Exhibit 107
Calculation of Filing Fee Table
424(b)(4)
(Form Type)
PowerSchool Holdings, Inc.
(Exact Name of Registrant as Specified in its Charter)
Table 1 – Newly Registered Securities 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 Share | | 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 |
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Newly Registered Securities |
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Fees to Be Paid | | Equity | | Class A Common Stock, par value $0.0001 per share(1) | | Rule 457(r) | | 10,005,000 | | $21.00 | | $210,105,000 | | 0.00011020 | | $23,153.57 | | | | | | | | |
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Fees Previously Paid | | — | | — | | — | | — | | | | — | | | | — | | | | | | | | |
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Carry Forward Securities |
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Carry Forward Securities | | — | | — | | — | | — | | | | — | | | | | | — | | — | | — | | — |
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| | Total Offering Amounts | | | | $210,105,000 | | | | $23,153.57 | | | | | | | | |
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| | Total Fees Previously Paid | | | | | | | | — | | | | | | | | |
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| | Total Fee Offsets | | | | | | | | — | | | | | | | | |
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| | Net Fee Due | | | | | | | | $23,153.57 | | | | | | | | |
(1) | Publicly communicated offering price. |
(2) | The filing fee, calculated in accordance with Rule 457(r) under the Securities Act of 1933, has been transmitted to the Securities and Exchange Commission in connection with the securities offered by means of this prospectus supplement. This “Calculation of Filing Fee Table” shall be deemed to update the “Calculation of Registration Fee” table in the registrant’s registration statement on Form S-3ASR filed with the Securities and Exchange Commission on February 28, 2023 (File No. 333-270101). |