Exhibit 107
Calculation of Filing Fee Table
Form S-8
(Form Type)
Surrozen, Inc.
(Exact Name of Registrant as Specified in its Charter)
Table 1: Newly Registered Securities
Security Type | Security Class Title | Fee Calculation Rule | Amount Registered(1) | Proposed Maximum Offering Price Per Unit | Maximum Aggregate Offering Price | Fee Rate | Amount of Registration Fee | |||||||
Equity | Common Stock, $0.0001 par value per share, 2021 Equity Incentive Plan | 457(c) 457(h) | 2,202,336 (2) | $3.28 (4) | $7,223,663 | 0.0000927 | $670 | |||||||
Equity | Common Stock, $0.0001 par value per share, 2021 Employee Stock Purchase Plan | 457(c) 457(h) | 440,468 (3) | $2.79 (5) | $1,228,025 | 0.0000927 | $114 | |||||||
Total Offering Amounts | $8,451,688 | — | ||||||||||||
Total Fees Previously Paid | — | |||||||||||||
Total Fee Offsets | — | |||||||||||||
Net Fee Due | $784 |
(1) | Pursuant to Rule 416(a) promulgated under the Securities Act of 1933, as amended (the “Securities Act”), this Registration Statement shall also cover any additional shares of common stock that become issuable under the Surrozen, Inc. 2021 Equity Incentive Plan (the “2021 Plan”) or the Surrozen, Inc. 2021 Employee Stock Purchase Plan (the “2021 ESPP”) by reason of any stock dividend, stock split, recapitalization, or other similar transaction effected that results in an increase to the number of outstanding shares of Surrozen, Inc.’s (the “Registrant”) common stock, as applicable. |
(2) | Represents shares of common stock that were automatically added to the shares authorized for issuance under the 2021 Plan on January 1, 2022 pursuant to an “evergreen” provision contained in the 2021 Plan. Pursuant to such provision, on January 1 of each year through January 1, 2031, the number of shares authorized for issuance under the 2021 Plan is automatically increased by an amount equal to the lesser of (a) 5% of the fully-diluted shares of the Registrant’s common stock on December 31 of the preceding year or (b) a number of shares of the Registrant’s common stock determined by the Registrant’s board of directors prior to the date of the increase. |
(3) | Represents shares of common stock that were automatically added to the shares authorized for issuance under the 2021 ESPP on January 1, 2022 pursuant to an “evergreen” provision contained in the 2021 ESPP. Pursuant to such provision, on January 1 of each year through January 1, 2031, the number of shares authorized for issuance under the 2021 ESPP is automatically increased by an amount equal to the lesser of (a) 1% of the fully-diluted shares of the Registrant’s common stock on December 31st of the preceding calendar year, (b) a number of shares of the Registrant’s common stock equal to 200% of the initial share |
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reserve, or (c) such lesser number of shares of the Registrant as determined by the Registrant’s board of directors. Shares subject to purchase rights granted under the 2021 ESPP that terminate without having been exercised in full will not reduce the number of shares available for issuance under the 2021 ESPP. |
(4) | Estimated pursuant to Rules 457(c) and 457(h) under the Securities Act, solely for the purposes of calculating the registration fee and based on the average of the high and low prices of the Registrant’s common stock as reported on The Nasdaq Capital Market on March 25, 2022, which date is within five business days prior to the filing of this Registration Statement. |
(5) | Estimated pursuant to Rules 457(c) and 457(h) under the Securities Act, solely for the purposes of calculating the registration fee and based on the average of the high and low prices of the Registrant’s common stock as reported on The Nasdaq Capital Market on March 25, 2022, which date is within five business days prior to the filing of this Registration Statement, multiplied by 85%, which is the percentage of the price per share applicable to purchases under the 2021 ESPP. |
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