Item 1.01 Entry into a Material Definitive Agreement.

On December 28, 2012, Dais Analytic Corporation (the "Company") amended its Securities Purchase Agreement, dated October 17, 2012 (the "Securities Purchase Agreement"), with Green Valley International Investment Management Company Limited (the "Investor") pursuant to which the Investor will purchase up to $7.0 million of the Company's common stock, $0.01 par value per share (the "Common Stock"), and warrants (the "Warrants") to purchase up to 17,500,000 shares of Common Stock.

Pursuant to the terms of the Securities Purchase Agreement, the Investor has purchased $1,750,000 of Common Stock and Warrants. The amendment, requires the Purchaser to purchase the remaining Common Stock and Warrants on or before January 25, 2013. This extension will allow the Company and the Investor to create and capitalize a wholly owned subsidiary to be organized and located in China (the "Dais China Subsidiary"). Pursuant to the amendment, the Company shall use $4.0 million of the aggregate proceeds from the sale of Common Stock and Warrants for capital expenditures, working capital, and general business purposes. The Company shall use the remaining proceeds from the sale of the Common Stock and Warrants to create and capitalize the Dais China Subsidiary.

The Amendment to Securities Purchase Agreement is filed as Exhibit 10.1 to this Current Report on Form 8-K. The foregoing summary of the terms of the Amendment to Securities Purchase Agreement are subject to, and qualified in their entirety by, such document attached hereto, which is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

10.1 Amendment to Securities Purchase Agreement

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