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  4. [Form 4/A] Rain Enhancement Technologies Holdco, Inc. Amended Insider Trading Activity

Rain Enhancement Technologies (RAIN) CEO reports May share purchases and 602K restricted stock

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4/A

Rhea-AI Filing Summary

Rain Enhancement Technologies Holdco, Inc. director and Chief Executive Officer Randy Seidl reported open-market purchases of Class A Common Stock on three consecutive days in May 2026. He purchased 8,514 shares at $1.73 on May 20, 30,000 shares at $2.53 on May 21, and 4,000 shares at $2.58 on May 22, with each reported price disclosed as a weighted average over multiple trades. A footnote also states that Mr. Seidl received a restricted stock award of 602,320 shares, with 50% vesting on January 1, 2026 and 50% scheduled to vest on January 1, 2027, subject to continued employment or service.

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Insider Seidl Randy
Role Chief Executive Officer
Bought 42,514 shs ($101K)
Type Security Shares Price Value
Purchase Class A Common Stock F6, F3, F4, F5 4,000 $2.58 $10K
Purchase Class A Common Stock F6, F2, F4, F5 30,000 $2.53 $76K
Purchase Class A Common Stock F6, F1, F4, F5 8,514 $1.73 $15K
Holdings After Transaction: Class A Common Stock — 644,834 shares (Direct)
Footnotes (6)
  1. F1. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $1.41 to $2.00, inclusive.
  2. F2. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $2.10 to $2.78, inclusive.
  3. F3. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $2.46 to $2.64, inclusive.
  4. F4. The reporting person undertakes to provide to Rain Enhancement Technologies Holdco, Inc. (the "Issuer"), any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth herein.
  5. F5. Mr. Seidl also received a restricted stock award for 602,320 shares of Class A Common Stock, of which 50% vested on January 1, 2026, and 50% shall vest on January 1,2027, subject to continued employment or service through the vesting date.
  6. F6. This filing corrects the dates in Table I, Item 2 from 2025 to 2026.
Shares purchased May 20, 2026 8,514 shares Open-market purchase of Class A Common Stock at weighted average $1.73 per share
Shares purchased May 21, 2026 30,000 shares Open-market purchase of Class A Common Stock at weighted average $2.53 per share
Shares purchased May 22, 2026 4,000 shares Open-market purchase of Class A Common Stock at weighted average $2.58 per share
Total shares purchased 42,514 shares Sum of three reported open-market purchases of Class A Common Stock
Purchase price May 20, 2026 $1.73 per share Weighted average price for Class A purchases executed that day
Purchase price May 21, 2026 $2.53 per share Weighted average price for Class A purchases executed that day
Purchase price May 22, 2026 $2.58 per share Weighted average price for Class A purchases executed that day
Restricted stock award 602,320 shares Restricted stock award to Randy Seidl; 50% vests Jan 1, 2026 and 50% Jan 1, 2027
weighted average price financial
"The price reported in Column 4 is a weighted average price."
Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.
restricted stock award financial
"Mr. Seidl also received a restricted stock award for 602,320 shares"
A restricted stock award is company shares given to an employee or executive that cannot be sold or fully owned until certain conditions—like staying with the company for a set time or hitting performance targets—are met. Think of it as a gift that only becomes yours after you fulfill specific obligations; for investors, these awards matter because they can increase the total shares outstanding when they vest, reveal how management is being paid and motivated, and create potential selling pressure when restrictions lift.
vesting date financial
"50% vested on January 1, 2026, and 50% shall vest on January 1, 2027"
Class A Common Stock financial
"Mr. Seidl also received a restricted stock award for 602,320 shares of Class A Common Stock"
Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.

FAQ

What insider purchases did RAIN CEO Randy Seidl report in this Form 4/A?
Randy Seidl reported three open-market purchases of Rain Enhancement Technologies Class A Common Stock totaling 42,514 shares between May 20 and May 22, 2026, at weighted average prices ranging from $1.73 to $2.58 per share.

On what dates did RAIN CEO Randy Seidl buy shares, and at what prices?
Randy Seidl purchased shares on May 20, 21, and 22, 2026. Reported weighted average prices were $1.73 per share on May 20, $2.53 on May 21, and $2.58 on May 22, each reflecting multiple trades within disclosed price ranges.

How many RAIN shares did Randy Seidl buy in total according to this Form 4/A?
The filing shows that Randy Seidl bought a total of 42,514 shares of Rain Enhancement Technologies Class A Common Stock, combining purchases of 8,514, 30,000, and 4,000 shares executed over three consecutive trading days in May 2026.

Does the RAIN Form 4/A mention any restricted stock award for Randy Seidl?
Yes. A footnote states Randy Seidl received a restricted stock award of 602,320 shares of Class A Common Stock, with 50% vesting on January 1, 2026 and 50% on January 1, 2027, contingent on continued employment or service.

Were Randy Seidl’s RAIN share purchases made under a Rule 10b5-1 plan?
The filing indicates the Rule 10b5-1 checkbox is not marked as affirmatively using a trading plan. The footnotes describe pricing and vesting details but do not state that these specific purchases were executed under a Rule 10b5-1 trading arrangement.

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Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Seidl Randy
(Last)(First)(Middle)
C/O RAIN ENHANCEMENT
4851 TAMIAMI TRAIL N, SUITE 200
(Street)
NAPLES FLORIDA 34103
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
Rain Enhancement Technologies Holdco, Inc. [ RAIN ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
Chief Executive Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/20/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)
05/22/2026
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Class A Common Stock05/20/2026(6)P8,514A$1.73(1)(4)610,834(5)D
Class A Common Stock05/21/2026(6)P30,000A$2.53(2)(4)640,834(5)D
Class A Common Stock05/22/2026(6)P4,000A$2.58(3)(4)644,834(5)D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $1.41 to $2.00, inclusive.
2. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $2.10 to $2.78, inclusive.
3. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $2.46 to $2.64, inclusive.
4. The reporting person undertakes to provide to Rain Enhancement Technologies Holdco, Inc. (the "Issuer"), any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth herein.
5. Mr. Seidl also received a restricted stock award for 602,320 shares of Class A Common Stock, of which 50% vested on January 1, 2026, and 50% shall vest on January 1,2027, subject to continued employment or service through the vesting date.
6. This filing corrects the dates in Table I, Item 2 from 2025 to 2026.
/s/ Randy Seidl08/12/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR