EXHIBIT 107
Calculation of Filing Fee Table
Form S-1
(Form Type)
Banzai International, 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 (1)(2) | 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 | Class A common stock, par value $0.0001 per share (“Class A Common Stock”) (3) | Rule 457(o) | — | — | $6,000,000.00 | 0.0001476 | $885.60 (4) | ||||||||||||||||
| Equity | Pre-Funded Warrants to purchase Class A Common Stock (“Pre-Funded Warrants”) (3)(5)(6) | Rule 457(g) | — | — | — | — | — | |||||||||||||||||
| Equity | Common Warrants to purchase Class A Common Stock (“Common Warrants”) (5) | Rule 457(g) | — | — | — | — | — | |||||||||||||||||
| Equity | Class A Common Stock issuable upon exercise of the Common Warrants | Rule 457(o) | — | — | $6,000,000.00 | 0.0001476 | $885.60 (4) | |||||||||||||||||
| Fees Previously Paid | N/A | 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 | $12,000,000.00 | 0.0001476 | $1,771.20 | |||||||||||||||||||||
| Total Fees Previously Paid | $0.00 | |||||||||||||||||||||||
| Total Fee Offsets | $0.00 | |||||||||||||||||||||||
| Net Fee Due | $1,771.20 | |||||||||||||||||||||||
| (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 Class A common stock (“Class A Common Stock”) of Banzai International, Inc. (the “Registrant”) that become issuable with respect to the securities identified in the above table by reason of any stock dividend, stock split, recapitalization or other transaction effected without the Registrant’s receipt of consideration that results in an increase in the number of outstanding shares of Registrant’s Class A Common Stock. |
| (2) | Estimated solely for the purpose of calculating the amount of the registration fee in accordance with Rule 457(o) under the Securities Act. |
| (3) | The proposed maximum aggregate offering price of the shares of Class A Common Stock proposed to be sold in the offering will be reduced on a dollar-for-dollar basis based on the aggregate offering price of the Pre-Funded Warrants offered and sold in the offering (plus the aggregate exercise price of the shares of Class A Common Stock issuable upon exercise of the Pre-Funded Warrants), and as such the proposed aggregate maximum offering price of the shares of Class A Common Stock and Pre-Funded Warrants (including shares of Class A Common Stock issuable upon exercise of the Pre-Funded Warrants), if any, is $6,000,000. |
| (4) | Calculated pursuant to Rule 457(o) under the Securities Act based on an estimate of the proposed maximum aggregate offering price. |
| (5) | No fee due pursuant to Rule 457(g) under the Securities Act. |
| (6) | The Pre-Funded Warrants have an exercise price of $0.0001. |
