| Form S-3 | ||
| Allogene Therapeutics, Inc. | ||
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 | (1) | (2) | (2) | (2) | (1) | (1) | ||||||||||||||||||
| Equity | Preferred Stock, par value $0.001 per share | (1) | (2) | (2) | (2) | (1) | (1) | |||||||||||||||||||
| Debt | Debt Securities | (1) | (2) | (2) | (2) | (1) | (1) | |||||||||||||||||||
| Other | Warrants | (1) | (2) | (2) | (2) | (1) | (1) | |||||||||||||||||||
| Equity | Common Stock, par value $0.001 per share | 457(o) and 457(r) | $167,349,645 | N/A | N/A | $0.0001102 | $18,441.93 | |||||||||||||||||||
| Total Offering Amount | $167,349,645 (3) | $0.0001102 | $18,441.93 | |||||||||||||||||||||||
| Total Fees Previously Paid | — | |||||||||||||||||||||||||
| Total Fee Offsets | $18,441.93 (4) | |||||||||||||||||||||||||
| Net Fee Due | $0 (4) | |||||||||||||||||||||||||
| (1) | Pursuant to Rules 456(b) and 457(r), the registrant is deferring payment of all applicable registration fees. | ||||
| (2) | Omitted pursuant to General Instructions II.E of Form S-3. An indeterminate number or amount, as the case may be, of common stock, preferred stock, debt securities and warrants are being registered hereunder as may from time to time be issued at indeterminate prices. The securities being registered hereunder may be convertible into or exchangeable or exercisable for other securities of any identified class, and may be sold separately or in combination with the other securities registered hereunder. In addition to the securities that may be issued directly under this registration statement, there is being registered hereunder such indeterminate aggregate number or amount, as the case may be, of the securities of each identified class as may from time to time be issued upon the conversion, exchange, settlement or exercise of other securities offered hereby. Separate consideration may or may not be received for securities that are issuable upon the conversion or exercise of, or in exchange for, other securities offered hereby. In addition, pursuant to Rule 416 under 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. | ||||
| (3) | The securities registered hereunder may be sold separately or in a combination with other securities registered hereby. Does not include registration fees deferred in accordance with Rules 456(b) and 457(r) under the Securities Act, as described in Note (1) above. | ||||
| (4) | On November 5, 2019, the registrant filed a registration statement on Form S-3 (File No. 333-234516) (the “Prior Registration Statement”), registering, among other securities, the issuance of up to $250,000,000 of Common Stock of the registrant in an at-the-market equity offering of the registrant’s Common Stock (the “Prior ATM Common Stock”). The registration fee associated with the Prior ATM Common Stock was $32,450. Pursuant to the Prior Registration Statement, the registrant sold $82,650,355 of Prior ATM Common Stock, which equates to an associated registration fee of $10,728.02 based on the total registration fee paid in connection with the filing of the Prior Registration Statement. Accordingly, the unused registration fee paid in connection with the Prior Registration Statement and the Prior ATM Common Stock is $21,721.98. Pursuant to Rule 457(p) under the Securities Act, the registration fee applicable to the $167,349,645 of Common Stock of the registrant being registered hereby in the amount of $18,441.93 is offset by $18,441.93 in registration fees previously paid by the registrant with respect to Prior ATM Common Stock that were registered but not issued pursuant to the Prior Registration Statement. Accordingly, no registration fees are being paid at this time. Concurrently with the filing of this registration statement, any offering of unsold Prior ATM Common Stock pursuant to the Prior Registration Statement is hereby terminated. Pursuant to Rule 457(p) under the Securities Act, the remaining unused fees from the Prior Registration Statement ($3,280.05) will be applied to the fees payable pursuant to this registration statement under the applicable prospectus supplement. | ||||
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 | Allogene Therapeutics, Inc. | S-3 | 333-234516 | 11/5/2019 | $18,441.93 (1) | Equity | Common Stock | N/A | $167,349,645 (3) | ||||||||||||||||||||||||||
| Fee Offset Sources | Allogene Therapeutics, Inc. | S-3 | 333-234516 | 11/5/2019 | $18,441.93 (4) | ||||||||||||||||||||||||||||||
| (1) | See Note (4) under Table 1 above. | ||||
