UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
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Item 1.01 Entry into a Material Definitive Agreement.
On October 15, 2026, Endovia Health Sciences, a Nevada corporation (the “Company”) entered into a letter agreement (the “Letter Agreement”) with C/M Capital Master Fund, LP (the “Investor”) pursuant to which parties agreed to amend that certain Securities Purchase Agreement dated September 19, 2025 (the “Purchase Agreement”) entered into between the parties establishing an equity line of credit facility, to increase the beneficial ownership limitation percentage set forth in the Purchase Agreement from 4.99% to 9.99%, effective immediately. The parties also waived the notice requirements set forth in the Purchase Agreement, and all other provisions set forth in the Purchase Agreement, to the extent such provisions are inconsistent with Letter Agreement.
The Purchase Agreement was originally filed as Exhibit 10.3 to the Company’s Current Report on Form 8-K filed on September 25, 2025. The Investor’s resales of shares under the Purchase Agreement are registered on the Company’s registration statement on Form S-1 (File No. 333-298112), which was declared effective on August 24, 2026 (the “Registration Statement”). The information contained in this Current Report on Form 8-K is incorporated by reference into, and updates and supersedes the applicable information set forth in, the Registration Statement.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
| Exhibit | Description | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| ENDOVIA HEALTH SCIENCES, INC. | ||
| Date: October 15, 2026 | By: | /s/ Brady Cobb |
| Name: | Brady Cobb | |
| Title: | Interim Chief Executive Officer | |