Rain Oncology $7.25M Securities Class Action Lawsuit Settlement, Shareholders Must File Claims by April 20, 2026

Rain Oncology Inc. agreed to pay $7.25 million to settle securities fraud allegations involving false statements about its cancer drug candidate milademetan. If you purchased Rain common stock between April 23, 2021 and May 19, 2023, you must file a claim by April 20, 2026 at www.RainOncologySettlement.com to receive compensation.

What Is the Rain Oncology Securities Settlement About?

Rain Oncology faces allegations of misleading investors about the development and commercialization of milademetan, an experimental cancer treatment for dedifferentiated liposarcoma (DDLS). The lawsuit claims the biopharmaceutical company misrepresented the sufficiency of early clinical testing data to justify proceeding directly to a Phase 3 clinical trial without conducting a Phase 2 trial.

Lead plaintiff Myo Thant filed the securities class action in U.S. District Court for the Northern District of California. The complaint alleges Rain and six director defendants violated federal securities laws by making materially false and misleading statements about milademetan’s development prospects during the class period.

On May 22, 2023, Rain announced its Phase 3 MANTRA trial for milademetan failed to meet its primary endpoint of progression-free survival. The company also disclosed elevated levels of adverse safety events that analysts believed indicated dosing schedules hadn’t been properly optimized. Rain’s stock plummeted from $9.93 per share on May 19, 2023 to $1.22 per share on May 22, 2023—an 88% decline that eliminated approximately $316 million in market capitalization in a single day.

The Allegations Against Rain Oncology

According to court filings, Rain allegedly concealed risks inherent in the design of its Phase 3 MANTRA study, particularly regarding the decision to proceed directly from Phase 1 to Phase 3 without conducting a Phase 2 trial. Plaintiffs claim this approach skipped critical testing that would have identified the problems encountered in the Phase 3 trial.

When Rain conducted its initial public offering in April 2021, the company told investors early clinical testing data provided sufficient basis to advance directly to Phase 3. The lawsuit contends this early-stage data was inadequate to support such a significant jump in clinical development.

Rain Oncology denies all allegations of wrongdoing. The company maintains it paid no wrongdoing and agreed to the settlement solely to avoid the burdens, expense, and distraction of continued litigation.

Who Qualifies for the Rain Oncology Settlement?

You’re included in the Settlement Class if you fall into either of these categories:

Category 1: All persons who purchased or acquired Rain Oncology Inc. common stock between April 23, 2021 and May 19, 2023, inclusive, and were damaged thereby.

Category 2: All persons who purchased Rain common stock pursuant or traceable to Rain’s registration statement filed in conjunction with its initial public offering on April 23, 2021, and were damaged thereby.

Both individual investors and institutional entities qualify as class members. This includes mutual funds, pension funds, hedge funds, trusts, estates, corporations, and partnerships that held Rain stock during the class period.

Excluded from the Settlement Class

Certain individuals and entities cannot participate in the settlement:

• Rain Oncology Inc. and the director defendants
• Dismissed defendants and their immediate family members
• Any entity in which any defendant has or had a controlling interest
• Anyone who timely requests exclusion from the class by March 5, 2026

Investors who file valid exclusion requests preserve their right to pursue independent legal action against Rain and the other defendants, though such claims may face dismissal based on applicable statutes of limitations.

How Much Money Can Investors Receive?

The gross settlement fund totals $7,250,000. Plaintiffs estimate approximately 8 million shares of Rain common stock traded during the class period may have been impacted by the alleged fraud.

If all affected shares participate in the settlement, the average recovery could be approximately $0.91 per share before deducting attorney fees, litigation expenses, settlement administration costs, and service awards. However, individual recoveries will vary significantly based on when you purchased and sold your shares.

Payment Calculation Based on Your Holdings

The Plan of Allocation determines your compensation using recognized loss calculations:

For shares sold before May 20, 2023: Your recognized loss per share is $0. These shares are not eligible for compensation under the settlement’s damage model.

For shares held as of May 19, 2023: Your recognized loss equals the number of shares you held multiplied by $8.71, representing the stock price decline following the May 22, 2023 clinical trial disclosure.

This calculation reflects Plaintiffs’ theory that damages stem from the corrective disclosure on May 22, 2023, when Rain revealed milademetan’s Phase 3 trial failure.

