09/23/2026 | Press release | Distributed by Public on 09/23/2026 12:03
Item 1.01 Entry into a Material Definitive Agreement.
Interim Vice President, Finance & Administration Services Agreement
Effective September 22, 2026, Rainmaker Worldwide Inc. (the "Company") entered into an Interim Vice President, Finance & Administration Services Agreement (the "VP Finance Agreement") with 2752128 Ontario Ltd. ("2752128"), pursuant to which 2752128 will provide finance, accounting, financial reporting and corporate-administration services principally through Kelly White through December 31, 2026, unless earlier terminated or extended.
Ms. White is a director and Treasurer of the Company and has been designated as the Company's Principal Financial Officer and Principal Accounting Officer. She is also President of 2752128. Ms. White's corporate positions and SEC reporting designations are separate from the services provided under the VP Finance Agreement, and compensation under the agreement is solely for her operational services as Vice President, Finance & Administration.
The Company will pay 2752128 US$2,500 per month, prorated for any partial calendar month, representing total base compensation of US$8,250 if the agreement remains in effect through December 31, 2026. Compensation accrues as services are performed and may be deferred if the Company does not have sufficient available cash to make payment when earned.
The VP Finance Agreement replaces the Company's prior Interim Vice President, Finance Services Agreement effective May 1, 2026, which remained in effect through September 21, 2026. Amounts properly earned or accrued under the prior agreement remain payable. Ms. White disclosed her interest in the VP Finance Agreement and abstained from its approval by the Board. Michael A. Skinner and Ryan D. Moore, as the disinterested directors, approved the agreement.
The foregoing description is qualified in its entirety by reference to the VP Finance Agreement filed as Exhibit 10.1 to this Current Report and incorporated herein by reference.