Item 1.01 Entry into a Material Definitive Agreement.

On May 1, 2023, ENDI Corp. (the "Company") entered into a second amendment (the "Second Amendment") to the Registration Rights Agreement ("RRA") dated August 11, 2022 by and among the Company, Cohanzick Management, LLC and the parties listed on the signature page thereto. Pursuant to the Second Amendment, the parties extended the deadline by which the Company shall prepare and file or cause to be prepared and filed with the Securities and Exchange Commission a registration statement under the Securities Act of 1933, as amended, registering certain securities as set forth in the RRA to on or before August 1, 2023.

The foregoing description of the Second Amendment is a summary only, does not purport to be complete and is qualified in its entirety by the full text of the Second Amendment, a copy of which is attached hereto as Exhibit 10.1 and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.



d) Exhibits

Exhibit No.   Description
   10.1         Second
              Amendment to
              Registration
              Rights Agreement
              dated as of May
              1, 2023 by and
              among the
              Company,
              Cohanzick
              Management, LLC
              and the parties
              listed on the
              signature page
              thereto
    104       Cover Page
              Interactive Data
              File (embedded
              within the
              Inline XBRL
              document)

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