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Rainmaker Worldwide corrects date of White’s 2M-share gift

The amendment's corrected ownership total removes a 76-share overstatement, while the gift itself remains 2,000,000 shares.

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Form Type
4/A

Rhea-AI Filing Summary

Rainmaker Worldwide Inc. (RAKR) reports that Kelly Michelle White, a greater-than-10% owner on the transaction date, made a direct gift transfer of 2,000,000 common shares on January 1, 2026, with 10,514,440 shares beneficially owned afterward. The amendment corrects the transaction date from January 14 to January 1 and removes a 76-share overstatement from the post-gift balance; it does not report an additional disposition. The relationship remarks state that her director and financial-officer positions became effective September 21, 2026.

Insider WHITE KELLY MICHELLE
Role Treasurer; PFO; PAO
Type Security Shares Price Value
Gift COMMON STOCK F1, F2 2,000,000 $0.00 $0.00
Holdings After Transaction: COMMON STOCK — 10,514,440 shares (Direct)
Footnotes (2)
  1. F1. This amendment corrects the gift transaction date and earliest transaction date from January 14, 2026 to January 1, 2026. January 14, 2026 remains the original filing date.
  2. F2. The amount beneficially owned following the gift is corrected from 10,514,516 to 10,514,440, removing a 76-share overstatement. The gift amount is unchanged. The corrected balance is 12,514,440 less 2,000,000; the correction does not reflect an additional disposition.
Gift transfer 2,000,000 common shares January 1, 2026
Beneficially owned after gift 10,514,440 shares Corrected post-gift balance
Previously reported post-gift balance 10,514,516 shares Corrected by the amendment
Overstatement corrected 76 shares Correction to the post-gift balance
Bona fide gift regulatory
"Bona fide gift"
A bona fide gift is a genuine, voluntary transfer of money, property, or benefits from one party to another made without expectation of repayment, services, or hidden conditions. Investors care because such gifts can affect company disclosures, related‑party transaction rules, tax treatment, and perceived conflicts of interest; think of it like someone giving you a present with no strings attached — but on a corporate scale, auditors and regulators need to verify it really is unconditional.
beneficially owned regulatory
"amount beneficially owned following the gift"
Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.
Rule 16b-3 exemption regulatory
"does not assert a historical Rule 16b-3 exemption"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many RAKR shares did Kelly Michelle White give away?

Kelly Michelle White reported a gift transfer of 2,000,000 common shares on January 1, 2026, with 10,514,440 shares beneficially owned after the transaction.

Why was RAKR's Form 4/A amended?

It corrects the gift and earliest transaction date from January 14, 2026 to January 1, 2026, while January 14 remains the original filing date. It also changes the post-gift beneficial-ownership amount from 10,514,516 to 10,514,440 shares, removing a 76-share overstatement; this was not another disposition.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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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*
WHITE KELLY MICHELLE

(Last)(First)(Middle)
2510 EAST SUNSET ROAD,
SUITE 5 #925,

(Street)
LAS VEGAS, NEVADA 89120

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Rainmaker Worldwide Inc. [ RAKR ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirectorX10% Owner
XOfficer (give title below)Other (specify below)
Treasurer; PFO; PAO
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
01/01/2026
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)
01/14/2026
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
COMMON STOCK01/01/2026(1)G2,000,000D$010,514,440(2)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. This amendment corrects the gift transaction date and earliest transaction date from January 14, 2026 to January 1, 2026. January 14, 2026 remains the original filing date.
2. The amount beneficially owned following the gift is corrected from 10,514,516 to 10,514,440, removing a 76-share overstatement. The gift amount is unchanged. The corrected balance is 12,514,440 less 2,000,000; the correction does not reflect an additional disposition.
Remarks:
The relationship boxes reflect Ms. White's current director and financial-officer positions, effective September 21, 2026, and her continuing greater-than-10% ownership. At the transaction date she reported as a greater-than-10% owner; this report does not assert a historical Rule 16b-3 exemption.
/s/ Kelly M. White10/22/2026
** 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)

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