Cycurion, Inc. (CYCU) · Nov 5, 2026 · Material agreement

Cycurion preferred-stock exchange clears claims but adds dilution

Preferred-to-common exchange — 1,571.45 Series H shares for 582,019 common shares shown

Cycurion’s new preferred-stock exchange converts Series H claims into common shares, ending dividends while creating a fresh dilution overhang.

Cycurion is operating from a distressed balance-sheet position: it has been restructuring debt, cutting businesses and relying on financing access while reporting substantial doubt about its ability to continue as a going concern. Its June 2026 restructuring created Series H preferred stock as part of settling default-related obligations, so this filing is another liability-management step rather than a new operating growth initiative.

The filing opens a path to eliminate Series H preferred claims. Obsidian and M2B received a limited right to exchange all of their Series H preferred stock, including accrued dividends, for common stock at $2.70 per share. The preferred shares are cancelled when an exchange closes, and their dividends stop accruing. 〔0〕

The balance-sheet benefit comes with immediate equity dilution. The agreements show 229,167 common shares for Obsidian and 352,852 for M2B, or 582,019 shares in total, although the final amount can vary because accrued dividends are included and shares may be held in abeyance under the 4.99% ownership cap.

This is a trade of fixed claims for common-stock overhang, not a cure for the operating problem. Cycurion avoids paying the preferred dividends in cash and removes a layer of preferred rights, but the holders become common shareholders with resale rights limited to no more than 5.0% of average daily trading volume over the prior ten trading days. That restriction may slow supply, but it does not remove the dilution or the potential selling pressure.

The transaction is not yet fully consummated. Holders can exercise only after the company files its Nasdaq listing notice and the required waiting period begins; the exchange period then lasts 14 calendar days. 〔1〕

Bottom line: This modestly improves the capital structure by replacing dividend-bearing preferred claims with common equity, but it does so by adding dilution. It helps manage the financing burden without changing Cycurion’s underlying cash-flow or going-concern challenge.

What to watch next

Nasdaq listing notice and exchange period opening

Original filing on SEC EDGAR

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