Every 424B that Rain Enhancement Technologies Holdco, Inc. (RAIN) has filed with the SEC in the last 12 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 424B covers the supplement that carries the terms of a priced offering, so if you follow RAIN and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full RAIN filings page.
Rain Enhancement Technologies Holdco, Inc. is establishing an at-the-market program to sell up to $3,513,524 of Class A common stock from time to time through Needham & Company, acting as sales agent under its existing $25,000,000 shelf registration.
Sales will be made on Nasdaq under the symbol RAIN, with Needham earning up to 3.0% of gross proceeds. As of June 26, 2026, Class A shares outstanding were 10,283,984, of which 4,284,786 were held by non-affiliates. An illustrative scenario assumes 1,820,479 new shares at $1.93, which would increase shares outstanding to 12,104,463 and move net tangible book value from a pro forma deficit of $(1.01) to $(0.59) per share, creating dilution of $2.52 per share for new investors. The company plans to use net proceeds primarily for working capital, capital expenditures and general corporate purposes, and highlights risks including broad discretion over proceeds, further potential dilution from future issuances, and the possibility of Nasdaq delisting if it does not regain compliance with the $35,000,000 minimum market value of listed securities requirement within its 180-day cure period.
Rain Enhancement Technologies Holdco, Inc. registers 5,000,000 shares of Class A Common Stock issuable upon exercise of outstanding Warrants and registers for resale up to 5,672,182 shares held by selling shareholders.
The prospectus states the Company would receive $57.5 million if all Warrants are exercised for cash. The resale block represents approximately 69.8% of the 8,131,081 shares outstanding and approximately 232.4% of the public float as of May 1, 2026. A lock-up restricts 5,548,625 of those resale shares for two years. The prospectus notes the closing price of Class A Common Stock was $2.17 and Warrants were $0.23 on May 1, 2026.
Rain Enhancement Technologies Holdco, Inc. filed a Prospectus Supplement No. 9 updating its registration to include 5,000,000 shares of Class A Common Stock underlying Warrants (for issuance) and 5,914,057 shares of Class A Common Stock (for resale). The Supplement attaches the Company’s Form 8-Ks filed April 6 and April 14, 2026 and references market quotes: Class A closing price $2.22 and Warrants $0.22 as of April 13, 2026.
The April 6, 2026 Form 8-K discloses an amendment to the Loan Agreement with RHY Management LLC increasing the line of credit capacity from $7,000,000 to $10,000,000. The April 14, 2026 Form 8-K reports that the Audit Committee concluded prior unaudited quarterly balance sheets for March 31, 2025 and June 30, 2025 should be restated due to misaccounted financed D&O insurance premiums; assets and liabilities were understated by $380,800 (Q1) and $217,600 (Q2). The Company will recast historical amounts in its 2025 Form 10-K and report material weaknesses in internal control over financial reporting.
Rain Enhancement Technologies Holdco, Inc. filed a prospectus supplement updating registration details for 5,000,000 shares of Class A Common Stock issuable upon exercise of warrants and 5,914,057 shares of Class A Common Stock for resale. The supplement incorporates the Company’s Form 8-K disclosing receipt of a Nasdaq notice that the Company’s market value of listed securities closed below the $35,000,000 threshold for 30 consecutive business days. The Company has a 180 calendar day MVLS Compliance Period ending on August 17, 2026 and must have an MVLS at or above $35 million for ten consecutive business days to regain compliance. The notice is a deficiency notification, not an immediate delisting, and the Company’s securities continue to trade on Nasdaq under the symbols RAIN and RAINW.
Rain Enhancement Technologies Holdco, Inc. has filed a prospectus supplement covering 5,000,000 shares of Class A common stock issuable upon exercise of warrants and 5,914,057 shares of Class A common stock for resale by existing shareholders. The supplement incorporates a recent Current Report on Form 8‑K that describes Articles of Correction filed in Massachusetts to fix a clerical error in the definition of the Voting Threshold Date in the company’s amended and restated articles of organization, effective as of December 19, 2024. The restated articles confirm a dual‑class structure in which Class A shares carry one vote per share and Class B shares carry fifteen votes per share, with Class B subject to voluntary and automatic conversion into Class A under specified ownership and time‑based conditions.
Rain Enhancement Technologies Holdco, Inc. filed a prospectus supplement updating its registration for the potential issuance of 5,000,000 shares of Class A common stock underlying warrants and the resale of 5,914,057 Class A shares. The supplement attaches the company’s latest Quarterly Report on Form 10-Q for the period ended September 30, 2025.
As of September 30, 2025, the company had total assets of about $1.9 million, cash of roughly $237,000 and a working capital deficit of about $10.1 million, with total liabilities of about $11.5 million and a stockholders’ deficit of about $9.6 million. It reported a net loss of approximately $2.2 million for the quarter and $4.6 million for the nine-month period, with no revenue to date and expenses driven mainly by general and administrative costs, installation and research and development.
The company depends heavily on related-party financing, including a line of credit with about $6.6 million outstanding as of September 30, 2025, and has received a going concern warning due to limited liquidity and continued losses. RAIN’s Class A common stock and warrants continue to trade on Nasdaq, now listed on the Nasdaq Capital Market after a successful transfer that cured earlier market-value listing deficiencies.
Rain Enhancement Technologies Holdco, Inc. filed a prospectus supplement covering 5,000,000 shares of Class A Common Stock underlying warrants for issuance and 5,914,057 shares of Class A Common Stock for resale.
The company received a letter on November 5, 2025 from Nasdaq confirming it has demonstrated compliance with the Nasdaq Capital Market listing rules. On October 21, 2025, Nasdaq approved the company’s application to phase down the listing of its Class A Common Stock and Warrants from the Nasdaq Global Market to the Nasdaq Capital Market.
Class A Common Stock and Warrants trade on the Nasdaq Capital Market under RAIN and RAINW. On November 6, 2025, the Class A Common Stock closed at $4.99 per share and the Warrants closed at $0.16 per Warrant.