AlloVir (ALVR) S-4/A Registration of securities issued in business combination transactions (amended)

Exhibit 107

Calculation of Filing Fee Tables

Form S-4

(Form Type)

ALLOVIR, 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	—	—	—	—		—	—	—	—
Fees Previously Paid	Equity	Common  Stock,  $0.0001  par value  per share	Other	15,927,817(1)		(2)	53.10	$0.00015310	0.01
Carry Forward Securities
Carry Forward Securities	—	—	—	—			—				—		—		—		—
	Total Offering Amounts						$53.10(2)	—	$—
	Total Fees Previously Paid								$0.18
	Total Fee Offsets								—
	Net Fee Due								$—

1

(1) Relates to common stock, $0.0001 par value per share, of AlloVir, Inc., a Delaware corporation (“AlloVir”), issuable to holders of common stock, $0.00001 par value per share, of Kalaris Therapeutics, Inc., a Delaware corporation (“Kalaris”), in the proposed merger of Aurora Merger Sub, Inc., a Delaware corporation and wholly owned subsidiary of AlloVir, with and into Kalaris, with Kalaris surviving as a wholly owned subsidiary of AlloVir (the “merger”). The amount of common stock of AlloVir to be registered includes the estimated maximum number of shares of common stock of AlloVir that are expected to be issued (or become issuable) pursuant to the merger, assuming the conversion of certain convertible notes of Kalaris into common stock of Kalaris prior to the effective time of the merger and the conversion of preferred stock of Kalaris into common stock of Kalaris prior to the effective time of the merger, and assuming an estimated post-split exchange ratio (which is subject to adjustment prior to the closing of the merger) of approximately 0.2200 shares of common stock of AlloVir for each outstanding share of common stock of Kalaris. Additionally, prior to the completion of the distribution of common stock of AlloVir contemplated hereby, every 23 shares of issued and outstanding common stock of AlloVir were automatically converted into one share of common stock of AlloVir, without any change in the par value per share. No fractional shares were issued in connection with the reverse stock split. Pursuant to Rule 416(b) under the U.S. Securities Act of 1933, as amended (the “Securities Act”), the 348,622,080 shares of undistributed shares of common stock of AlloVir covered hereby has been proportionately reduced to 15,927,817 shares of common stock of AlloVir.

(2) Estimated solely for purposes of calculating the registration fee in accordance with Rule 457(f)(2) of the Securities Act. Kalaris is a private company, no market exists for its securities, and it has an accumulated capital deficit. Therefore, the proposed maximum aggregate offering price for the shares expected to be issued pursuant to the merger is one-third of the aggregate par value of the Kalaris securities expected to be exchanged in the proposed merger.