EX-FILING FEES 2 exhibit107s-8january12022e.htm EX-FILING FEES Document
Exhibit 107
CALCULATION OF FILING FEE TABLES
Form S-8
Allbirds, Inc.
Table 1: Newly Registered Securities
Security TypeSecurity Class TitleFee Calculation Rule
Amount to be Registered (1)
Proposed Maximum Offering Price Per ShareProposed Maximum Aggregate Offering PriceFee RateAmount of Registration Fee
EquityClass A common stock, $0.0001 par value per share, reserved for future issuance pursuant to the Registrant’s 2021 Equity Incentive Plan
Other(4)
5,882,100(2)
$6.05(4)
$35,586,705.0000927$3,299
EquityClass A common stock, $0.0001 par value per share, reserved for future issuance pursuant to the Registrant’s 2021 Employee Stock Purchase Plan
Other(5)
1,470,525(3)
$5.15(5)
$7,573,204.0000927$703
Total Offering Amounts$43,159,909$4,002
Total Fees Previously Paid
Total Fee Offsets
Net Fee Due$4,002

(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 Class A common stock of Allbirds, Inc. (the “Registrant”) that become issuable under the Registrant’s 2021 Equity Incentive Plan (the “2021 Plan”) and the Registrant’s 2021 Employee Stock Purchase Plan (the “2021 ESPP”) 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 the Registrant’s Class A common stock, as applicable.
(2)    Represents shares of Class A common stock that were added to the shares reserved for future issuance under the 2021 Plan on January 1, 2022, pursuant to an evergreen provision contained in the 2021 Plan. Pursuant to such provision, the number of shares reserved for issuance under the 2021 Plan will automatically increase on January 1 of each year for a period of 10 years, beginning on January 1, 2022 and continuing through (and including) January 1, 2031, in an amount equal to 4% of the total number of shares of the Registrant’s common stock (both Class A and Class B) outstanding on December 31 of the immediately preceding year, except that, before the date of any such increase, the Registrant’s board of directors may determine that the increase for such year will be a lesser number of shares.
(3)     Represents shares of Class A common stock that were added to the shares reserved for future issuance under the 2021 ESPP on January 1, 2022, pursuant to an evergreen provision contained in the 2021 ESPP. Pursuant to such provision, the number of shares reserved for issuance under the 2021 ESPP will



automatically increase on January 1 of each year for a period of 10 years, beginning on January 1, 2022 and continuing through (and including) January 1, 2031, by the lesser of (a) 1% of the total number of shares of the Registrant’s common stock (both Class A and Class B) outstanding on December 31 of the immediately preceding year and (b) 2,850,000 shares, except that, before the date of any such increase, the Registrant’s board of directors may determine that the increase for such year will be less than the amount set forth in clauses (a) and (b).
(4)     Estimated in accordance with Rules 457(c) and 457(h) solely for the purpose of calculating the registration fee on the basis of $6.05 per share, which is the average of the high and low selling prices per share of the Registrant’s Class A common stock on March 25, 2022 as reported on the Nasdaq Global Select Market.
(5)    Estimated in accordance with Rules 457(c) and 457(h) solely for the purpose of calculating the registration fee. The offering price per share and the aggregate offering price are based upon $5.15, which is the average of the high and low selling prices per share of the Registrant’s Class A common stock on March 25, 2022 as reported on the Nasdaq Global Select Market multiplied by 85%, which is the percentage of the price per share applicable to purchases under the 2021 ESPP.