EX-FILING FEES 2 exhibit107-sx8.htm EX-FILING FEES Document
Exhibit 107
Calculation of Filing Fee Tables
FORM S-8
(Form Type)
Leonardo DRS, Inc.
(Exact Name of Registrant as Specified in its Charter)
Table 1: Newly Registered Securities
Security TypeSecurity
Class Title
Fee Calculation Rule
Amount Registered(1)
Proposed Maximum Offering Price Per Unit
Proposed Maximum Aggregate Offering PriceFee RateAmount of Registration Fee
EquityCommon stock, par value $0.01 per shareOther
5,382,851(2)
$8.38(4)
$45,108,291.38(4)
0.00011020$4,970.93
EquityCommon stock, par value $0.01 per shareOther
7,033,633(3)
$9.89(5)
$69,562,630.37(5)
0.00011020$7,665.80
Total Offering Amounts12,416,484$114,670,921.75$12,636.74
Total Fee Offsets$12,636.74
Net Fee Due$0
(1)Pursuant to Rule 416(a) promulgated under the Securities Act of 1933, as amended (the “Securities Act”), this registration statement on Form S-8 (the “Registration Statement”) to which this exhibit relates shall also cover any additional shares of the common stock of Leonardo DRS, Inc. (the “Company,” and such shares, “Company Common Stock”) that become issuable by reason of any stock dividend, stock split, recapitalization or other similar transaction that results in an increase in the number of outstanding shares of Company Common Stock.
(2)Represents shares of Company Common Stock issuable upon the exercise of options outstanding under the Company's 2022 Omnibus Equity Compensation Plan (the “Omnibus Plan”). Pursuant to the Agreement and Plan of Merger, dated as of June 21, 2022, by and among the Company, RADA Electronic Industries (“RADA”) and Blackstart Ltd. (“Merger Sub”), a company organized under the laws of the State of Israel and a wholly owned subsidiary of the Company, effective as of November 28, 2022, Merger Sub merged with and into RADA (the “Merger”), with RADA surviving the Merger as a wholly owned subsidiary of the Company. At the effective time of the Merger, each outstanding option to purchase shares of RADA common stock was converted into an option to purchase shares of Company Common Stock, subject to appropriate adjustments to the number of shares and the exercise price of such award. The number of shares registered hereunder includes the maximum number of shares of Company Common Stock issuable upon the vesting or exercise of such equity awards, subject to appropriate adjustments thereto.
(3)Represents shares of Company Common Stock reserved for future issuance under the Omnibus Plan.
(4)Estimated in accordance with Rule 457(h) of the Securities Act solely for the purpose of calculating the registration fee. The offering price per share and the aggregate offering price are based upon $8.38, which is the weighted-average exercise price (rounded to the nearest cent) of the outstanding option awards under the Omnibus Plan.
(5)Estimated solely for the purpose of calculating the registration fee required by Section 6(b) of the Securities Act and calculated in accordance with Rules 457(c) and 457(h) promulgated thereunder. The aggregate offering price is the average of the high and low prices of Ordinary Shares of RADA (the predecessor to the Company) as reported on the NASDAQ Capital Market on November 25, 2022.


Exhibit 107
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(q)
Fee Offset Claims
Leonardo DRSS-1333-
253583
February 26, 2021$12,636.74EquityCommon Stock, par value $0.01 per share36,685,000$807,070,000
Fee Offset Claims
Leonardo DRSS-1333-
253583
March 15, 2021
$77,141.34(1)
(1)The registration fee previously paid in connection with Amendment No. 2 to the Company's Registration Statement on Form S-1 filed on March 15, 2021 was $77,141.34, of which $29,228.94 is available to be claimed as a fee offset and $12,636.74 is being applied to this Registration Statement.