Exhibit 107
Calculation of Filing Fee Tables
Form S-1
(Form Type)
Windtree Therapeutics, 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) | Proposed Maximum Offering Price Per Unit (2) | 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 $0.001 per share | 457(c) | 10,679,758(3) | $10.64 | $113,632,625.12 | 0.00014760 | $16,772.18 | | | | |
Fees Previously Paid | — | — | — | — | — | — | | — | | | | |
Carry Forward Securities |
Carry Forward Securities | — | — | — | — | | — | | | — | — | — | — |
| Total Offering Amounts | | $113,632,625.12 | | $16,772.18 | | | | |
| Total Fees Previously Paid | | | | — | | | | |
| Total Fee Offsets | | | | — | | | | |
| Net Fee Due | | | | $16,772.18 | | | | |
(1) | Pursuant to Rule 416 under the Securities Act of 1933, as amended (the “Securities Act”), this Registration Statement shall also cover an indeterminate number of shares of common stock, par value $0.001 per share (“Common Stock”), of Windtree Therapeutics, Inc. (the “Registrant”) that may be issued and resold resulting from stock splits, stock dividends or similar transactions. |
(2) | Estimated solely for the purpose of calculating the registration fee, based on the average of the high and low prices of the shares of Common Stock on the Nasdaq Capital Market on August 22, 2024. This calculation is in accordance with Rule 457(c) of the Securities Act. |
(3) | Includes (i) 10,574,018 shares of Common Stock that the Registrant may elect, in its sole discretion, to issue and sell to Seven Knots, LLC (“Seven Knots”) pursuant to a Common Stock Purchase Agreement, dated as of June 26, 2024, by and between the Registrant and Seven Knots (the “Purchase Agreement”) and (ii) 105,740 shares of Common Stock issuable upon the conversion of the outstanding unpaid principal balance, together with all accrued and unpaid interest, if any, of the convertible promissory note issued to Seven Knots as consideration for it entering into the Purchase Agreement. |