Exhibit 107
CALCULATION OF FILING FEE TABLE
FORM S-3
(Form Type)
SHAKE SHACK 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 | 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 | Debt | Debt securities | Rule 456(b) and Rule 457(r) | (1) | (1) | (1) | (2) | |||||
| Equity | Preferred Stock, par value $0.001 per share | Rule 456(b) and Rule 457(r) | (1) | (1) | (1) | (2) | ||||||
| Equity | Class A Common Stock, par value $0.001 per share | Rule 456(b) and Rule 457(r) | (1) | (1) | (1) | (2) | ||||||
| Equity | Depositary Shares | Rule 456(b) and Rule 457(r) | (1) | (1) | (1) | (2) | ||||||
| Other | Warrants | Rule 456(b) and Rule 457(r) | (1) | (1) | (1) | (2) | ||||||
| Other | Rights | Rule 456(b) and Rule 457(r) | (1) | (1) | (1) | (2) | ||||||
| Other | Units | Rule 456(b) and Rule 457(r) | (1) | (1) | (1) | (2) | ||||||
| Carry Forward Securities | ||||||||||||
| Carry Forward Securities | Equity | Class A Common Stock, par value $0.001 per share | Rule 415(a)(6) | 5,626, 015(3) | (4) | (4) | (4) | S-3 ASR | 333- 256864 | June 7, 2021 | (4) | |
| Total Offering Amounts | (4) | N/A | ||||||||||
| Total Fees Previously Paid | (4) | |||||||||||
| Total Fee Offsets | N/A | |||||||||||
| Net Fee Due | N/A | |||||||||||
| (1) | An unspecified aggregate initial offering price and number or amount of the securities of each identified class is being registered as may from time to time be sold at unspecified prices. Separate consideration may or may not be received for securities that are issuable on exercise, conversion or exchange of other securities or that are issued in units. Any securities registered hereunder may be sold separately or as units with other securities registered hereunder. |
| (2) | The registrant is relying on Rule 456(b) and Rule 457(r) under the Securities Act of 1933, as amended, to defer payment of all of the registration fee. |
| (3) | With respect to this secondary offering, this registration statement registers 4,498,588 shares of Class A Common Stock, par value $0.001 per share, of Shake Shack Inc. Pursuant to Rule 416, this registration statement also relates to an indeterminate number of additional shares of Class A Common Stock which may be issued with respect to such shares of Class A Common Stock by way of stock splits, stock dividends, reclassifications or similar transactions. |
| (4) | Pursuant to Rule 415(a)(6), Shake Shack Inc. includes on this registration statement 5,626,015 shares of Class A Common Stock to be offered by the selling stockholders for which filing fees in the aggregate amount of $139,838.83 (based on the filing fee rates in effect at the time such shares were initially registered) was previously paid or deemed to have been paid in connection with the filing of the Registration Statement (File No. 333-256864) (the "Prior Registration Statement"), filed with the Securities and Exchange Commission on June 7, 2021 and supplemented on July 2, 2021, and the filing fees previously paid will continue to apply to the Class A Common Stock to be offered by the selling stockholders. The Prior Registration Statement will be deemed terminated as of the filing date of this Registration Statement. |
