EX-FILING FEES 11 neonctechnologies_ex107.htm EXHIBIT 107

 

Exhibit 107

 

Calculation of Filing Fee Tables

 

Form S-1

(Form Type)

 

NeOnc Technologies Holdings, Inc.

(Exact Name of Registrant as Specified in its Charter)

 

Table 1: Newly Registered and Carry Forward Securities

 

  Security
Type
Security Class Title Fee
Calculation
or Carry
Forward Rule
Amount
To Be
Registered
Maximum
Offering
Price Per
Share
(1)
Maximum
Aggregate
Offering
Price
Fee
Rate
(3)
Amount of
Registration
Fee
Newly Registered Securities
Fees to Be Paid Equity Common Stock, par value $0.0001 per share 457(f)(2) 158,548(2) - $5.28 0.00015310 $0.00
Fees Previously Paid Equity Common Stock, par value $0.0001 per share 457(f)(2) 1,972,765(2) - $65.75 0.00015310 $0.01
Carry Forward Securities
Carry Forward Securities N/A N/A N/A N/A   N/A    
  Total Offering Amounts       $0.01
  Total Fees Previously Paid       -
  Total Fee Offsets(4)       $14,003.60
  Net Fee Due       $0.00

 

(1) Estimated solely for purposes of calculating the registration fee pursuant to Rule 457(a) of the Securities Act. Given that there is no proposed maximum offering price per ordinary share, the Registrant calculated the proposed maximum aggregate offering price, by analogy to Rule 457(f)(2), based on one-third of the par value of registrant's common stock being registered of $0.00003333 per share. Given that the Registrant’s ordinary shares are not traded on an exchange or over-the-counter, the Registrant did not use the market prices of its ordinary shares in accordance with Rule 457(c).
(2) Represents 2,131,313 shares of the registrant’s common stock being registered for resale by our shareholders identified in this prospectus, or their permitted transferees, in connection with our direct listing on the Nasdaq Global Market.
(3) Calculated pursuant to Rule 457(o) under the Securities Act at a rate equal to $153.10 per $1,000,000 of the proposed maximum aggregate offering price, subject to offset pursuant to Rule 415(a)(6).
(4)A registration fee of $14,003.60 was previously paid in connection with the Prior S-1 (defined below).

 

 

 

 

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
Rules 457(b) and 0-11(a)(2)
Fee Offset Claims                                  
Fee Offset Sources                                  
Rule 457(p)
Fee Offset Claims  NeOnc Technologies Holdings, Inc.  S-1  333- 276124(1)  December 18, 2023  March 1, 2024  $14,003.60  Equity  Common Stock, $0.0001 par value per share      $94,875,000  $14,003.60

 

(1)The Registrant paid a registration fee of $14,003.60 in connection with the registration of $94,875,000 of shares of common stock, par value $0.0001 per share, pursuant to the Registration Statement on Form S-1 (File No. 333-260337) (the “Prior S-1”). The Prior S-1 was not declared effective by the Securities and Exchange Commission, and no securities were issued or sold thereunder. The Prior S-1 was withdrawn by filing a Form RW on June 12, 2024. In accordance with Rule 457(p) under the Securities Act, the total amount of the registration fee due upon the initial filing of this Registration Statement is offset by $14,003.60, representing the fee paid in connection with the Prior S-1.