Presto Automation (PRST) S-4 Registration of securities issued in business combination transactions

Exhibit 107

Calculation of Filing Fee Tables

S-4

…………..

(Form Type)

Ventoux CCM Acquisition Corp.

……………………………………………………..…

(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

Equity

Common Stock

Other

95,000,000(1)

N/A(2)

$31,666.67(2)

$0.0000927

$2.94(3)

-

-

-

-

Fees Previously Paid

Carry Forward Securities

Carry Forward Securities

Total Offering Amounts

Total Fees Previously Paid

Total Fee Offsets

Net Fee Due

(1) Based on the maximum number of shares of common stock, $0.0001 par value per share (“Common Stock”), of the registrant issuable upon a business combination (the “Business Combination”) involving Ventoux CCM Acquisition Corp. (“VTAQ”) and E La Carte, Inc. (d/b/a Presto) (“Presto”). This number is based on (a) 80,000,000 shares of Common Stock of VTAQ issuable as consideration in connection with the Business Combination to holders of securities of Presto (assuming that all outstanding options, warrants and convertible notes to acquire such stock are exercised prior to the closing of the Business Combination) and (b) 15,000,000 shares of Common Stock that may be issued pursuant to the earnout provisions of the Merger Agreement described herein..

(2) Estimated solely for purposes of calculating the registration fee in accordance with Rule 457(f)(2) of the Securities Act of 1933, as amended (the “Securities Act”). Presto is a private company for which no market exists for its securities and Presto has an accumulated deficit. Therefore, the proposed maximum aggregate offering price is one-third of the aggregate par value of the Presto securities expected to be exchanged in the Business Combination.

(3) Calculated pursuant to Rule 457 of the Securities Act by calculating the product of (i) the proposed maximum aggregate offering price and (ii) 0.0000927.