EX-FILING FEES 6 d157842dexfilingfees.htm EX-FILING FEES EX-FILING FEES

Exhibit 107

Calculation of Filing Fee Table

Form S-8

(Form Type)

Sandisk Corporation

(Exact Name of the 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
Share(2)		  

Maximum

Aggregate

Offering

Price(2)

  

Fee

Rate

  

Amount of
Registration

Fee

               
Equity   Common Stock, par value $0.01 per share   457(c) and 457(h)   17,383,590(3)   $36.88(3)   $641,106,799.20(3)   $153.10 per $1,000,000   $98,153,45
               
Equity   Common Stock, par value $0.01 per share   457(c) and 457(h)   4,345,897(4)   $36.88   $160,276,681.36   $153.10 per $1,000,000   $24,538.36
               
Equity   Common Stock, par value $0.01 per share   457(c) and 457(h)   6,415,749(5)   $36.88   $236,612,823.12   $153.10 per $1,000,000   $36,225.42
         
Total Offering Amounts     $1,037,996,303.68     $158,917.23
         
Total Fee Offsets   —    —    —    $0.00
         
Net Fee Due               $158,917.23

 

(1)

Pursuant to Rule 416(a) promulgated under the Securities Act of 1933, as amended (the “Securities Act”), this Registration Statement shall also cover any additional shares of the Registrant’s common stock, par value $0.01 per share (“Common Stock”), that become issuable under the plans set forth herein by reason of any stock dividend, stock split, recapitalization or other similar transaction effected without the Registrant’s receipt of consideration which results in an increase in the number of the outstanding shares of Common Stock, as applicable.

 

(2)

Estimated solely for the purpose of calculating the registration fee pursuant to Rule 457(c) and Rule 457(h) under the Securities Act based upon the average of the high and low prices of the Common Stock on the “when-issued” trading market on the Nasdaq Global Select Market on February 14, 2025.

 

(3)

Represents the shares of Common Stock issuable under the LTIP.

 

(4)

Represents the shares of Common Stock issuable under the ESPP.

 

(5)

Represents the shares of Common Stock of the outstanding restricted stock unit and performance stock unit awards, which were assumed and converted by the Registrant in connection with the consummation of the spin-off contemplated by that certain Separation and Distribution Agreement, dated as of February 21, 2025, by and among the Registrant and Western Digital Corporation, a Delaware corporation