Exhibit 107
CALCULATION OF REGISTRATION FEE
Form S-1
Vigil Neuroscience, Inc.
(Exact Name of Registrant as Specified in its Charter)
Table 1 – Newly Registered Securities and Carry Forward Securities
Security Type | Security Class Title | Fee Calculation or Carry Forward Rule | Amount Registered(1)(2) | Proposed Maximum Offering Price Per Unit(3) | 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 $0.00001 per share | 457(c) | 7,293,084 | $8.99 | $65,564,825.16 | .0000927 | $6,077.86 | ||||||||||||||||
Equity | Common Stock underlying Pre-Funded Warrants (4) | 457(c) | 2,980,889 | $8.99 | $26,798,192.11 | .0000927 | $2,484.20 | |||||||||||||||||
Fees Previously Paid | — | — | — | — | — | — | ||||||||||||||||||
Carry Forward Securities | ||||||||||||||||||||||||
Carry Forward Securities | — | — | — | — | — | — | — | — | — | — | ||||||||||||||
Total Offering Amounts | $92,363,017.27 | $8,562.06 | ||||||||||||||||||||||
Total Fees Previously Paid | 0 | |||||||||||||||||||||||
Total Fee Offsets | 0 | |||||||||||||||||||||||
Net Fee Due | $8,562.06 |
(1) | The pre-funded warrants, each of which is exercisable to purchase one share of common stock, were initially issued to the Selling Securityholder named in this registration statement and are registered for resale. The issuance by the registrant of the shares of common stock upon exercise of the pre-funded warrants by transferees of such warrants is also being registered hereunder. |
(2) | Pursuant to Rule 416 under the Securities Act of 1933, as amended (the “Securities Act”), the registrant is also registering an indeterminate number of additional shares of common stock issuable by reason of any stock dividend, stock split, recapitalization or other similar transaction. |
(3) | Pursuant to Rule 457(c) under the Securities Act, and solely for the purpose of calculating the registration fee, the proposed maximum offering price of the shares of common stock is $8.99, which is the average of the high and low prices of the common stock on September 28, 2022 on the NASDAQ Capital Market. |
(4) | Represents shares of Common Stock, par value $0.00001 per share, issuable upon the exercise of pre-paid warrants at an exercise price of $0.0001 per share, or the Pre-Funded Warrants. |