EX-FILING FEES 5 tivic_ex107.htm CALCULATION OF FILING FEE TABLES

Exhibit 107

CALCULATION OF FILING FEE TABLES

 

Form S-1

(Form Type)

 

Tivic Health Systems, Inc.

(Exact Name of Registrant as Specified in its Charter)

 

Table 1: Newly Registered Securities

 

                                                                 
                 
   

Security

Type

    Security Class Title     Fee
Calculation
or Carry
Forward
Rule
   

Amount

Registered

    Proposed
Maximum
Offering
Price Per
Share
    Proposed
Maximum
Aggregate
Offering
Price
    Fee Rate     Amount of
Registration
Fee
 
Newly Registered Securities  
 Fees to be Paid                                                                

 Fees previously paid

    Equity      

Common Stock,

$0.0001 par
value per
share

 

 
 
 

    Rule 457(c)       602,245(1)        $4.07      $2,451,137.15                 $375.27 (3)
Carry Forward Securities  

Carry

Forward

Securities

                                                               
      Total Offering Amounts                               $375.27  
      Total Fees Previously Paid                               $375.27  
      Total Fees Offsets                               -  
      Net Fee Due                               $0.00  

 

(1)Represents the shares of common stock, par value $0.0001 per share (“Common Stock”), of Tivic Health Systems, Inc. (the “Registrant”) that may be offered for resale by the selling stockholder pursuant to the prospectus contained in the Registration Statement on Form S-1, as amended (the “Registration Statement”), to which this exhibit is attached. The Registration Statement registers up to an aggregate of 602,245, consisting of (i) up to 540,958 shares of Common Stock issuable upon conversion of shares of Series B Non-Voting Convertible Preferred Stock (“Series B Preferred”) of the Registrant issued to the selling stockholder on June 25, 2025 pursuant to that Securities Purchase Agreement entered into by and between the Registrant and the selling stockholder on April 29, 2025 (the “Purchase Agreement”); and (ii) up to 61,287 shares of Common Stock issuable to the selling stockholder upon exercise of warrants to purchase Common Stock issued together with the shares of Series B Preferred to the selling stockholder on June 25, 2025 pursuant to the Purchase Agreement. Pursuant to Rule 416(a) of the Securities Act of 1933, as amended (the “Securities Act”), the Registration Statement shall also cover any additional shares of Common Stock that become issuable by reason of any stock dividend, stock split, recapitalization or other similar transaction effected without receipt of consideration that increases the number of outstanding shares of Common Stock.
   
(2)Estimated solely for the purpose of calculating the amount of the registration fee pursuant to Rule 457(c) under the Securities Act. The offering price per share and aggregate offering price are based upon the average of the high and low prices for the Common Stock, as reported on the Nasdaq Capital Market on July 18, 2025, a date within five business days prior to the filing of the Registration Statement.
   
(3)A registration fee of $5,206.77 was previously paid by the Registrant in connection with the initial filing of the Registration Statement, as filed with the Securities and Exchange Commission on June 6, 2025, which provided for the registration of 8,438,949 shares of Common Stock. The number of shares of Common Stock being registered pursuant to the Registration Statement is being decreased, by amendment, to 602,245 shares.