EX-FILING FEES 2 lmndex107-formsx3filingfee.htm EX-FILING FEES Document

Exhibit 107
Calculation of Filing Fee Tables
Form S-3
(Form Type)

LEMONADE, 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(1)
Proposed
Maximum
Offering
Price Per
Unit
Maximum
Aggregate
Offering
Price
Fee
Rate
Amount of
Registration
Fee
Carry
Forward
Form
Type
Carry
Forward
File
Number
Carry
Forward
Initial
effective
date
Filing Fee
Previously
Paid In
Connection with
Unsold
Securities
to be
Carried
Forward
Fees to be PaidEquity
Common stock, par value $0.00001 per share, issuable upon
exercise of
warrants
Other
412,969(2)
$18.82(3)
$7,772,076.58$0.00011020$856.48
Fees to be PaidOtherWarrant to purchase common stockOther
7,846,646(4)
(5)
Total Offering Amounts$7,772,076.58$856.48
Total Fees Previously Paid
Total Fee Offsets
$856.48(6)
Net Fee Due




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
Rules 457(b) and 0-11(a)(2)
Fees Offset
Claims
Fees Offset
Sources
Rule 457(p)
Fee Offset
Claims
Lemonade, Inc.S-3333-268615
11/30/2022
(withdrawn 12/6/2022)
$856.48(6)
Equity
Common stock, par value $0.00001 per share, issuable upon
exercise of
warrants
$7,978,561.08$7,978,561.08
Fees Offset
Sources
Lemonade, Inc.S-3333-268615
11/30/2022
(withdrawn 12/6/2022)
$879.24

(1) Pursuant to Rule 416(a) of the Securities Act of 1933, as amended (the “Securities Act”), there are also being registered an indeterminable number of additional securities as may be issued to prevent dilution resulting from share splits, share dividends or similar transactions
(2) Consists of 412,969 shares of common stock issuable upon the exercise of the Selling Stockholder’s warrants.
(3) Estimated solely for the purpose of calculating the registration fee pursuant to Rules 457(c) of the Securities Act, and based upon the average of the high and low prices of the registrant’s common stock as reported on The New York Stock Exchange on December 2, 2022.
(4) Represents the resale of 7,846,646 warrants.
(5) In accordance with Rule 457(g) of the Securities Act, the entire registration fee for the warrants is allocated to the shares of common stock underlying the warrants, and no separate fee is payable for the warrants.
(6) The registrant previously registered certain warrants to purchase common stock and common stock issuable upon exercise of the warrants, pursuant to a Registration Statement on Form S-3 (Registration No. 333-268615) filed with the Securities and Exchange Commission on November 30, 2022, which the registrant subsequently withdrew on December 6, 2022 (the “Withdrawn Registration Statement”). As of the date of this registration statement, the registrant issued an aggregate of $0, representing $0 in registration fees, of such securities under the Withdrawn Registration Statement, leaving the balance of $7,978,561.08, representing $879.24 in registration fees, of such unsold securities under the Withdrawn Registration Statement. Pursuant to Rule 457(p) under the Securities Act, the registration fee of $879.24 that has already been paid and remains unused with respect to securities that were previously registered pursuant to the Withdrawn Registration Statement and were not sold thereunder will continue to be applied to the securities included in this registration statement.