Exhibit 107
Calculation of Filing Fee Tables
Form S-8
(Form Type)
Axogen, Inc.
(Exact Name of Registrant as Specified in its Charter)
Table 1: Newly Registered Securities
| Security Type | Security Class Title |
Fee Calculation Rule |
Amount |
Proposed Offering Price |
Maximum Price |
Fee Rate |
Amount of Registration Fee | |||||||
| Equity | Common Stock, $0.01 par value per share |
Other | 65,800(2) | $6.88(3) | $452,704 | .00014760 | $66.8191104 | |||||||
| Equity | Common Stock, $0.01 par value per share |
Other | 150,000(4) | $8.16(3) | $1,224,000 | .00014760 | $180.6624 | |||||||
| Equity | Common Stock, $0.01 par value per share |
Other | 412,500(5) | $10.69(6) | $4,409,625 | .00014760 | $650.86065 | |||||||
| Equity | Common Stock, $0.01 par value per share |
Other | 100,000(7) | $10.69(6) | $1,069,000 | .00014760 | $157.7844 | |||||||
| Total Offering Amounts | $ | $1,056.12656 | ||||||||||||
| Total Fee Offsets | — | — | ||||||||||||
| Net Fee Due | $1,056.12656 | |||||||||||||
| (1) | Pursuant to Rule 416 under the Securities Act of 1933, as amended (the “Securities Act”), this Registration Statement shall also cover any additional shares of common stock, $0.01 par value (the “Common Stock”) of Axogen, Inc. (the “Registrant”), which become issuable by reason of any stock dividend, stock split, recapitalization or any other similar transaction effected without receipt of consideration which results in an increase in the number of the Registrant’s outstanding shares of Common Stock. |
| (2) | Represents shares of Common Stock of the Registrant issuable upon the exercise of outstanding non-qualified option awards granted to Harold Tamayo on December 1, 2023, outside of the Axogen, Inc. Amended and Restated 2017 Employee Stock Purchase Plan (the “Plan”) as an inducement material to entry into employment with the Registrant, in accordance with Nasdaq Listing Rule 5635(c)(4) (the “Inducement Option Award”). The Inducement Option Awards have an exercise price of $6.88 per share. |
| (3) | Estimated solely for the purpose of calculating the registration fee pursuant to Rule 457(h) of the Securities Act. The price per share and aggregate offering price are calculated on the basis of the exercise price of the shares underlying the applicable Inducement Stock Option Award. |
| (4) | Represents (i) 90,000 shares of Common Stock of the Registrant issuable upon the exercise of outstanding non-qualified option awards granted to Marc Began on March 1, 2023, (ii) 60,000 shares of Common Stock of the Registrant issuable upon the exercise of outstanding non-qualified option awards granted to Jens Schroeder Kemp on March 1, 2023, each made as an Inducement Option Award. The Inducement Option Awards have an exercise price of $8.16 per share. |
| (5) | Represents (i) 30,000 shares of Common Stock of the Registrant issuable upon vesting and settlement of Restricted Stock Units (“RSUs”) granted to Jens Schroeder Kemp on March 1, 2023, (ii) 45,000 shares of Common Stock of the Registrant issuable upon vesting and settlement of RSUs granted to Marc Began on March 1, 2023, (iii) 37,500 shares of Common Stock of the Registrant issuable upon vesting and settlement of RSUs granted to Harold Tamayo on December 1, 2023, and (iv) 300,000 shares of Common Stock of the Registrant issuable upon vesting and settlement of RSUs granted to Nir Naor on January 1, 2024, outside of Registrant’s Plan as an inducement material to entry into employment with the Registrant, in accordance with Nasdaq Listing Rule 5635(c)(4). |
| (6) | Estimated solely for the purpose of calculating the registration fee pursuant to Rules 457(c) and 457(h) under the Securities Act, based on the average of the high and low sales prices of the Common Stock as reported on The Nasdaq Capital Market on March 1, 2024, which was $10.69 per share. |
| (7) | Represents 100,000 shares of Common stock reserved for issuance pursuant to the Axogen, Inc. Inducement Equity Incentive Plan (the “Plan”). |