Similar securities fraud settlements demonstrate how pharmaceutical companies face liability when clinical trial failures contradict earlier optimistic statements to investors.

How to File Your Claim for Rain Settlement

You must submit a Proof of Claim and Release Form by April 20, 2026 to receive compensation. Here’s your complete filing guide:

Step 1: Access the Claim Form

Visit www.RainOncologySettlement.com to file your claim electronically or download a PDF claim form. You can also request a claim form by calling the Claims Administrator at (866) 274-4004 or writing to:

Thant v. Rain Oncology, Inc., et al.
c/o Strategic Claims Services
600 N. Jackson Street, Suite 205
P.O. Box 230
Media, PA 19063

Step 2: Gather Required Documentation

You must provide documentary proof of your Rain stock transactions. Acceptable documentation includes:

• Brokerage confirmation slips showing purchase and sale details
• Monthly brokerage account statements containing transaction information
• Authorized statements from your broker with transactional data found in confirmation slips
• Other documentation the Claims Administrator deems adequate

Self-generated emails or spreadsheets are NOT sufficient proof. You must submit copies of original broker-generated documents.

Step 3: Complete Required Information

Provide the last four digits of your Social Security number or full taxpayer identification number. List all Rain common stock purchases, acquisitions, and sales during the class period with dates, quantities, and prices. Indicate the number of shares held as of the close of trading on May 19, 2023.

Step 4: Submit Your Claim

Online submission (recommended): Complete and submit electronically at www.RainOncologySettlement.com

Mail: Send completed forms and supporting documentation to the address above, postmarked no later than April 20, 2026

If mailed, your claim is deemed submitted when postmarked if mailed first-class mail. In all other cases, claims are deemed submitted when actually received by the Claims Administrator.

What Happens After You File Your Claim?

The Claims Administrator will review all submitted claim forms to determine validity and calculate recognized losses. You may be contacted if additional information or documentation is needed.

The Court will hold a Settlement Hearing on April 2, 2026 at 9:00 a.m. to determine whether the settlement is fair, reasonable, and adequate. The hearing may be held telephonically, on Zoom, or in person at 280 South First Street, Courtroom 4 – 5th Floor, San Jose, California 95113.

Timeline for Receiving Payment

Settlement checks will be distributed to all Authorized Claimants only after:

• The Court grants final approval to the settlement at the April 2, 2026 hearing
• Any appeals are filed and fully resolved (which can take more than a year)
• All claim forms are reviewed, processed, and approved
• The Claims Administrator calculates each claimant’s pro rata share

Given typical securities settlement timelines, approved claimants should expect to receive payments sometime in 2026 or 2027.

Attorney Fees and Deductions

Lead Counsel will request attorney fees of no more than 25% of the Settlement Fund ($1,812,500) plus reimbursement of litigation expenses up to $75,000. Lead Plaintiff Myo Thant may receive a service award up to $10,000, and plaintiff Branden Schenkhuizen may receive up to $5,000.

After these deductions, the average cost of fees would be approximately $0.24 per affected share.

Understanding Your Rights Under the Settlement

By remaining in the Settlement Class and filing a claim, you release all claims against Rain Oncology and the Released Defendants’ Parties related to the allegations in this lawsuit.

Your Options as a Class Member

Option 1: Submit a Claim and Receive Payment

File a valid claim form by April 20, 2026 to receive your proportional share of the Net Settlement Fund. By participating, you agree to the settlement terms and release Rain and other defendants from liability for claims covered by this lawsuit.

Option 2: Exclude Yourself from the Class

Request exclusion by March 5, 2026 if you want to preserve your right to sue Rain independently. Send a signed letter to the Claims Administrator stating you “request to be excluded from the Class in Thant v. Rain Oncology Inc., et al., Case No. 5:23-cv-03518-EJD (N.D. Cal.).”

Your exclusion request must include your name, address, phone number, details of all Rain stock transactions during the class period, and your signature. Rain may terminate the settlement if investors who purchased above a certain threshold seek exclusion.

Option 3: Object to the Settlement

File written objections with the Court by March 5, 2026 if you believe the settlement terms are unfair but want to remain in the class and potentially receive payment. Objections must clearly identify the case name and number, state your reasons for objecting, and include details of your Rain stock transactions.

