Exhibit 107
Calculation of Filing Fee Tables
Form S-8
Registration Statement Under
The Securities Act Of 1933
(Form Type)
HF Sinclair Corporation
(Exact Name of Registrant as Specified in its Charter)
Table 1 – Newly Registered Securities
| Security Type | Security Class Title | Fee Calculation Rule (3) | Amount Registered (1)(2) | Proposed Maximum Offering Price Per Unit (3) | Maximum Price (3) | Fee Rate | Amount of Registration Fee | |||||||
| Common stock, $0.01 par | $92.70 per | |||||||||||||
Equity | value per share | Other | 7,379,469 | $35.03 | $258,502,799 | $1,000,000 | $23,963.21 | |||||||
| Total Offering Amounts | $258,502,799 | $23,963.21 | ||||||||||||
| Total Fee Offsets | $9,839.70 | |||||||||||||
| Net Fee Due | $14,123.51 | |||||||||||||
| (1) | The Form S-8 registration statement to which this Exhibit 107 is attached (the “Registration Statement”) registers an aggregate of 7,379,469 shares of common stock, $0.01 par value per share (the “Common Stock”), of HF Sinclair Corporation, a Delaware corporation, which total includes 466,966 shares of Common Stock that may be delivered pursuant to awards under the HF Sinclair Corporation 2007 Long-Term Incentive Compensation Plan (formerly named the HollyFrontier Corporation Long-Term Incentive Compensation Plan) and 6,912,503 shares of Common Stock that may be delivered pursuant to awards under the HF Sinclair Corporation Amended and Restated 2020 Long Term Incentive Plan (formerly named the HollyFrontier Corporation 2020 Long Term Incentive Plan and, in each case, as amended, such plans collectively, the “Assumed Equity Plans”). |
| (2) | Pursuant to Rule 416(a) under the Securities Act, the Form S-8 registration statement to which this Exhibit 107 is attached (the “Registration Statement”) shall be deemed to cover an indeterminate number of additional shares of Common Stock that may become issuable pursuant to the adjustment provisions of the Assumed Equity Plans. |
| (3) | Estimated solely for purposes of calculating the registration fee in accordance with Rules 457(c) and 457(h) under the Securities Act. The maximum offering price per share and the maximum aggregate offering price for the 7,379,469 shares of Common Stock being registered pursuant to the Registration Statement is based on a price of $35.03, which is the average of the high and low price per share of Common Stock as reported on the New York Stock Exchange on March 16, 2022 (a date within five days prior to the date of the filing of the Registration Statement). |
Table 2 – Fee Offset Claims and Sources
Registrant or Filer Name | Form or Type | File Number | Initial Filing Date | Filing Date | Fee Offset Claimed | Security Type Associated with Fee Offset Claimed | Security Title Associated with Fee Offset Claimed | Unsold Securities Associated with Fee Offset Claimed | Unsold Offing Amount with Fee Offset Claimed | Fee Paid with Fee Offset Source | ||||||||||||
| 457(p) | ||||||||||||||||||||||
Fee Offset Claims | HollyFrontier Corporation | S-8 | 333-238835 (1) | June 1, 2020 | $9,839.70 | Equity | Common stock, par value $0.01 per share | 2,373,407 | $75,806,620 | |||||||||||||
Fee Offset Sources | HollyFrontier Corporation | S-8 | 333-238835 (1) | June 1, 2020 | $24,954.70 | |||||||||||||||||
| (1) | Effective as of the date of this registration statement on Form S-8, HollyFrontier Corporation, the Registrant’s predecessor, has terminated the offering that included the unsold securities under the registration statement on Form S-8 (Registration No. 333-238835) by filing a post-effective amendment to such registration statement deregistering such unsold securities. |
