EX-FILING FEES 4 d309484dexfilingfees.htm EX-FILING FEES EX-FILING FEES

Exhibit 107.1

Calculation of Filing Fee Tables

Form S-8

(Form Type)

Cullinan Oncology, 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
 

Maximum
Aggregate

Offering
Price

  

Fee

Rate

   Amount of
Registration
Fee
               
Equity    Common stock, $0.0001
par value per
share
   Rules 457(c)
and 457(h)
  442,921 (2)   $11.20 (3)   $4,962,043.96    0.0000927    $460.00
               
Equity    Common stock, $0.0001
par value per
share
   Rules 457(c)
and 457(h)
  1,111,309(4)   $13.18 (5)   $14,647,052.62    0.0000927    $1,358.00
               
Equity    Common stock, $0.0001
par value per
share
   Rule 457(h)   780,500 (6)   $13.60   $10,614,800.00    0.0000927    $984.00
               
Equity    Common stock, $0.0001
par value per
share
   Rule 457(h)   107,796 (7)   $14.34   $1,545,794.64    0.0000927    $144.00
               
Equity    Common stock, $0.0001
par value per
share
   Rule 457(h)   215,000(8)   $12.93   $2,779,950.00    0.0000927    $258.00
         
Total Offering Amounts     $34,549,641.22       $3,204.00
         
Total Fee Offsets (9)          
         
Net Fee Due                 $3,204.00

 

(1)

Pursuant to Rule 416(a) under the Securities Act of 1933, as amended (the “Securities Act”), this registration statement on Form S-8 (“Registration Statement”) shall also cover any additional shares of the common stock of Cullinan Oncology, Inc. (the “Registrant”) that become issuable in respect of the securities identified in the above table by reason of any stock dividend, stock split, recapitalization or other similar transaction effected without the Registrant’s receipt of consideration that results in an increase in the number of the outstanding shares of the Registrant’s common stock.

(2)

Represents additional shares of the Registrant’s common stock automatically reserved and available for issuance under the Registrant’s 2021 Employee Stock Purchase Plan (the “2021 ESPP”) resulting from the annual “evergreen” increase in the number of authorized shares reserved and available for issuance under the 2021 ESPP on January 1, 2022. The annual increase was equal to one percent (1%) of the number of shares of common stock issued and outstanding on December 31, 2021.


(3)

Estimated in accordance with Rules 457(c) and (h) of the Securities Act, solely for the purpose of calculating the registration fee. The proposed maximum offering price per share is equal to 85% of $13.18, which was computed by averaging the $13.65 (high) and $12.71 (low) prices of a share of the Registrant’s common stock as reported on The Nasdaq Global Select Market on March 7, 2022. Under the 2021 ESPP, the purchase price of a share of common stock is equal to 85% of the fair market value of the Registrant’s common stock on the offering date or the exercise date, whichever is less.

(4)

Represents additional shares of the Registrant’s common stock automatically reserved and available for issuance under the Registrant’s 2021 Stock Option and Incentive Plan (the “2021 Plan”) resulting from the annual “evergreen” increase in the number of authorized shares reserved and available for issuance under the 2021 Plan on January 1, 2022. The annual increase was equal to five (5%) percent of the number of shares of stock issued and outstanding on December 31, 2021.

(5)

Estimated in accordance with Rules 457(c) and (h) of the Securities Act, solely for the purpose of calculating the registration fee. The proposed maximum offering price per share of $13.18 was computed by averaging the $13.65 (high) and $12.71 (low) prices of a share of the Registrant’s common stock as reported on The Nasdaq Global Select Market on March 7, 2022.

(6)

Represents shares of common stock reserved for issuance upon the exercise of options previously granted on February 11, 2022 under the 2021 Plan.

(7)

Represents shares of common stock reserved for issuance upon the exercise of options previously granted on February 28, 2022 under the 2021 Plan.

(8)

Represents shares of common stock reserved for issuance upon the vesting of performance stock units previously granted on March 5, 2022 under the 2021 Plan.

(9)

The Registrant does not have any fee off-sets.