Calculation of Filing Fee Tables
Form S-3
(Form Type)
Foghorn Therapeutics Inc.
(Exact Name of Registrant as Specified in its Charter)
Table 1: Newly Registered and Carry Forward Securities
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| 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, par value $0.0001 per share(1) | 457(o) | (2) | (3) | (3) | N/A | N/A | | | | |
| Equity | Preferred Stock, par value $0.0001 per share(1) | 457(o) | (2) | (3) | (3) | N/A | N/A | | | | |
| Other | Warrants(4) | 457(o) | (2) | (3) | (3) | N/A | N/A | | | | |
| Other | Units(5) | 457(o) | (2) | (3) | (3) | N/A | N/A | | | | |
| Unallocated (Universal) Shelf | N/A | 457(o) | (2) | Unallocated (Universal) Shelf | $300,000,000 | $92.70 | $27,810 | | | | |
| Fees Previously Paid | N/A | N/A | N/A | N/A | N/A | N/A | | N/A | | | | |
| Carry Forward Securities |
| Carry Forward Securities | N/A | N/A | N/A | N/A | | N/A | | | N/A | N/A | N/A | N/A |
| Total Offering Amounts | | $300,000,000 | | $27,810 | | | |
|
| Total Fees Previously Paid | | | | N/A | | | | |
| Total Fee Offsets | | | | N/A | | | | |
| Net Fee Due | | | | $27,810 | | | | |
(1)Includes an indeterminate number of shares of common stock or preferred stock as may be sold from time to time, at indeterminate prices.
(2)Pursuant to Rule 457(i) under the Securities Act of 1933, as amended, or the Securities Act, the securities registered hereunder include such indeterminate number of securities as may be issued upon conversion or exchange of any preferred stock, warrants or units registered hereunder that provide for conversion or exchange, upon exercise of warrants or pursuant to the anti-dilution provisions of any such securities.
(3)The proposed maximum per unit and aggregate offering prices per class of securities will be determined from time to time by the registrant in connection with the issuance by the registrant of the securities registered under this registration statement and is not specified as to each class of security pursuant to Instruction 2.A.iii.b. to the Calculation of Filing Fee Tables and Related Disclosure on Form S-3 under the Securities Act.
(4)Any securities registered hereunder with respect to the primary offering may be sold separately or as units with other securities registered hereunder. The proposed maximum offering price per unit will be determined by the registrant in connection with the issuance of the securities. In no event will the aggregate offering price of all securities issued from time to time pursuant to this registration statement exceed $300,000,000.
(5)Each unit will be issued under a unit agreement and will represent an interest in two or more securities, which may or may not be separable from one another.
