0001818874EX-FILING FEESFALSE0.01S-3ASRS-3ASRiso4217:USD00018188742025-07-292025-07-29000181887412025-07-292025-07-29000181887422025-07-292025-07-29000181887432025-07-292025-07-29000181887442025-07-292025-07-29000181887452025-07-292025-07-29000181887412025-07-292025-07-29000181887422025-07-292025-07-29
CALCULATION OF FILING FEE TABLE
Form S-3
(Form Type)
SoFi Technologies, Inc.
(Exact Name of Registrant as Specified in its Charter)
Table 1: Newly Registered 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 Unit | Maximum Aggregate Offering Price | Fee Rate | Amount of Registration Fee |
Fees to Be Paid | Equity | Common stock, $0.0001 par value per share | Rule 456(b) and Rule 457(r) | (1) | (1) | (1) | (2) | (2) |
| Equity | Preferred stock, par value $0.0000025 per share | Rule 456(b) and Rule 457(r) | (1) | (1) | (1) | (2) | (2) |
| Debt | Debt securities | Rule 456(b) and Rule 457(r) | (1) | (1) | (1) | (2) | (2) |
| Other | Warrants | Rule 456(b) and Rule 457(r) | (1) | (1) | (1) | (2) | (2) |
| Other | Units | Rule 456(b) and Rule 457(r) | (1) | (1) | (1) | (2) | (2) |
| | Total Offering Amounts | | | | N/A | | N/A |
| | Total Fees Previously Paid | | | | | | N/A |
| | Total Fee Offsets | | | | | | $92,700 | (3) |
| | Net Fee Due | | | | | | N/A |
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Table 2: Fee Offset Claims and Sources
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| Registrant or Filer Name | Form or Filing 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 Aggregate Offering Amount Associated with Fee Offset Claimed | Fee Paid with Fee Offset Source |
Rule 457(p) |
Fee Offset Claims | SoFi Technologies, Inc. | Form S-3 | 333-266180 | July 15, 2022 | | $92,700 | (3) | Unallocated (Universal Shelf) | Unallocated (Universal Shelf) | (3) | $1,000,000,000 | | |
Fee Offset Sources | SoFi Technologies, Inc. | Form S-3 | 333-266180 | | July 15, 2022 | | | | | | | $92,700 | (3) |
(1)An unspecified aggregate initial offering price and number or amount of the securities of each identified class is being registered as may from time to time be sold at unspecified prices. There is also being registered hereunder such currently indeterminate number of (i) shares or other securities of the registrant as may be issued upon conversion of, or in exchange for, convertible or exchangeable debt securities and/or preferred stock registered hereby, or (ii) shares of debt securities, common stock, preferred stock or units as may be issued upon exercise of warrants registered hereby, as the case may be, including under any applicable antidilution provisions. Any securities registered hereunder may be sold separately or together with other securities registered hereunder. Pursuant to Rule 416 under the Securities Act of 1933, as amended (the “Securities Act”), this registration statement also covers any additional securities that may be offered or issued in connection with any stock split, stock dividend or pursuant to anti-dilution provisions of any of the securities. Separate consideration may or may not be received for securities that are issuable upon conversion, exercise or exchange of other securities.
(2)The registrant is relying on Rule 456(b) and Rule 457(r) under the Securities Act of 1933, as amended, to defer payment of all of the registration fee. In connection with the securities offered hereby, the registrant will pay “pay-as-you-go registration fees” in accordance with Rule 456(b). The registrant will calculate the registration fee applicable to an offer of securities pursuant to this Registration Statement based on the fee payment rate in effect on the date of such fee payment.
(3)The registrant previously registered the offer and sale of up to $1 billion of securities pursuant to a Registration Statement on Form S-3 (File No. 333-266180), as filed with the Securities and Exchange Commission on July 15, 2022, originally filed and effective on July 27, 2022 (the “Prior Registration Statement”). In connection with the filing of the Prior Registration Statement, the registrant made a contemporaneous fee payment in the amount of $92,700. All of the securities registered for potential issuance and sale by the Registrant under the Prior Registration Statement remain unsold (the “Unsold Securities”). Pursuant to Rule 457(p) under the Securities Act, the registration fee of $92,700 that has already been paid and remains unused with respect to the Unsold Securities will offset any registration fee due in connection with this registration statement. All offerings under the Prior Registration Statement have been terminated or completed pursuant to Rule 457(p).