Exhibit 107
Calculation of Filing Fee Tables
Form S-3
(Form Type)
Pulse Biosciences, Inc.
(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 | Proposed Maximum Offering Price Per Unit | Maximum Aggregate Offering Price | Fee Rate | Amount of Registration Fee | |||
Newly Registered Securities | ||||||||||
Fees to Be Paid | Equity | Common Stock, par value $0.001 per share | ||||||||
Equity | Preferred Stock, par value $0.001 per share | |||||||||
Debt | Debt Securities | |||||||||
Equity | Depositary Shares | |||||||||
Other | Warrants | |||||||||
Other | Subscription Rights | |||||||||
Other | Purchase Contracts | |||||||||
Other | Units | |||||||||
Unallocated (Universal) Shelf | — | a457(o) | (1) | (2) | $ | 50,000,000 | 0.00014760 | $ | 7,380(3) | |
Fees Previously Paid | — | — | — | — | — | — | — | |||
Total Offering Amounts | $ | 50,000,000 | $ | 7,380 | ||||||
Total Fees Previously Paid | — | |||||||||
Total Fee Offsets | 7,380(4) | |||||||||
Net Fee Due | $ | 0(4) |
(1) | There are being registered hereunder such indeterminate number of shares of common stock, such indeterminate number of shares of preferred stock, such indeterminate principal amount of debt securities and such indeterminate number of warrants to purchase common stock, preferred stock or debt securities as shall have an aggregate initial offering price not to exceed $50,000,000. If any debt securities are issued at an original issue discount, then the principal amount of such debt securities shall be in such greater amount as shall result in an aggregate initial offering price not to exceed $50,000,000, less the aggregate dollar amount of all securities previously issued hereunder. The securities registered also include such indeterminate amount of all securities previously issued hereunder. The securities registered also include such indeterminate number of shares of common stock, preferred stock and amount of debt securities as may be issued upon conversion of or exchange for debt securities that provide for conversion or exchange, upon exercise of warrants or pursuant to the antidilution provisions of any such securities. In addition, pursuant to Rule 416 under the Securities Act of 1933, as amended (the “Securities Act”), the shares being registered hereunder include such indeterminate number of shares of common stock and preferred stock as may be issuable with respect to the shares being registered hereunder as a result of stock splits, stock dividends or similar transactions. |
(2) | Pursuant to Instruction 2.A.iii.b. to the Calculation of Filing Fee Tables and Related Disclosure on Item 16(b) of Form S-3 under the Securities Act, the proposed maximum aggregate offering price per class of security is omitted, the security type “Unallocated (Universal) Shelf” is included and the maximum aggregate offering price for all of the classes of securities is provided on a combined basis. |
(3) | Calculated pursuant to Rule 457(o) under the Securities Act based on the maximum aggregate offering price. |
(4) | On August 14, 2020, the registrant filed a registration statement on Form S-3 with the Securities and Exchange Commission (the “SEC”), declared effective on August 21, 2020 (File No. 333-246346) (the “2020 Registration Statement”), registering the issuance of up to $250,000,000 of common stock, preferred stock, debt securities depositary shares, warrants, subscription rights, purchase contracts and units (the “2020 Securities”). A filing fee of $32,450.00 with respect to an aggregate of $250,000,000 of the 2020 Securities was paid in connection with the filing of the 2020 Registration Statement. Pursuant to the 2020 Registration Statement, the registrant brought down a total of $75,000,000 of the 2020 Securities, which equates to an associated registration fee of $9,735. Accordingly, the unused registration fee paid in connection with the 2020 Registration Statement and the 2020 Securities is $22,715. |
Pursuant to Rule 457(p) under the Securities Act, the registration fee applicable to the $50,000,000 of securities being registered hereby in the amount of $7,380 is offset by $22,715 in registration fees previously paid by the registrant with respect to the 2020 Securities that were registered but not issued pursuant to the 2020 Registration Statement. Concurrently with the filing of this registration statement, any offering of the unsold 2020 Securities pursuant to the 2020 Registration Statement is hereby terminated.
Table 2: Fee Offset Claims and Sources
Registrant or Filer Name | Form or Filing Type | File Number | Initial Filing Date | Filing Date | Fee Offset Claimed | Security Type Associated with Fee Offset Claimed | Security Title Associated with Fee Offset Claimed | Unsold Securities Associated with Fee Offset Claimed | Unsold Aggregate Offering Amount Associated with Fee Offset Claimed | Fee Paid with Fee Offset Source | |
Rule 457(p) | |||||||||||
Fee Offset Claims | Pulse Biosciences, Inc. | S-3 | 333-246346 | 8/14/2020 | $22,715 | Unallocated (Universal) Shelf | — | N/A | 175,000,000(1) | ||
Fee Offset Sources | Pulse Biosciences, Inc. | S-3 | 333-246346 | 2/4/2021 | 7,788(1) | ||||||
Fee Offset Sources | Pulse Biosciences, Inc. | S-3 | 333-246346 | 5/4/2022 | 1,947(1) |
(1) | See Note (4) under Table 1 above. |