Andreessen Horowitz Fund III, L.P. - Oct 19, 2021 Form 3 Insider Report for Cyngn, Inc. (CYN)

Role: 10%+ Owner
Signature: Andreessen Horowitz Fund III, L.P., By: AH Equity Partners III, L.L.C., Its: General Partner, By: /s/ Scott Kupor, Scott Kupor, Chief Operating Officer
Stock symbol: CYN
Transactions as of: Oct 19, 2021
Transactions value $: $0
Form type: 3
Date filed: 10/19/2021, 06:51 PM
Previous filing: Oct 12, 2021
Next filing: Oct 22, 2021

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
holding	CYN	Series B Preferred Stock							Oct 19, 2021	Common Stock	4.95M		By Andreessen Horowitz Fund III, L.P.	F1, F2
holding	CYN	Series C Preferred Stock							Oct 19, 2021	Common Stock	288K		By Andreessen Horowitz Fund III, L.P.	F1, F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	These shares of Preferred Stock will automatically convert into shares of the Issuer's Common Stock on a 1-for-1 basis, without payment or further consideration, immediately prior to the consummation of the Issuer's initial public offering and have no expiration date.
F2	These securities are held by Andreessen Horowitz Fund III, L.P., for itself and as nominee for Andreessen Horowitz Fund III-A, L.P., Andreessen Horowitz Fund III-B, L.P., and Andreessen Horowitz Fund III-Q, L.P. (collectively, the "AH Fund III Entities"). AH Equity Partners III, L.L.C. ("AH EP III") is the general partner of the AH Fund III Entities and has sole voting and dispositive power with regard to the securities held by the AH Fund III Entities. Marc Andreessen and Benjamin Horowitz are the managing members of AH EP III and share voting and dispositive power with respect to the shares held by the AH Fund III Entities. Each of the Reporting Persons disclaims the existence of a "group" and disclaims beneficial ownership of the securities held by the AH Fund III Entities and this report shall not be deemed an admission that any such person is the beneficial owner of such securities, except to the extent of such person's pecuniary interest therein, if any.

Content

These shares of Preferred Stock will automatically convert into shares of the Issuer's Common Stock on a 1-for-1 basis, without payment or further consideration, immediately prior to the consummation of the Issuer's initial public offering and have no expiration date.

These securities are held by Andreessen Horowitz Fund III, L.P., for itself and as nominee for Andreessen Horowitz Fund III-A, L.P., Andreessen Horowitz Fund III-B, L.P., and Andreessen Horowitz Fund III-Q, L.P. (collectively, the "AH Fund III Entities"). AH Equity Partners III, L.L.C. ("AH EP III") is the general partner of the AH Fund III Entities and has sole voting and dispositive power with regard to the securities held by the AH Fund III Entities. Marc Andreessen and Benjamin Horowitz are the managing members of AH EP III and share voting and dispositive power with respect to the shares held by the AH Fund III Entities. Each of the Reporting Persons disclaims the existence of a "group" and disclaims beneficial ownership of the securities held by the AH Fund III Entities and this report shall not be deemed an admission that any such person is the beneficial owner of such securities, except to the extent of such person's pecuniary interest therein, if any.

Remarks:

Scott Kupor has signed this Form 3 on behalf of Marc Andreessen and Benjamin Horowitz pursuant to a Power of Attorney already on file with the U.S. Securities and Exchange Commission.