EX-FILING FEES 4 d413459dexfilingfees.htm EX-FILING FEES EX-FILING FEES

Exhibit 107.1

Calculation of Filing Fee Tables

Form S-8

(Form Type)

Sana Biotechnology, Inc.

(Exact Name of Registrant as Specified in its Charter)

Table 1: Newly Registered Securities

 

               
Security Type  

Security

Class

Title

  Fee
Calculation
Rule
  Amount
Registered(1)
  Proposed
Maximum
Offering
Price Per
Unit(2)
 

Maximum

Aggregate

Offering Price

 

Fee

Rate

  Amount of
Registration
Fee
               
Equity   Common stock, $0.0001 par value per share (“Common Stock”), reserved for issuance pursuant to the Registrant’s 2021 Incentive Award Plan, as amended   Rule 457(c), Rule 457(h)   9,551,666(3)   $5.17   $49,382,113.22   0.0001102   $5,441.91
               
Equity   Common Stock, reserved for issuance pursuant to the Registrant’s 2021 Employee Stock Purchase Plan, as amended   Rule 457(c), Rule 457(h)   1,910,333(4)   $5.17   $9,876,421.61   0.0001102   $1,088.38
         
Total Offering Amounts     $59,258,534.83     $6,530.29
         
Total Fee Offsets         $—(5)
         
Net Fee Due               $6,530.29

 

 

(1)

Pursuant to Rule 416(a) under the Securities Act of 1933, as amended (the “Securities Act”), the registration statement to which this exhibit relates (the “Registration Statement”) shall also cover any additional shares of the Common Stock of Sana Biotechnology, Inc. (“Registrant”) that become issuable under the Registrant’s 2021 Incentive Award Plan, as amended (the “2021 Plan”), and the Registrant’s 2021 Employee Stock Purchase Plan, as amended (the “ESPP”), by reason of any stock dividend, stock split, recapitalization, or similar transaction effected without the Registrant’s receipt of consideration that would increase the number of outstanding shares of Common Stock.

 

(2)

Estimated pursuant to Rule 457(c) and Rule 457(h) of the Securities Act solely for the purpose of calculating the registration fee. The proposed maximum offering price per share of $5.17 per share and proposed maximum aggregate offering price are based on the average of the high and low sale prices of the Registrant’s Common Stock as reported on the Nasdaq Global Select Market on May 2, 2023.

 

(3)

Represents additional shares of the Registrant’s Common Stock reserved for future grant under the 2021 Plan as a result of the automatic increase in shares reserved thereunder on January 1, 2023 pursuant to the terms thereof.

 

(4)

Represents additional shares of the Registrant’s Common Stock reserved for issuance under the ESPP as a result of the automatic increase in shares reserved thereunder on January 1, 2023 pursuant to the terms thereof.

 

(5)

The Registrant does not have any fee offsets.