0001789192
EX-FILING FEES
0001789192
2025-08-06
2025-08-06
0001789192
1
2025-08-06
2025-08-06
0001789192
2
2025-08-06
2025-08-06
0001789192
3
2025-08-06
2025-08-06
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
xbrli:pure
Exhibit
107
Calculation of Filing
Fee Tables
Form S-1
N2OFF,
Inc.
Table 1: Newly Registered
Securities
Fees
Previously Paid
Security
Type | |
Security
Class Title(1) | |
Fee
Calculation or Carry Forward Rule | |
Amount
Registered(1) | | |
Proposed
Maximum Offering Price Per Unit(2) | | |
Maximum
Aggregate Offering Price ($) | | |
Fee Rate
($) | | |
Amount
of Registration Fee ($) | |
Equity | |
Common
Stock, par value US$0.0001 per share | |
457(c) | |
| 69,119,898 | | |
| 0.24 | | |
| 16,588,775.52 | (3) | |
| 0.0001531 | | |
| 2,539.74 | |
Equity | |
Common Stock, par value US$0.0001 per share | |
457(c) | |
| 675,675 | | |
| 0.24 | | |
| 162,162 | (3) | |
| 0.0001531 | | |
| 24.82 | |
Equity | |
Common
Stock issuable upon exercise of the Pre-Funded Warrants | |
457(g) | |
| 574,325 | | |
$ | 0.24 | | |
| 137,838 | (3) | |
| 0.0001531 | | |
| 21.10 | |
Total Offering Amounts | | |
| | | |
| 16,888,775.52 | | |
| 0.0001531 | | |
| 2,585.66 | |
Total
Fee Offsets(x)
| | |
| | | |
| | | |
| | | |
| - | |
Net Fee Due | | |
| | | |
| | | |
| | | |
| 2,585.66 | |
(1) Pursuant
to Rule 416 under the Securities Act of 1933, as amended (or the Securities Act), an indeterminate number of additional securities are
registered hereunder that may be issued to prevent dilution in connection with a stock split, stock dividend, recapitalization, or similar
event or adjustment. In addition, an indeterminate number of ordinary shares are registered hereunder that may be issued upon conversion
of or exchange for any other securities.
(2) Represents
69,119,898 shares of Common Stock and Commitment Shares based on the average of the high and low price of our shares on The Nasdaq
Capital Market on July 30, 2025 of $0.24 per share, and Additional Commitment shares of Common Stock based on the price at which
the Pre-Funded Warrants may be exercised.
Table 2: Fee Offset
Claims and Sources
N/A
Table 3: Combined
Prospectuses
N/A