EX-FILING FEES 2 exhibit107-sx8xcalculation.htm EX-FILING FEES Document
Exhibit 107
CALCULATION OF FILING FEE TABLE

Form S-8
(Form Type)

Pulmonx Corporation
(Exact Name of Registrant as Specified in its Charter)
Table 1 – Newly Registered Securities
Security TypeSecurity Class TitleFee Calculation RuleAmount Registered(1)Proposed Maximum Offering Price Per UnitMaximum Aggregate Offering PriceFee RateAmount of Registration Fee
EquityCommon stock, $0.001 par value per share, 2020 Equity Incentive Plan
Other(2)
1,540,655(3)
$8.79(2)
 $13,542,357.45 0.00014760 $1,998.86
EquityCommon stock, $0.001 par value per share, 2020 Employee Stock Purchase Plan
Other(4)
385,163(5)
$7.47(4)
 $2,877,167.61 0.00014760 $424.67
EquityCommon stock, $0.001 par value per share, Non-Plan Inducement Stock Option Grant
Other(2)
425,116(6)
$8.79(2)
 $3,736,769.64 0.00014760 $551.55
EquityCommon stock, $0.001 par value per share, Non-Plan Inducement Restricted Stock Unit Award
Other(2)
205,286(7)
$8.79(2)
 $1,804,463.94 0.00014760 $266.34
Total Offering Amount—  $21,960,758.64 —  $3,241.42
Total Fee Offsets— — — — 
Net Fee Due— — — $3,241.42

(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 common stock, $0.001 par value per share (“Common Stock”), of Pulmonx Corporation (the “Registrant”) that become issuable under the plans set forth herein by reason of any stock dividend, stock split, recapitalization, or other similar transaction effected that results in an increase to the number of outstanding shares of Common Stock, as applicable.

(2)Estimated in accordance with Rule 457(c) and (h) under the Securities Act solely for the purpose of calculating the registration fee on the basis of $8.79 per share of Common Stock, the average of the high and low prices of the Common Stock as reported on The Nasdaq Global Select Market on March 14, 2024, a date that is within five business days prior to the date on which this Registration Statement is being filed.

(3)Represents 1,540,665 additional shares of Common Stock that were automatically added to the shares authorized for issuance under the Registrant’s 2020 Equity Incentive Plan (the “2020 Plan”) on January 1, 2024 pursuant to an annual “evergreen” increase provision contained in the 2020 Plan. Pursuant to such provision, the number of shares reserved for issuance under the 2020 Plan will automatically increase on the first day of each calendar year, starting on January 1, 2021 and continuing through January 1, 2030, by the lesser of (a) 4% of the total number of shares of Common Stock outstanding on December 31st of the immediately preceding calendar year and (b) a lesser number of shares determined by the Registrant’s board of directors.

(4)Estimated in accordance with Rule 457(c) and (h) under the Securities Act solely for the purpose of calculating the registration fee. The offering price per share and the aggregate offering price are based upon $7.47, which is 85% of the average of the high and low prices of the Common Stock as reported on The Nasdaq Global Select Market on March 14, 2024, a date that is within five business days prior to the date on which this Registration Statement is being filed.

(5)Represents 385,163 additional shares of Common Stock that were automatically added to the shares authorized for issuance under the Registrant’s 2020 Employee Stock Purchase Plan (the “2020 ESPP”) on January 1, 2024 pursuant to an annual “evergreen” increase provision contained in the 2020 ESPP. Pursuant to such provision, the number of shares reserved for issuance under the 2020 ESPP will automatically increase on the first day of each calendar year, starting on January 1, 2021 and continuing through January 1, 2030, by the


Exhibit 107
lesser of (a) 1% of the total number of shares of the Common Stock outstanding on December 31st of the immediately preceding calendar year, (b) 1,300,000 or (c) a lesser number of shares of Common Stock determined by the Registrant’s board of directors.

(6)Represents shares of Common Stock reserved for issuance upon the exercise of a stock option to be granted outside the 2020 Plan, but pursuant to the terms of the 2020 Plan as if such stock option was granted under the 2020 Plan, as an inducement grant pursuant to Nasdaq Listing Rule 5635(c)(4).

(7)Represents shares of Common Stock reserved for issuance upon the vesting of a restricted stock unit award to be granted outside the 2020 Plan, but pursuant to the terms of the 2020 Plan as if such restricted stock unit award was granted under the 2020 Plan, as an inducement grant pursuant to Nasdaq Listing Rule 5635(c)(4).