EXHIBIT 107
Calculation of Filing Fee Tables
FORM S-1
(Form Type)
AMPIO PHARMACEUTICALS, INC.
(Exact Name of Registrant as Specified in its Charter)
Table 1: Newly Registered Securities
| Security | Security | Fee | Amount | Maximum | Fee Rate | Amount of |
Fees to Be Paid | Equity | Common Stock, $0.0001 par value per share(3)(4) | 457(o) | - | $5,000,000 | $0.00014760 | $738.00 |
| Equity | Common Warrants to purchase Common Stock, $0.0001 par value per share(2)(6) | 457(o) | - | - | - | |
| Equity | Pre-Funded Warrants to purchase Common Stock, $0.0001 per share(2)(4)(5) | 457(g) | - | - | - | - |
| Equity | Placement agent warrants to purchase Common Stock(7) | 457(g) | - | - | - | |
| Equity | Common Stock, $0.0001 par value per share underlying the Common Warrants(3)(4)(6) | Other | - | $5,000,000 | $0.00014760 | $738.00 |
| Equity | Common Stock, $0.0001 par value per share underlying the Pre-funded warrants(3)(4)(5) | Other | - | - | - | |
| Equity | Common Stock, $0.0001 par value per share underlying the placement agent warrants(3)(8) | Other | - | $437,500 | $0.00014760 | $64.58 |
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| Total Offering Amounts: $10,437,500 |
| $1,540.58 | ||||
| Total Fees Previously Paid: |
| $0 | ||||
| Total Fee Offsets: |
| - | ||||
| Net Fee Due: |
| $1,540.58 | ||||
(1) Estimated solely for the purpose of calculating the amount of the registration fee in accordance with Rule 457(o) under the Securities Act of 1933, as amended, or the Securities Act.
(2) Pursuant to Rule 457(g) of the Securities Act, no separate registration fee is required for the warrants because the warrants are being registered in the same registration statement as the common stock issuable upon exercise of the warrants.
(3) Pursuant to Rule 416, the securities being registered hereunder include such indeterminate number of additional securities as may be issuable to prevent dilution resulting from stock splits, stock dividends or similar transactions.
(4) The proposed maximum aggregate offering price of the common stock proposed to be sold in the offering will be reduced on a dollar-for-dollar basis based on the offering price of any pre-funded warrants offered and sold in the offering, and the proposed maximum aggregate offering price of the pre-funded warrants to be issued in the offering will be reduced on a dollar-for-dollar basis based on the offering price of any common stock issued in the offering and common stock issuable upon exercise of common warrants. As such, the proposed maximum offering price of the common stock and pre-funded warrants (including the common stock issuable upon exercise of the pre-funded warrants) if any, is $5,000,000.
(5) The registrant may issue pre-funded warrants to purchase common stock in the offering (subject to adjustment as provided for therein).
(6) Each share of our common stock, or a pre-funded warrant in lieu thereof, is being sold together with a common stock purchase warrant to purchase one share of our common stock. The shares of common stock and common stock purchase warrants are immediately separable and will be issued separately in the offering, but must be purchased together in the offering.
(7) We have agreed to issue to the placement agent warrants to purchase the number of shares of our common stock in the aggregate equal to seven percent (7.0%) of the shares of our common stock and/or prefunded warrants to be issued and sold in this offering.
(8) The placement agent’s warrants are exercisable for a price per share equal to 125% of the public offering price in this offering. As estimated solely for the purpose of calculating the registration fee pursuant to Rule 457(g), the proposed maximum aggregate offering price of the placement agent’s warrants is $437,500, which is equal to 125% of $350,000 (7.0% of the proposed maximum aggregate offering price of $5,000,000).
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