EX-FILING FEES 8 ny20041535x1_ex107.htm FILING FEES TABLE

Exhibit 107

Calculation of Filing Fee Tables

Form S-1/A
(Form Type)

Momentus, 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
 Share(2)
 
Proposed
 Maximum
 Aggregate
 Offering Price (1)(2)(3)
 
Fee
 Rate
 
Amount of
 Registration
 Fee
                 
Fees to be Paid
Equity
 
Common stock (4)
 
457(o)
 
 
 
$10,005,000
 
0.00015310
 
$1,531.77
Fees to be Paid
Equity
 
Pre-funded warrants (4)(5)
 
457(g)
 
 
 
Included above
 
 
Fees to be Paid
Equity
 
Common stock issuable upon exercise of pre-funded warrants (4)
 
457(o)
 
 
 
Included above
 
 
Fees to be Paid
Equity
 
Warrants (5)
 
457(g)
 
 
 
 
 
Fees to be Paid
Equity
 
Placement agent warrants (5)
 
457(g)
 
 
 
 
 
Fees to be Paid
Equity
 
Common stock issuable upon exercise of warrants
 
457(o)
 
 
 
$10,005,000
 
0.00015310
 
$1,531.77
Fees to be Paid
Equity
 
Common stock issuable upon exercise of placement agent warrants
 
457(o)
 
 
 
$550,275
 
0.00015310
 
$84.25
           
 
Total Offering Amounts
     
$20,560,275
     
$3,147.79
           
 
Total Fee Previously Paid
             
           
 
Total Fee Offsets
             
$3,147.79 (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
   
Rule 457(p)
 
                         
Fee Offset Claims
     
Form S-1
 
333-
283539
 
December 2, 2024
     
$3,147.79
 
Equity
 
Class A common stock, $0.00001 par
 value per share
 
N/A
 
$41,218,158.07
 
                         
Fee-Offset Sources
 
Momentus, Inc.
 
Form S-1
 
333-
283539
     
December 2, 2024
 
 
 
 
 

$3,147.79


(1)
Estimated solely for purposes of calculating the registration fee in accordance with Rule 457(o) under the Securities Act of 1933, as amended (the “Securities Act”).


(2)
Pursuant to Rule 416 under the Securities Act, the securities registered hereby also include an indeterminate number of additional securities as may from time to time become issuable by reason of stock splits, stock dividends, recapitalizations, or other similar transactions.


(3)
Includes the price of additional shares of common stock that may be issued upon exercise of the over-allotment option granted to the underwriters to cover over-allotments, if any.


(4)
The proposed maximum aggregate offering price of the common stock will be reduced on a dollar-for-dollar basis based on the offering price of any pre-funded warrants issued in the offering, and the proposed maximum aggregate offering price of the pre-funded warrants to be issued in the offering will be reduced on a dollar-for-dollar basis based on the offering price of any common stock issued in the offering. Accordingly, the proposed maximum aggregate offering price of the common stock, and pre-funded warrants (including the common stock issuable upon exercise of the pre-funded warrants), if any, is $8,000,000.


(5)
No fee pursuant to Rule 457(g) of the Securities Act.


(6)
The Registrant previously filed a Registration Statement on Form S-1 with the Securities and Exchange Commission on December 2, 2024 (File No. 333-283539), as amended, which was declared effective on December 17, 2024 (the “Initial Registration Statement”), that registered an aggregate of $46,218,158.07 of securities to be offered by the Registrant, for which the Registrant paid a filing fee of $7,076.00. On December 18, 2024, the Registrant completed a primary offering of $5,000,000 of its securities registered under the Initial Registration Statement and $41,218,158.07 of the securities remain unsold, leaving $5,530.58 in previously paid fees available for future offset. The Registrant filed a Registration Statement on Form S-1 with the Securities and Exchange Commission on December 11, 2024 (File No. 333-283727), as amended, which was declared effective on January 2, 2025 (the “Subsequent Registration Statement”). In connection with the filing of the Subsequent Registration Statement, $122.24 of the fees available for offset were used towards the filing fee of the Subsequent Registration Statement. In accordance with Rule 457(p) under the Securities Act, the Registrant is using $3,147.79 of the unused filing fees to offset the filing fee payable in connection with this filing. Accordingly no registration fee of is due to be paid at this time. Concurrently with the effectiveness of this registration statement, any offering of unsold securities pursuant to the Prior Registration Statement is hereby terminated.