Every 8-K that RAINMAKER WORLDWIDE INC (RAKR) has filed with the SEC in the last 24 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 8-K covers material events a company has to report between its quarterly reports, so if you follow RAKR 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 RAKR filings page.
Rainmaker Worldwide Inc. (RAKR) entered two interim service agreements effective September 22, 2026, each running through December 31, 2026 unless earlier terminated or extended. Under the finance agreement, 2752128 Ontario Ltd. will provide finance and administration services principally through director and Treasurer Kelly White for US$2,500 monthly, prorated for partial months; total base compensation is US$8,250 if the agreement remains in effect through year-end. Earned compensation accrues as services are performed and may be deferred if the company lacks sufficient available cash. The agreement replaces a prior agreement effective May 1, 2026, and earned or accrued amounts remain payable.
Under the management agreement, the Ontario corporation operating as Miranda Water Technologies will receive US$1,500 monthly for combined services, with total base compensation of US$4,950 if it remains in effect through December 31, 2026. Services include advisory, capital-markets and public-company communications support, principally through President and Principal Executive Officer Michael A. Skinner, director and Secretary Ryan D. Moore, and Catia Skinner. White disclosed her interest and abstained from finance-agreement approval; Skinner and Moore did so for the management agreement. Skinner and Moore approved the finance agreement as disinterested directors, and White approved the management agreement as the disinterested director.
Rainmaker Worldwide Inc. (RAKR) reported that, effective September 21, 2026, its Board of Directors expanded from two to three members and appointed Kelly White as a director. The Board now consists of Michael A. Skinner, Ryan D. Moore and Kelly White.
On the same date, Kelly White was appointed Treasurer and designated as the company’s Principal Financial Officer and Principal Accounting Officer. Michael A. Skinner ceased serving as Treasurer but continues as President and Principal Executive Officer, and Ryan D. Moore continues as Secretary. No separate compensation has been established for White’s new officer and director roles.
The company also highlighted related-party matters: White is President of 2752128 Ontario Ltd., which holds a 10% convertible promissory note issued by the company on December 31, 2025 with an original principal of US$163,888.08. As of September 21, 2026, US$163,888.08 of principal remained outstanding with accrued interest of US$11,853.82. A prior consulting arrangement with 2752128 Ontario Ltd. was terminated effective April 30, 2026, and all vested and unvested stock option rights under that arrangement have been relinquished.
Rainmaker Worldwide Inc. (RAKR) reported that on September 10, 2026 it entered into a Termination of Interim CEO Services Agreement with Larchwood Management Partners Inc., ending the Interim CEO arrangement under which Michael O’Connor served as Interim Chief Executive Officer. Final amounts under that agreement total US$10,833.33 in service fees and C$139.41 in approved expenses, with 10% annual interest accruing on the unpaid balance from September 11, 2026 until paid, after which the parties will grant a limited mutual release.
Effective the same day, O’Connor resigned as director, Chairman, Interim CEO and principal executive officer for health reasons, agreeing to assist with transition. Before resigning, he increased the Board size from one to three and appointed Ryan D. Moore and Michael A. Skinner as directors; after his resignation, they remain as the Board with one vacancy, and no compensation arrangements or Board committee assignments have yet been set for them. The Board then appointed Skinner as President, Treasurer and principal executive officer and Moore as Secretary.
The company highlights existing related-party relationships with the Miranda Water Technologies business, where it is the exclusive U.S. distributor and holds 11.67% of Miranda Canada, while Skinner, his spouse and Moore collectively hold significant stakes and management roles at Miranda Canada, and about US$82,000 remains payable to Miranda Canada for prior equipment purchases.
Rainmaker Worldwide Inc. (RAKR) reports a restructuring of management arrangements and related contracts for the period from April 22, 2026 to May 1, 2026. The company and Larchwood Management Partners Inc. and 2752128 Ontario Ltd. mutually terminated long‑standing consulting agreements effective April 30, 2026 as part of a cost-focused restructuring, while stating this is not a cessation or winding down of existing business. Amounts earned through April 30, 2026 remain payable, including C$26,181.93 and US$248,921.61 owed to Larchwood and C$7,033.18 and US$259,905.92 owed to 2752128, with 10% annual interest on unpaid balances starting May 1, 2026.
The company confirms the previously disclosed resignation of director James Ross effective April 22, 2026 and details that his option to purchase 1,924,192 shares at $0.0209 per share was fully forfeited or voluntarily surrendered without consideration. Similarly, unvested portions of options granted to Larchwood and 2752128, each for 3,330,332 shares at $0.0209 per share, were forfeited, and all vested portions were surrendered without payment; the underlying shares return to the 2026 Equity Incentive Plan.
Effective May 1, 2026, Larchwood will provide Michael O’Connor as Interim Chief Executive Officer under a new services agreement paying US$2,500 per month, with O’Connor continuing as Interim Chief Financial Officer and performing principal executive and principal financial officer functions. A parallel agreement with 2752128 provides Kelly White as Interim Vice President, Finance for US$1,000 per month, overseeing finance, reporting, cash management and transition to successor personnel.
Rainmaker Worldwide Inc. (RAKR) reported that on September 2, 2026, it issued 9,955,367 shares of restricted common stock to holders of its Series A Preferred Stock. This equity issuance was made in full satisfaction of all accrued and unpaid Monthly Dividends through August 31, 2026, rather than paying those dividends in cash.
The dividend obligation extinguished totaled US$225,020.59, and the company received no cash proceeds from the transaction. After this issuance, Rainmaker Worldwide Inc. had 95,004,273 shares of common stock issued and outstanding. The shares were issued as restricted securities in book-entry form under a Section 4(a)(2) exemption as a private, non-public offering to a limited number of eligible holders.
