Exhibit 107.1
Calculation of Filing Fee Tables
Form S-8
(Form Type)
Omnicell, Inc.
(Exact Name of Registrant as Specified in its Charter)
Table 1: Newly Registered Securities
Plan | Security Type | Security Class Title | Fee Calculation Rule | Amount Registered(1) | Proposed Maximum Offering Price Per Unit | Maximum Aggregate Offering Price | Fee Rate | Amount of Registration Fee | ||||||||||||||||||||||||
2009 Equity Incentive Plan | Equity | Common Stock, par value $0.001 per share | Rules 457(c) and 457(h) | 1,600,000 | $ | 73.71 | (2) | $ | 117,936,000 | (2) | $ | 0.0001102 | $ | 12,996.55 | ||||||||||||||||||
1997 Employee Stock Purchase Plan | Equity | Common Stock, par value $0.001 per share | Rules 457(c) and 457(h) | 3,000,000 | $ | 62.65 | (3) | $ | 187,960,500 | (3) | $ | 0.0001102 | $ | 20,713.25 | ||||||||||||||||||
Total Offering Amounts | $ | 305,896,500 | $ | 33,709.80 | ||||||||||||||||||||||||||||
Total Fee Offsets(4) | — | |||||||||||||||||||||||||||||||
Net Fee Due | $ | 33,709.80 |
(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 Registrant’s Common Stock that become issuable under the Omnicell, Inc. 2009 Equity Incentive Plan, as amended, and the Omnicell, Inc. Amended and Restated 1997 Employee Stock Purchase Plan, as amended, by reason of any stock dividend, stock split, recapitalization or other similar transaction effected without receipt of consideration that increases the number of outstanding shares of the Registrant’s Common Stock.
(2)Estimated solely for the purpose of calculating the amount of the registration fee pursuant to Rule 457(h) promulgated under the Securities Act. The proposed maximum offering price per unit and the maximum aggregate offering price are based upon the average of the high and low prices of the Registrant’s Common Stock as reported on The Nasdaq Global Market on May 19, 2023, a date within five business days prior to the filing of this Registration Statement, in accordance with Rule 457(c) of the Securities Act.
(3)Estimated solely for the purpose of calculating the amount of the registration fee pursuant to Rule 457(h) promulgated under the Securities Act. The proposed maximum offering price per unit and the maximum aggregate offering price are based upon the average of the high and low prices of the Registrant’s Common Stock as reported on The Nasdaq Global Market on May 19, 2023, a date within five business days prior to the filing of this Registration Statement, in accordance with Rule 457(c) of the Securities Act. Under the Omnicell, Inc. Amended and Restated 1997 Employee Stock Purchase Plan, the purchase price of a share of Common Stock is equal to 85% of the fair market value of the Registrant’s Common Stock on the offering date or the purchase date, whichever is less.
(4)The Registrant does not have any fee offsets.