Exhibit 107
Calculation of Filing Fee Tables
Post-Effective Amendment to Form S-3ASR
(Form Type)
(Form Type)
eHealth, Inc.
(Exact Name of Registrant as Specified in its Charter)
(Exact Name of Registrant as Specified in its Charter)
Table 1: Newly Registered and Carry Forward Securities
Security Type | Security Class Title | Fee Calculation or Carry Forward Rule | Amount Registered (1), (2) | Proposed Maximum Offering Price Per Unit | Maximum Aggregate Offering Price | Fee Rate | Amount of Registration Fee | Carry Forward Form Type | Carry Forward File Number | Carry Forward Initial Effective Date | Filing Fee Previously Paid In Connection with Unsold Securities to be Carried Forward | |||||||||||||||||||||||||||
Newly Registered Securities | ||||||||||||||||||||||||||||||||||||||
Fees to Be Paid | — | — | — | — | — | — | — | — | ||||||||||||||||||||||||||||||
Fees Previously Paid | Equity | Common Stock, par value $0.001 per share | Other | 154,122 | $13.49 | $2,079,105.78 | $92.70 per $1,000,000 | $192.73 | ||||||||||||||||||||||||||||||
Fees Previously Paid | Equity | Common Stock, par value $0.001 per share | Other | 2,865,238 | $61.46 | $176,097,527 | $109.10 per $1,000,000 | $19,212.24 | ||||||||||||||||||||||||||||||
Carry Forward Securities | ||||||||||||||||||||||||||||||||||||||
Carry Forward Securities | — | — | — | — | — | — | — | — | — | |||||||||||||||||||||||||||||
Total Offering Amounts | $178,176,632.78 | $19,404.97 (3) | ||||||||||||||||||||||||||||||||||||
Total Fees Previously Paid | $19,404.97 (4) | |||||||||||||||||||||||||||||||||||||
Total Fee Offsets | $— | |||||||||||||||||||||||||||||||||||||
Net Fee Due | $—(4) |
(1) Estimated solely for the purpose of calculating the registration fee. The number of shares of our common stock, par value $0.001 per share, being registered hereby is a reasonable good-faith estimate of the maximum number of shares of our common stock that the registrant believes may be issuable upon conversion of the shares of our Series A Preferred Stock, par value $0.001 per share, that are currently held by the selling stockholder named in the registration statement, pursuant to the Certificate of Designations of Series A Preferred Stock, as filed with the Secretary of State of the State of Delaware on April 30, 2021 (the “Certificate of Designations”), as described in the registration statement. Each holder of the Series A Preferred Stock (each, a “Holder”) has the right, at such Holder’s option, subject to certain conversion procedures, to convert each share of such Holder’s Series A Preferred Stock at any time into the number of shares of our common stock equal to: (A) the sum of the Accrued Value and the Accrued PIK Dividends (each as defined in the Certificate of Designations) with respect to such share of Series A Preferred Stock as of the applicable conversion date divided by (B) the Conversion Price (as defined in the Certificate of Designations) as of the applicable conversion date, subject to certain caps on the number of shares of common stock issuable upon conversion of the Series A Preferred Stock prior to March 20, 2024 in the event that the Market Value (as defined in the Certificate of Designations) exceeds certain specified amounts in certain situations as further described in the Certificate of Designations. As of February 28, 2022, the Conversion Price was equal to $79.5861.
(2) Pursuant to Rule 416 under the Securities Act of 1933, as amended (the “Securities Act”), this registration statement shall also cover any additional shares of the registrant’s securities that become issuable by reason of any share splits, share dividends or similar transactions.
(3) The $178,176,632.78 of shares of common stock registered pursuant to this registration statement includes (i) $176,097,527 of shares of common stock registered pursuant to the Registration Statement on Form S-3ASR (File No. 333-257571), which became automatically effective upon filing on June 30, 2021, and (ii) $2,079,105.78 of additional shares of common stock registered pursuant to the Post-Effective Amendment No. 1 to the Registration Statement on Form S-3ASR (File No. 333-257571), which became automatically effective upon filing on February 28,
2022 (collectively, the “Unsold Shares”). Pursuant to Rule 415(a)(6) under the Securities Act, $19,404.97 of the filing fees previously paid in connection with the Unsold Shares will continue to be applied to the Unsold Shares.