Option 4: Do Nothing

If you take no action, you’ll receive no settlement payment but will still be bound by the settlement terms and unable to pursue separate legal action against Rain regarding these claims.

Securities Fraud Protections for Investors

The Securities Exchange Act of 1934 prohibits companies from making false or misleading statements to investors. Section 10(b) and Rule 10b-5 specifically address fraudulent conduct in connection with securities trading, including material misrepresentations or omissions.

Pharmaceutical and biotech companies face particular scrutiny regarding clinical trial disclosures. When these companies make optimistic statements about drug candidates that later fail trials, investors who relied on those statements may have valid securities fraud claims.

The Litigation Journey

This Rain Oncology case demonstrates the extensive work required in securities litigation. The settlement followed:

• Comprehensive investigation of claims and defenses
• Review of SEC filings, press releases, and analyst reports
• Consultation with FDA regulatory approval experts and market economists
• Interviews with former Rain employees
• Response to Defendants’ motion to dismiss
• Discovery proceedings
• Full-day mediation session on August 18, 2025 with experienced mediator Jed Melnick
• Additional weeks of negotiations before reaching agreement

Understanding how securities class action lawsuits work like rivian helps investors recognize their rights when companies allegedly make misleading disclosures.

Frequently Asked Questions

What was milademetan and why did its failure matter?

Milademetan was Rain’s lead drug candidate designed to treat dedifferentiated liposarcoma (DDLS), a rare form of soft tissue cancer. The drug’s failure in its Phase 3 trial was particularly significant because Rain had proceeded directly from Phase 1 to Phase 3 without conducting a Phase 2 trial, which typically tests dosing and identifies optimal treatment schedules.

Do I need proof of my Rain stock purchases to file a claim?

Yes, you must provide documentary evidence of your transactions. Acceptable proof includes brokerage confirmation slips, monthly account statements, or authorized statements from your broker. Self-created spreadsheets or emails are not sufficient. If you don’t have these documents, contact your broker to obtain copies.

What if I sold my Rain shares before the May 22, 2023 disclosure?

According to the Plan of Allocation, shares sold before May 20, 2023 have a recognized loss of $0 and are not eligible for compensation. The settlement’s damage model focuses on investors who held shares when the corrective disclosure occurred on May 22, 2023.

Can I still file a claim if I purchased Rain stock in the IPO?

Yes, the settlement specifically includes investors who purchased Rain stock pursuant or traceable to the company’s April 23, 2021 initial public offering registration statement. Make sure to indicate on your claim form that your shares were purchased in or traceable to the IPO.

How long will it take to receive my settlement payment?

Payments will be distributed within 60 days after the settlement becomes effective. The settlement becomes effective after the Court grants final approval (scheduled for April 2, 2026) and all appeals are resolved. Given typical timelines, expect payments sometime in 2026 or 2027.

What happens if Rain Oncology can’t pay the full settlement amount?

Rain has agreed to pay $7.25 million as the settlement amount. However, Plaintiffs acknowledged that any recovery awarded at trial might not be fully collectible due to Defendants’ eroding insurance policies. The settlement provides certainty of payment compared to potentially uncollectable judgments.

Will participating in this settlement affect my ability to sue for other claims?

The settlement release only covers claims related to the specific allegations in this lawsuit regarding Rain’s statements about milademetan development between April 23, 2021 and May 19, 2023. Other potential claims unrelated to these specific allegations remain unaffected by the settlement.

Last Updated: January 21, 2026

Disclaimer: This article provides general information about the Rain Oncology securities class action settlement and should not be considered legal or investment advice.

Act now: If you purchased Rain Oncology common stock between April 23, 2021 and May 19, 2023, file your claim by April 20, 2026 at www.RainOncologySettlement.com to receive your share of the $7.25 million settlement fund.

Stay informed, stay protected. — AllAboutLawyer.com

About the Author

Sarah Klein, JD, is a licensed attorney and legal content strategist with over 12 years of experience across civil, criminal, family, and regulatory law. At All About Lawyer, she covers a wide range of legal topics — from high-profile lawsuits and courtroom stories to state traffic laws and everyday legal questions — all with a focus on accuracy, clarity, and public understanding.
Her writing blends real legal insight with plain-English explanations, helping readers stay informed and legally aware.
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