EX-FILING FEES 9 exhibit1071-filingfeetable.htm EX-FILING FEES Document

EXHIBIT 107.1
Calculation of Filing Fee Tables
FORM S-8
(Form Type)
UpHealth, Inc.
(Exact Name of Registrant as Specified in its Charter)
Table 1: Newly Registered and Carry Forward Securities

Security TypeSecurity
Class
Title
Fee
Calculation
or Carry
Forward
Rule
Amount
Registered
(1)
Proposed
Maximum
Offering
Price Per
Unit
(2)
Maximum
Aggregate
Offering Price
Fee RateAmount 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 PaidEquityCommon stock, par value $0.0001 per share, reserved for issuance pursuant to the 2021 Equity Incentive Plan
Other(2)
7,213,948(3)
$0.58$4,184,089.840.0000927$387.87
Fees Previously Paid
Carry Forward Securities
Carry Forward Securities
Total Offering Amounts$387.87
Total Fees Previously Paid
Total Fee Offsets
Net Fee Due$387.87

(1)
Pursuant to Rule 416 under the Securities Act of 1933, as amended (the “Securities Act”), this Registration Statement shall also cover any additional shares of common stock, par value $0.0001 per share (“Common Stock”) of UpHealth, Inc. (the “Registrant”) that become issuable under the Registrant’s 2021 Equity Incentive Plan (the “Plan”) by reason of any stock dividend, stock split, recapitalization or any other similar transaction effected without the receipt of consideration which results in an increase in the number of shares of our outstanding Common Stock.

(2)Estimated solely for the purpose of calculating the registration fee in accordance with Rule 457(c) and Rule 457(h) of the Securities Act. The price per share and aggregate offering price are calculated on the basis of $0.58, the average of the high and low price of the Registrant’s Common Stock on July 1, 2022, as reported on the New York Stock Exchange.

(3)Represents shares of Common Stock issuable pursuant to the Plan being registered herein, which shares consist of shares of Common Stock reserved and available for delivery with respect to awards under the Plan, shares of Common Stock that may again become available for delivery with respect to awards under the Plan pursuant to the share counting, share recycling and other terms and conditions of the Plan.