RAINW · Rain Enhancement Technologies Holdco, Inc.

Rain Enhancement Technologies Holdco, Inc. has identified a significant accounting error requiring restatement of its first and second quarter 2025 financial statements. The error stems from the company's failure to properly account for a financed directors and officers insurance premium. Specifically, the company executed a $640,000 premium financing agreement on January 2, 2025, but did not record the corresponding liability and prepaid expense at the time of execution. This resulted in understated assets and liabilities of $380,800 in the first quarter and $217,600 in the second quarter. Importantly, the company states the error only affected balance sheet presentation and had no impact on income statements, stockholders' deficit, or cash flows for the affected periods. The error was discovered during preparation of the company's year-end 2025 financial statements. As a consequence, the company has identified material weaknesses in internal control over financial reporting and will report that its disclosure controls were ineffective as of December 31, 2025. The company has already begun remediation efforts for these control deficiencies. Rather than amending the previously filed quarterly reports, the company will present restated balance sheets in its forthcoming Annual Report on Form 10-K for 2025 and will recast historical amounts in future filings. This restatement event signals potential weaknesses in the company's financial reporting processes that investors should monitor, though the company emphasizes the error's impact was limited to balance sheet presentation without affecting operational performance metrics.