EX-FILING FEES 5 ny20003644x1_ex107.htm FILING FEES TABLE
Exhibit 107

Calculation of Filing Fee Tables
Form S-3
(Form Type)
Modiv Inc.
(Exact Name of Registrant as Specified in its Charter)

Table 1: Newly Registered and Carry Forward Securities

Security Type
 
Security Class Title
   
Fee Calculation or Carry Forward Rule
   
Amount Registered(2)
   
Proposed Maximum Offering Price Per Share
   
Maximum Aggregate Offering Price
   
Fee Rate
   
Amount of Registration Fee(3)
 
Equity(1)
 
Class C Common Stock, $0.001 par value per share
     
     
     
     
     
     
 
Equity(1)
 
Preferred Stock, $0.001 par value per share
     
     
     
     
     
     
 
Other(1)
 
Warrants
     
     
     
     
     
     
 
Other(1)
 
Rights
     
     
     
     
     
     
 
Other(1)
 
Units
     
     
     
     
     
     
 
Unallocated (Universal) Shelf(1)
 
     
457
(o)
   
(2
)
   
(2
)
 
$
200,000,000
     
0.0000927
   
$
18,540
 
Total Offering Amounts
                           
$
18,540
 
Total Fees Previously Paid
                             
 
Total Fee Offsets
                           
$
7,647.75(3
)
Net Fee Due
                           
$
10,892.25
 

(1) Represents securities that may be offered and sold from time to time in one or more offerings by Modiv Inc.

(2) This registration statement covers an indeterminate amount and number of securities of each identified class of securities up to a proposed maximum aggregate offering price of $200,000,000, which may be offered from time to time in unspecified numbers and at indeterminate prices, and as may be issued upon conversion, redemption, repurchase, exchange or exercise of any securities registered hereunder, including under any applicable anti-dilution provisions.  Separate consideration may or may not be received for securities that are issuable on conversion, redemption, repurchase or exchange of other securities.  Pursuant to Rule 416(a) promulgated under the Securities Act of 1933, as amended, this registration statement also covers an indeterminate number of securities that may become issuable as a result of stock splits, stock dividends or similar transactions relating to the securities registered hereunder.

(3) As set forth in Table 2 below, the registrant hereby partially offsets the registration fee required in connection with this filing by $7,647.75, which represents the remaining balance from the $7,740.45 fee previously paid by the registrant with respect to the registration of a maximum aggregate amount of $83,500,000 in shares of the registrant’s Class C Common Stock, $0.001 par value per share (“Class C Common Stock”), previously registered on a registration statement on Form S-11 (Registration No. 333-261529) filed with the Securities and Exchange Commission on December 8, 2021.  The registrant amended such registration statement on February 9, 2022 to, among other things, reduce the maximum aggregate offering amount to $1,000,000 in shares of Class C Common Stock, resulting in a registration fee of $92.70 and a remaining balance of $7,647.75 of the fee previously paid.  The offering of such shares of Class C Common Stock was completed on February 15, 2022.


Table 2: Fee Offset Claims and Sources

 
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(b) and 0-11(a)(2)
Fee Offset Claims
Fee Offset Sources
                       
Rule 457(p)
Fee Offset Claims
Modiv Inc.
S-11
333-261529
December 8, 2021
$7,647.75
Equity
Class C Common Stock
(3)
(3)
Fee Offset Sources
Modiv Inc.
S-11
333-261529
December 8, 2021
$7,740.45