EX-FILING FEES 6 ea023777301ex-fee_xiaoicorp.htm FILING FEE TABLE

Exhibit 107

 

Calculation of Filing Fee Table

 

           S-8         

(Form Type)

 

                 XIAO-I CORPORATION                

(Exact Name of Registrant as Specified in its Charter)

 

Table 1: Newly Registered Securities

 

Security Type  Security
Class Title(1) 
  Fee
Calculation
Rule
  Amount
Registered(2)
   Proposed
Maximum
Offering
Price Per
Share(3)(4)
   Maximum
Aggregate
Offering
Price(3)(4)
   Fee Rate   Amount of
Registration
Fee
 
Equity  Ordinary Share, par value $0.00005 per share to be issued under the 2025 Share Incentive Plan  Rule 457(c)
and 457(h)
   4,214,684   $0.8136    3,429,066.90    0.00015310   $524.9901 
Total Offering Amounts:               3,429,066.90        $524.9901 
Total Fee Offsets:                           
Net Fee Due:                         $524.9901 

 

(1) The securities to be registered hereby may be represented by American Depositary Shares, or ADSs, of Xiao-I Corporation (the “Registrant”). Each ADS represents three ordinary shares, par value of US$0.00005 per share, of the Registrant (“Ordinary Share”). The Registrant’s ADSs issuable upon deposit of the securities registered hereby have been registered under a separate registration statement on Form F-6 (File No. 333-269502) initially filed with the Securities Exchange Commission (the “SEC”) on February 1, 2023, as amended.

 

(2) This registration statement on Form S-8 (this “Registration Statement”) registers Ordinary Shares issuable pursuant to the Registrant’s 2025 Share Incentive Plan (the “Plan”). In accordance with Rule 416(a) under the Securities Act of 1933, as amended (the “Securities Act”), this Registration Statement also covers an indeterminate number of additional securities which may be offered and issued under the Plan to prevent dilution from stock splits, stock dividends or similar transactions as provided in the Plan.

 

(3) The proposed maximum offering price per share, which is estimated solely for purposes of calculating the registration fee under Rule 457(h) and Rule 457(c) under the Securities Act, is based on the average of the high ($2.77) and low ($2.1116) sale prices of the Registrant’s ADSs, as quoted on the Nasdaq Global Market on April 9, 2025 divided by 3, the then ADS-to-Ordinary Share ratio.

 

(4) Any Ordinary Shares covered by an award granted under the Plan (or portion of an award) that expires, for any reason, is cancelled or terminated without having been exercised or settled or that is forfeited or repurchased and held as treasury shares shall be deemed not to have been issued for purposes of determining the maximum aggregate number of Ordinary Shares which may be issued under the Plan.