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

Rhea-AI Filing Summary

Insider sales by a company director: Lyman B. Dickerson, a director of Rain Enhancement Technologies Holdco, Inc. (ticker RAIN), reported four open-market sales of Class A common stock across 09/09/2025–09/12/2025. The filings report dispositions of 1,917; 215; 398; and 4,787 shares at weighted-average prices of $5.24, $5.55, $5.80, and $5.78, respectively, reflecting reported price ranges for each day. After these transactions the reporting person beneficially owned 10,247 shares as of the last sale. The report includes an undertaking to provide details of the number of shares sold at each separate price on request.

Positive

• Timely disclosure of insider transactions filed on Form 4 with specific dates and weighted-average prices
• Includes undertaking to provide per-price breakdowns of sales on request, improving transparency

Negative

• Director sold 7,317 shares across four transactions, reducing beneficial ownership to 10,247 shares
• No explanation provided in the filing for the purpose of the sales (e.g., tax, diversification)

Insights

Securities Analyst

TL;DR: Director executed multiple small open-market sales over four days, reducing beneficial holdings to 10,247 shares.

The Form 4 discloses four separate dispositions between September 9 and September 12, 2025, totaling 7,317 Class A shares sold across those dates. Reported weighted-average prices for the transactions ranged from $5.24 to $5.80, with disclosed intra-day price ranges across the trades. The filing is a routine Section 16 disclosure by a director and includes the standard undertaking to provide per-price sale breakdowns upon request. The information is factual and specific to the reported sales; no options, derivatives, new issuances, or acquisitions are disclosed in this filing.

Corporate Governance Expert

TL;DR: Timely Form 4 shows director sales but contains no explanation for sales or other governance actions.

The filing indicates compliance with insider reporting rules and lists the reporting person as a director. It records multiple open-market dispositions that reduced the reporting person's direct beneficial ownership to 10,247 Class A shares. The submission lacks any accompanying narrative about the purpose of the sales (e.g., diversification, taxes) and contains no related-party transactions or transfers to affiliates. For governance review, the filing is complete for transactional disclosure but provides no additional context on insider intent.

SEC Form 4

FORM 4

UNITED 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).

1. Name and Address of Reporting Person^*

DICKERSON LYMAN B

(Last) (First) (Middle)

C/O RAIN ENHANCEMENT

1659 CHINABERRY CT

(Street)

NAPLES FL 34105

(City) (State) (Zip)

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)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
09/09/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	09/09/2025		S		1,917	D	$5.24(1)(4)	15,647	D
Class A Common Stock	09/10/2025		S		215	D	$5.55	15,432	D
Class A Common Stock	09/11/2025		S		398	D	$5.8(2)(4)	15,034	D
Class A Common Stock	09/12/2025		S		4,787	D	$5.78(3)(4)	10,247	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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount 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 $5.15 to $5.39, inclusive.

2. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $5.77 to $5.86, inclusive.

3. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $5.50 to $6.29, 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.

	/s/ Lyman Dickerson	09/17/2025
	** Signature of Reporting Person	Date
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.

FAQ

What insider transactions did Rain Enhancement Technologies (RAIN) disclose for 09/09–09/12/2025?

The Form 4 reports four open-market sales by director Lyman B. Dickerson on 09/09/2025 (1,917 shares at $5.24 weighted-average), 09/10/2025 (215 shares at $5.55), 09/11/2025 (398 shares at $5.80 weighted-average), and 09/12/2025 (4,787 shares at $5.78 weighted-average).

How many shares does the reporting person own after the reported sales?

Following the reported transactions the filing shows the reporting person beneficially owned 10,247 Class A shares.

Were any derivative securities reported in this Form 4 for RAIN?

No. Table II (derivative securities) contains no reported acquisitions or dispositions; only Class A common stock sales are listed in Table I.

Does the filing provide the exact per-trade prices for each sale?

The filing reports weighted-average prices and disclosed ranges for each date. It also states the reporting person will provide full per-price sale breakdowns to the issuer or SEC staff upon request.