Exhibit 107
Calculation of Filing Fee Tables
Form S-3
(Form Type)
AZZ 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 Rule | Amount of Securities to be Registered | Proposed Maximum Offering Price Per Unit | Maximum Aggregate Offering Price | Fee Rate | Amount of Registration Fee | |||||||||||||||||||||
| Newly Registered Securities | ||||||||||||||||||||||||||||
| Fees to Be Paid | Equity | Series A Preferred Stock | 457 | (o) | 240,000 | (1) | $ | 1,000 | $ | 240,000,000 | (2) | 0.0001102 | $ | 26,448 | ||||||||||||||
| Equity | Common Stock | 457 | (i) | 5,508,991 | (3) | — | — | — | — | (4) | ||||||||||||||||||
| Fees Previously Paid | ||||||||||||||||||||||||||||
| Total Offering Amounts | ||||||||||||||||||||||||||||
| Total Fees Previously Paid | ||||||||||||||||||||||||||||
| Total Fee Offsets | ||||||||||||||||||||||||||||
| Net Fee Due | $ | 26,448 | ||||||||||||||||||||||||||
| (1) | The 240,000 shares of 6.0% Series A Convertible Preferred Stock, par value $1.00 per share (“Series A Preferred Stock”) were issued to the selling securityholders named herein on August 5, 2022 in exchange for $240,000,000 aggregate principal amount of 6.00% Convertible Subordinated Notes due 2030 (the “Convertible Notes”) which were acquired by such selling securityholders in private transactions on May 13, 2022. |
| (2) | Estimated solely for the purpose of determining the registration fee in accordance with Rule 457(o) under the Securities Act. There is no public market for the shares of Series A Preferred Stock being registered hereunder. The proposed maximum aggregate offering price of the Series A Preferred Stock being registered hereunder represents the price paid by the selling securityholders named herein in connection with the purchase of the $240,000,000 aggregate principal amount of Convertible Notes that were exchanged for the 240,000 shares of Series A Preferred Stock. |
| (3) | The 240,000 shares of Series A Preferred Stock beneficially owned by the selling securityholders are convertible into a maximum of 5,508,991 shares of Common Stock. |
| (4) | No separate consideration will be received for the shares of Common Stock issuable upon conversion of the Series A Preferred Stock, and, therefore, no registration fee for those shares is required pursuant to Rule 457(i) under the Securities Act. |
