BCMC VII, may be deemed to have shared power to vote these shares.
Note to Row 8: 679 shares, of which 18 are directly owned by BCP VI, 1 is directly owned by BFF VI, 1 is directly owned by BFF VI-B, 2 are held in nominee form for the benefit of persons associated with BCMC VI, 522 are directly owned by BCP VII, 58 are directly owned by BFF VII and 77 are directly owned by BFF VII-B. BCMC VI is the general partner of BCP VI, BFF VI and BFF VI-B, and BCMC VII is the general partner of BCP VII, BFF VII and BFF VII-B. Gurley, a member of BCMC VI and BCMC VII, may be deemed to have shared power to dispose of these shares.
SCHEDULE 13G
|
| CUSIP No. | 23257B305 |
| 1 | Names of Reporting Persons
Kevin R. Harvey | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
UNITED STATES
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
679.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
0.0 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
IN |
Comment for Type of Reporting Person: Note to Row 6: 679 shares, of which 18 are directly owned by BCP VI, 1 is directly owned by BFF VI, 1 is directly owned by BFF VI-B, 2 are held in nominee form for the benefit of persons associated with BCMC VI, 522 are directly owned by BCP VII, 58 are directly owned by BFF VII and 77 are directly owned by BFF VII-B. BCMC VI is the general partner of BCP VI, BFF VI and BFF VI-B, and BCMC VII is the general partner of BCP VII, BFF VII and BFF VII-B. Harvey, a member of BCMC VI and BCMC VII, may be deemed to have shared power to vote these shares.
Note to Row 8: 679 shares, of which 18 are directly owned by BCP VI, 1 is directly owned by BFF VI, 1 is directly owned by BFF VI-B, 2 are held in nominee form for the benefit of persons associated with BCMC VI, 522 are directly owned by BCP VII, 58 are directly owned by BFF VII and 77 are directly owned by BFF VII-B. BCMC VI is the general partner of BCP VI, BFF VI and BFF VI-B, and BCMC VII is the general partner of BCP VII, BFF VII and BFF VII-B. Harvey, a member of BCMC VI and BCMC VII, may be deemed to have shared power to dispose of these shares.
SCHEDULE 13G
|
| CUSIP No. | 23257B305 |
| 1 | Names of Reporting Persons
Robert C. Kagle | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
UNITED STATES
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
22.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
0.0 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
IN |
Comment for Type of Reporting Person: Note to Row 6: 22 shares, of which 18 are directly owned by BCP VI, 1 is directly owned by BFF VI, 1 is directly owned by BFF VI-B and 2 are held in nominee form for the benefit of persons associated with BCMC VI. BCMC VI, the general partner of BCP VI, BFF VI and BFF VI-B, may be deemed to have sole power to vote these shares, and Kagle, a member of BCMC VI, may be deemed to have shared power to vote these shares.
Note to Row 8: 22 shares, of which 18 are directly owned by BCP VI, 1 is directly owned by BFF VI, 1 is directly owned by BFF VI-B and 2 are held in nominee form for the benefit of persons associated with BCMC VI. BCMC VI, the general partner of BCP VI, BFF VI and BFF VI-B, may be deemed to have sole power to vote these shares, and Kagle, a member of BCMC VI, may be deemed to have shared power to dispose of these shares.
SCHEDULE 13G
|
| CUSIP No. | 23257B305 |
| 1 | Names of Reporting Persons
Mitchell H. Lasky | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
UNITED STATES
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
679.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
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| 11 | Percent of class represented by amount in row (9)
0.0 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
IN |
Comment for Type of Reporting Person: Note to Row 6: 679 shares, of which 18 are directly owned by BCP VI, 1 is directly owned by BFF VI, 1 is directly owned by BFF VI-B, 2 are held in nominee form for the benefit of persons associated with BCMC VI, 522 are directly owned by BCP VII, 58 are directly owned by BFF VII and 77 are directly owned by BFF VII-B. BCMC VI is the general partner of BCP VI, BFF VI and BFF VI-B, and BCMC VII is the general partner of BCP VII, BFF VII and BFF VII-B. Lasky, a member of BCMC VI and BCMC VII, may be deemed to have shared power to vote these shares.
Note to Row 8: 679 shares, of which 18 are directly owned by BCP VI, 1 is directly owned by BFF VI, 1 is directly owned by BFF VI-B, 2 are held in nominee form for the benefit of persons associated with BCMC VI, 522 are directly owned by BCP VII, 58 are directly owned by BFF VII and 77 are directly owned by BFF VII-B. BCMC VI is the general partner of BCP VI, BFF VI and BFF VI-B, and BCMC VII is the general partner of BCP VII, BFF VII and BFF VII-B. Lasky, a member of BCMC VI and BCMC VII, may be deemed to have shared power to dispose of these shares.