Rainmaker Worldwide Inc. reported that board member James Ross resigned from its Board of Directors for personal reasons, effective April 22, 2026. The company stated that his resignation did not result from any disagreement regarding operations, policies, or practices.
The company does not plan to appoint a replacement director, so the Board has been reduced from two directors to one. The 8-K was signed by Michael O’Connor, who serves as President, Chief Executive Officer and Interim Chief Financial Officer.
Rainmaker Worldwide Inc. disclosed that it failed to file its Annual Report on Form 10‑K for the year ended December 31, 2025 within the extension period allowed after a prior Form 12b‑25 notice. Because of this delay, the company is currently not in compliance with its periodic reporting obligations under the Exchange Act.
The company is evaluating its financial reporting requirements and internal resources and cannot estimate when the 2025 Form 10‑K will be completed and filed. It also cautions that it may be unable to timely file future Quarterly Reports on Form 10‑Q and may not remain current as an Exchange Act reporting company. Management attributes the delays primarily to internal resource limitations and ongoing evaluation of financial reporting processes and intends to continue providing public disclosure through OTC Markets while working to address these issues.
Rainmaker Worldwide Inc. reported that on January 26, 2026 it issued 1,249,178 shares of common stock upon conversion of two outstanding convertible promissory notes. The notes had an aggregate principal of $36,000 plus $7,378 of accrued interest, for total converted indebtedness of $43,378, at a fixed conversion price of $0.034725 per share. After this issuance, the company has 85,048,906 common shares outstanding. The exchange relied on the Section 3(a)(9) exemption because the securities were exchanged with existing holders and no commission or other remuneration was paid.
Rainmaker Worldwide Inc. reported that on January 12, 2026 it issued 35,469 shares of its Series A Preferred Stock to MAS Capital Investments Inc. at $1.00 per share, for total consideration of $35,469. The deal combined $10,000 in new cash with $25,469 applied to convert and extinguish existing accounts payable owed to the investor, meaning no additional cash was paid beyond the $10,000 component.
The shares were issued as a private placement under a Section 4(a)(2) exemption, with the investor representing accredited status and an investment purpose. The Series A Preferred Shares are convertible into common stock under an existing Certificate of Designation, and immediately after this issuance the company had 241,007 Series A Preferred Shares outstanding. The investor is described as not being a related party of the company.
Rainmaker Worldwide Inc. reported that its board adopted a new 2026 Equity Incentive Plan, allowing stock options and other equity awards for current and future officers, senior executives, and directors. The plan authorizes awards covering up to ten percent of the company’s issued and outstanding common shares on a fully diluted basis.
Under this plan, Rainmaker granted non-qualified stock options to entities affiliated with its Chief Executive Officer and Vice President of Finance, and to a director. Larchwood Management Partners Inc. and 2752128 Ontario Ltd. each received options to purchase 3,330,332 common shares, and director James Ross received options for 1,924,192 shares. All options carry a $0.0209 exercise price, vest in equal monthly installments over 24 months, and have a five-year term with cash or net exercise. Executive officer options include double-trigger change-in-control vesting, while any change-in-control acceleration for director awards requires board approval.
Rainmaker Worldwide Inc. entered into a Settlement Agreement and Mutual Release with Sphere 3D Corp. to resolve a debt obligation originally issued on October 1, 2020. As of December 25, 2025, the outstanding balance on this obligation was approximately $5.0 million, including principal and accrued but unpaid interest. Under the agreement, Rainmaker agreed to satisfy this obligation through a cash settlement payment of $500,000, payable on or before February 27, 2026, with potential increases if payment is not made by that date.
Interest on the original obligation stopped accruing as of December 25, 2025. If Rainmaker meets the settlement terms, all claims related to the obligation will be resolved and the company will receive a full release of claims from Sphere 3D, while providing a reciprocal release. This would represent a significant reduction relative to the prior outstanding debt balance, although the outcome depends on Rainmaker’s timely satisfaction of the settlement conditions.
Rainmaker Worldwide Inc. entered into three convertible promissory notes on December 31, 2025 with existing shareholders and affiliates, in principal amounts of $163,888.08, $137,301.99, and $63,000.00. These notes restructure outstanding trade accounts payable for past services into debt that bears 10% annual interest, matures in one year, and can be converted at the holders’ election into common stock at a fixed price of $0.027 per share, based on the 30‑day volume‑weighted average price with no discount or variable pricing. The notes were issued on a non‑cash basis and did not create equity at inception. On a change of control, holders may choose either stock conversion or cash repayment of principal and accrued interest. The company also amended existing consulting agreements with Larchwood Management Partners Inc. and 2752128 Ontario Ltd., and signed a new consulting agreement with Sage Stone (Canada) Inc., with no equity securities issued under these arrangements.
Rainmaker Worldwide Inc. announced that its common stock has been upgraded from the OTC Pink Limited tier to the OTCID (OTC Information Designation) tier operated by OTC Markets Group. Trading on the OTCID tier under the ticker symbol RAKR began on December 2, 2025.
The OTCID tier is reserved for issuers that meet higher disclosure standards, including current SEC reporting issuer status, timely filing of 10-Q, 10-K, and 8-K reports, more rigorous ongoing disclosure obligations, and additional review and verification by OTC Markets. Management believes that complying with these requirements may enhance the company’s credibility with investors and improve understanding of its financial results and operations.
Existing shareholders are not required to take any action as a result of this tier change.