SEC Form 4 · accession 0001104659-26-104746
Rainier Acquisition Corp · RNAQ
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Period of report
Sep 2, 2026
Accepted (ET)
Sep 2, 2026 · 4:21 pm EDT
Rule 10b5-1 plan
box not checked
Issuer CIK
0002147219
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A ordinary sharesF1,F2 | Sep 2, 2026 | P | 5,625 | $10.00 | A | 200,000 | I | By Ravenna 7 LLC |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Warrants to purchase Class A ordinary sharesF1,F2,F3 | $11.50 | Sep 2, 2026 | P | 1,407 | A | — | — | Class A ordinary shares | 1,407 | 50,000 | I |
Explanation of responses
- F1Represents securities underlying 5,625 units (the "Units") purchased by Ravenna 7 LLC from the Issuer in a private placement at a purchase price of $10.00 per Unit. Each Unit consists of one Class A ordinary share, $0.0001 par value per share (the "Class A Ordinary Share"), and one-quarter of one warrant (the "Warrants"), each whole Warrant entitling the holder thereof to purchase one Class A Ordinary Share at an exercise price of $11.50 per share, subject to adjustment.
- F2Shares held directly by Ravenna 7 LLC, of which Jonas Grossman is the sole managing member. Mr. Grossman disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein, if any.
- F3The Warrants will become exercisable on the later of (i) August 28, 2026 and (ii) the completion of the Issuer's initial business combination. The Warrants will expire on the fifth anniversary of the completion of the Issuer's initial business combination or earlier upon redemption or liquidation.