SCHEDULE 13G
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| Item 1. | ||
| (a) | Name of issuer:
Cyngn Inc. | |
| (b) | Address of issuer's principal executive offices:
1015 O'Brien Dr. Menlo Park, CA, 94025 | |
| Item 2. | ||
| (a) | Name of person filing:
This Statement is filed by BCP VI, BFF VI, BFF VI-B, BCMC VI, BCP VII, BFF VII, BFF VII-B, BCMC VII and Balkanski, Cohler, Dunlevie, Fenton, Gurley, Harvey, Kagle and Lasky. The foregoing entities and individuals are collectively referred to as the "Reporting Persons."
BCMC VI, the general partner of BCP VI, BFF VI and BFF VI-B, may be deemed to have sole power to vote and sole power to dispose of shares of the issuer directly owned by BCP VI, BFF VI and BFF VI-B.
BCMC VII, the general partner of BCP VII, BFF VII and BFF VII-B, may be deemed to have sole power to vote and sole power to dispose of shares of the issuer directly owned by BCP VII, BFF VII and BFF VII-B.
Balkanski, Cohler, Dunlevie, Fenton, Gurley, Harvey, Kagle and Lasky are members of BCMC VI and may be deemed to have shared power to vote and shared power to dispose of shares of the issuer directly owned by BCP VI, BFF VI and BFF VI-B.
Cohler, Dunlevie, Fenton, Gurley, Harvey and Lasky are members of BCMC VII and may be deemed to have shared power to vote and shared power to dispose of shares of the issuer directly owned by BCP VII, BFF VII and BFF VII-B. | |
| (b) | Address or principal business office or, if none, residence:
The address for each reporting person is:
c/o Benchmark Capital
2965 Woodside Road
Woodside, California 94062 | |
| (c) | Citizenship:
BCP VI, BFF VI, BFF VI-B, BCP VII, BFF VII and BFF VII-B are Delaware limited partnerships. BCMC VI and BCMC VII are Delaware limited liability companies. Balkanski, Cohler, Dunlevie, Fenton, Gurley, Harvey, Kagle and Lasky are United States Citizens. | |
| (d) | Title of class of securities:
Common Stock | |
| (e) | CUSIP No.:
23257B305 | |
| Item 3. | If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: | |
| (a) | Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
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| (b) | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
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| (c) | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
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| (d) | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
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| (e) | An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
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| (f) | An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
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| (g) | A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
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| (h) | A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
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| (i) | A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
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| (j) | A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution: | |
| (k) | Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
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| Item 4. | Ownership | |
| (a) | Amount beneficially owned:
See Row 9 of cover page for each Reporting Person. | |
| (b) | Percent of class:
See Row 11 of cover page for each Reporting Person. The information with respect to the ownership of the Common Stock of the issuer by the persons filing this Statement is provided as of March 31, 2025 (based on 1,751,906 shares of Common Stock of the issuer outstanding as of May 7, 2025 as reported by the issuer on Form 10-Q for the period ended March 31, 2025 and filed with the Securities and Exchange Commission on May 8, 2025). The Reporting Persons ceased to be the beneficial owner of more than five percent (5%) of the issuer's shares due to dilution caused by the issuance of additional shares by the issuer and the issuer's reverse stock splits of its outstanding shares of Common Stock | |
| (c) | Number of shares as to which the person has:
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| (i) Sole power to vote or to direct the vote:
See Row 5 of cover page for each Reporting Person. | ||
| (ii) Shared power to vote or to direct the vote:
See Row 6 of cover page for each Reporting Person. | ||
| (iii) Sole power to dispose or to direct the disposition of:
See Row 7 of cover page for each Reporting Person. | ||
| (iv) Shared power to dispose or to direct the disposition of:
See Row 8 of cover page for each Reporting Person. | ||
| Item 5. | Ownership of 5 Percent or Less of a Class. | |
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Ownership of 5 percent or less of a class
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| Item 6. | Ownership of more than 5 Percent on Behalf of Another Person. | |
If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required.
Under certain circumstances set forth in the limited partnership agreements of BCP VI, BFF VI, BFF VI-B, BCP VII, BFF VII, BFF VII-B, and the limited liability company agreements of BCMC VI and BCMC VII, the general and limited partners or members, as the case may be, of each of such entities may be deemed to have the right to receive dividends from, or the proceeds from, the sale of shares of the issuer owned by each such entity of which they are a partner or member, as the case may be. | ||
| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. | |
Not Applicable
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| Item 8. | Identification and Classification of Members of the Group. | |
Not Applicable
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| Item 9. | Notice of Dissolution of Group. | |
Not Applicable
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| Item 10. | Certifications: |
Not Applicable
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| SIGNATURE | |
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
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Comments accompanying signature: Signed pursuant to a Power of Attorney already on file with the appropriate agencies.
Exhibit Information
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Exhibit A: Agreement of Joint Filing
The undersigned hereby agree that a single Schedule 13G (or any amendment thereto) relating to the common stock of Cyngn,Inc. shall be filed on behalf of each of the undersigned. Note that copies of the applicable Agreement of Joint Filings are already on file with the appropriate agencies. |