Rainmaker Worldwide Inc. CEO Resigns; Two New Directors Appointed

What Happened

• Rainmaker Worldwide Inc. filed an 8-K reporting that, effective September 10, 2026, the company and Larchwood Management Partners Inc. mutually terminated the Interim Chief Executive Officer Services Agreement that provided Michael O’Connor as Interim CEO. The Termination Agreement waives any notice period, stops further monthly service fees after September 10, 2026, and sets final accrued amounts owed for services and expenses.
• On the same date (prior to his resignation), Mr. O’Connor — who had been the company’s sole director, Chairman and principal executive officer — increased the board size from one to three and appointed Ryan D. Moore and Michael A. Skinner as directors. Following Mr. O’Connor’s resignation (citing health concerns), the Board now consists of Mr. Moore and Mr. Skinner (one vacancy remains). The Board appointed Mr. Skinner as President and Treasurer and designated him as principal executive officer, and Mr. Moore as Secretary, all effective September 10, 2026.

Key Details

• Termination Agreement (effective Sept 10, 2026): final amounts accrued through termination are US$10,833.33 (service fees) and C$139.41 (unreimbursed expenses); interest accrues at 10% per year on the unpaid balance beginning Sept 11, 2026. Upon full payment, the parties will exchange a limited mutual release of claims arising under the Interim CEO Agreement.
• Director/officer changes: Michael O’Connor resigned as director, Chairman and Interim CEO; Ryan D. Moore and Michael A. Skinner were appointed directors and officers (Skinner = President/Treasurer and principal executive officer; Moore = Secretary). No board committee assignments, compensation plans, contracts, or equity awards have been made for Moore or Skinner as of the filing.
• Related-party and commercial ties: Rainmaker is the exclusive U.S. distributor of Miranda Water Technologies products. Mr. Skinner owns ~29.03% of Miranda Canada (and his spouse ~10.26%); Mr. Moore owns ~26.82% (direct/indirect). The company purchased systems from Miranda Canada on Sept 30, 2025 for US$126,410.64; about US$82,000 remained payable as of Sept 10, 2026.

Why It Matters

• Governance and leadership: Investors should note a material management and board transition — the former sole director/Interim CEO resigned and two new directors/officers were installed the same day. This is a clear change in control over day-to-day leadership and board composition.
• Related-party exposure and payables: The new directors have substantial ownership and management roles in Miranda Canada, which is a supplier and commercial partner; there is an outstanding payable (~US$82k) to Miranda and potential conflicts of interest to monitor.
• Financial/legal items to watch: the Termination Agreement creates a specific short-term liability (US$10,833.33 + C$139.41) with 10% interest if unpaid, and the company has not yet announced any compensation arrangements for the new directors or officers — future filings may disclose further governance, related-party or compensation details.