Management Change/Compensation Form 8 K

Item 5.02 Election of Directors; Compensatory Arrangements of Certain Rainmaker Worldwide Inc. Officers.

On September 17, 2024, the Board of Directors (the "Board") of Rainmaker Worldwide Inc., a Nevada corporation (the "Company"), appointed Michael Skinner to serve on the Company's Board.

Michael Skinner is a seasoned executive and innovator with deep expertise in fostering entrepreneurial ecosystems and driving sustainable business growth. As the former CEO of Rainmaker Worldwide Inc., he led initiatives to develop cutting-edge water technologies aimed at addressing global water scarcity. Currently, Michael serves as President of Viva Industries Inc. and CEO of Miranda Water Technologies, a joint subsidiary of Rainmaker Worldwide Inc. and Viva Industries Inc., focused on advanced water treatment solutions. Additionally, he holds a position on the Rainmaker Advisory Board. Michael's career includes his pivotal role as CEO of the Innovation Cluster Peterborough and the Kawarthas, where he helped countless CleanTech and WaterTech startups flourish. He also served as the Chair of the Center of Water and Wastewater Technologies (CAWT), which focuses on innovative research and development in water and wastewater treatment systems, further contributing to his global impact in sustainability and technology.

Michael Skinner's appointment was made as a joint decision by the current boards of Rainmaker Worldwide Inc. and Viva Industries Inc., based on the rights associated with the Series A Preferred Stock (announced in an 8-K June 1, 2023), which includes the option to appoint directors. Mr. Skinner acknowledges that he will abstain from participating in any decisions that would result in a conflict of interest between his duties as a director of Rainmaker Worldwide Inc. and Viva Industries Inc. Furthermore, it is expressly recognized that Mr. Skinner shall not be classified as an independent director. Additionally, it is confirmed that no familial relationships exist between Mr. Skinner and any director or executive officer of the Company.