Item 1.01. Entry into a Material Definitive Agreement.

On April 1, 2022, Enterprise Diversified, Inc. (the "Company") executed an amendment (the "Amendment") to its Tax Benefit Preservation Plan, dated as of July 24, 2020 (the "Rights Agreement") with Colonial Stock Transfer Company, Inc., (the "Rights Agent"). The Amendment was entered into pursuant to the determination by the Board of Directors (the "Board") of the Company, to amend the Rights Agreement to accelerate the expiration of the rights under the Rights Agreement to the close of business on April 5, 2022, effectively terminating the Rights Agreement at such time. The Company's stockholders are not required to take any action as a result of the expiration of the Rights Agreement.

The foregoing description does not purport to be complete and is qualified in its entirety by reference to the full text of the Amendment attached hereto as Exhibit 4.1.

Item 1.02. Termination of a Material Definitive Agreement.

The information set forth under Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference.

Item 3.03. Material Modification to Rights of Security Holders.

The information set forth under each of Item 1.01 and Item 5.03 of this Current Report on Form 8-K is incorporated herein by reference.

--12-31

Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

On April 5, 2022, the Company will file with the office of the Secretary of State of the State of Nevada a Certificate of Withdrawal of Certificate of Designation (the "Certificate of Withdrawal"), which, when effective, withdraws the Company's Certificate of Designation for the Series A Preferred Stock of the Company (the "Series A Preferred Stock"), as filed with the Secretary of State of the State of Nevada on July 29, 2020. The 250,000 shares of preferred stock previously designated as Series Preferred Stock will be withdrawn and returned to the status of authorized but unissued shares of preferred stock, without designation. No shares of the Series A Preferred Stock were issued and outstanding at the time of filing the Certificate of Withdrawal.

The foregoing description does not purport to be complete and is qualified in its entirety by reference to the full text of the Certificate of Withdrawal, which is attached hereto as Exhibit 3.1 and incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits.



Exhibit No.   Description
  3.1           Certificate of Withdrawal of
              Certificate of Designation of the
              Series A Preferred Stock of the
              Company.
  4.1           Amendment to the Tax
              Preservation Plan, dated as of
              July 24, 2020, between the Company
              and Colonial Stock Transfer
              Company, Inc., as Rights Agent.
104           Cover Page Interactive Data File
              (embedded within the Inline XBRL
              document)




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