Exhibit 107
CALCULATION OF FILING FEE TABLE
Form S-3
(Form Type)
Predictive Oncology 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 (1) | Proposed Maximum Offering Price Per Unit (2) | Maximum Aggregate Offering Price | Fee Rate | Amount of Registration Fee | |
Fees to Be Paid | Equity | Common Stock, $0.01 par value per share | 457(o) | - | - | - | - | - |
Fees to Be Paid | Equity | Preferred Stock, $0.01 par value per share | 457(o) | - | - | - | - | - |
Fees to Be Paid | Debt | Debt securities | 457(o) | - | - | - | - | - |
Fees to Be Paid | Equity | Warrants | 457(o) | - | - | - | - | - |
Fees to Be Paid | Other | Units | 457(o) | - | - | - | - | - |
Fees to Be Paid | Unallocated (Universal) Shelf | Unallocated (Universal) Shelf (1) | 457(o) | - | - | $200,000,000 | 0.00014760 | $29,520 |
| Fees Previously Paid | - | - | - | - | - | - | - | - |
| Total Offering Amounts | $200,000,000 | $29,520 | ||||||
| Total Fees Previously Paid | - | |||||||
| Total Fee Offsets | $23,943(3) | |||||||
| Net Fee Due | $5,577 | |||||||
| (1) | Predictive Oncology Inc. (the “Registrant”), is registering under this registration statement such indeterminate number of shares of common stock and preferred stock, such indeterminate principal amount of debt securities, such indeterminate number of warrants to purchase common stock and/or preferred stock, and such indeterminate number of units as may be sold by the Registrant from time to time, which together shall have an aggregate initial offering price not to exceed $200,000,000. The Registrant may sell any securities the Registrant is registering under this registration statement separately or as units with one or more of the other securities being registered under this registration statement. The Registrant will determine, from time to time, the proposed maximum offering price per unit in connection with its issuance of the securities the Registrant is registering under this registration statement. The securities the Registrant is registering under this registration statement also include such indeterminate number of shares of common stock and preferred stock as the registrant may issue upon conversion of or exchange for preferred stock or debt securities that provide for conversion or exchange, upon exercise of warrants or pursuant to the antidilution provisions of any of such securities. In addition, pursuant to Rule 416 under the Securities Act of 1933, as amended, (the “Securities Act”), the shares the Registrant is registering under this registration statement include such indeterminate number of shares of common stock and preferred stock as may be issuable with respect to the shares the Registrant is registering as a result of stock splits, stock dividends or similar transactions. |
| (2) | The proposed maximum offering price per security will be determined from time to time by the Registrant in connection with the issuance by the Registrant of the securities registered hereunder and is not specified as to each class of security pursuant to Instruction 2.A.iii.b of the Instructions to the Calculation of Filing Fee Tables and Related Disclosure of Form S-3. |
| (3) | On April 28, 2021, the Registrant filed a registration statement on Form S-3 (File No. 333-255582), which was declared effective on May 5, 2021 (the “Prior Registration Statement”), registering the issuance of up to $250,000,000 of common stock, preferred stock, warrants, debt securities and units, for which a filing fee of $27,275 was paid. The Registrant offered and sold an aggregate of $30,541,995 of securities under the Prior Registration Statement, which equated to an associated registration fee of $3,332. Accordingly, the unused registration fee paid in connection with the Prior Registration Statement was $23,943. In accordance with Rule 457(p) under the Securities Act, the registration fee applicable to the $200,000,000 being registered hereunder is being offset by the unused registration fee paid in connection with the Prior Registration Statement for the $219,458,005 of unsold securities. The Prior Registration Statement expired on May 5, 2024 and therefore all offerings that may have included unsold securities under the Prior Registration Statement have terminate |
TABLE 2: FEE OFFSET CLAIMS AND SOURCES
| Registrant of Filer Name | Form or Filing Type | File Number | Initial 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 | |
| Fee Offset Claims | Predictive Oncology Inc. | S-3 | 333-255582 | April 28, 2021 | $23,943 | Unallocated (Universal) Shelf | - | - | $219,458,005 (1) | - |
| Fee Offset Sources | Predictive Oncology Inc. | S-3 | 333-255582 | - | June 16, 2021 | - | - | - | - | $2,547(1) |
| Fee Offset Sources | Predictive Oncology Inc. | S-3 | 333-255582 | - | May 18, 2022 | - | - | - | - | $251(1) |
| Fee Offset Sources | Predictive Oncology Inc. | S-3 | 333-255582 | - | May 18, 2022 | - | - | - | - | $534(1) |
| (1) | See footnote (3) under Table 1 above. |
