Exhibit 107
Calculation of Filing Fee Table
Form S-8
(Form Type)
TotalEnergies SE
(Exact Name of Registrant as Specified in its Charter)
Table 1: Newly Registered Securities
| Security Type | Security Class Title (1) | Fee Calculation Rule | Amount Registered(2) |
Proposed
Maximum Offering Price Per Share(3) |
Proposed Maximum Aggregate Offering Price |
Fee Rate | Amount
of Registration Fee |
| Equity | Shares, par value 2.50 euros per share | Other(3) | 1,900,000 | $71.59 | $136,021,000 | $0.00014760 | $20,076.70 |
| Total Fee Offset | $5,104.62 (4) | ||||||
| Net Fee Due | $14,972.08 | ||||||
| (1) | The Shares being registered under this registration statement may be represented by the Registrant’s American Depositary Shares. Each American Depositary Share represents one Share. |
| (2) | The maximum number of Shares to be delivered in the form of Shares or American Depositary Shares that may be offered under the TotalEnergies Holdings USA, Inc. 2023 Employee Shareholder Plan. Pursuant to Rule 416(c) under the Securities Act of 1933, this registration statement also covers an indeterminate amount of interests to be offered or sold pursuant to the employee benefit plan(s) described herein. |
| (3) | Estimated solely for the purposes of computing the amount of the registration fee pursuant to Rules 457(c) and 457(h) under the Securities Act of 1933, based upon the average of the high and low prices of the Registrant’s American Depositary Share reported on The New York Stock Exchange on April 19, 2024, which date is within five business days prior to filing this Registration Statement. |
| (4) | See “Table 2: Fee Offset Claims and Sources” to this Exhibit 107 for information related to the fee offset. |
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(p) | |||||||||||
| Fee Offset Claims(1) | TotalEnergies SE | S-8 | 333-271464 | April 27, 2023 | $5,104.62 | Equity | Shares, par value 2.50 euros per share | 1,685,587 | $106,562,810.14 | ||
| Fee Offset Sources | TotalEnergies SE | S-8 | 333-271464 | April 27, 2023 | $5,753.95 (1) | ||||||
| (1) | 1,685,587 Shares under the TotalEnergies Holdings USA, Inc. 2023 Employee Shareholder Plan (“2023 Plan”) remain unsold and are not subject to outstanding awards, and are therefore being removed/withdrawn (terminated) from registration pursuant to a post-effective amendment to the Form S-8 registration statement (Registration No. 333- 271464), filed on April 27, 2023 (the “Prior Registration Statement”), which is being filed by the Registrant concurrently with this Registration Statement. Pursuant to Rule 457(p) under the Securities Act of 1933, as amended, the Registrant is offsetting the registration fee due under this Registration Statement by $5,104.62, which represents the portion of the registration fee previously paid with respect to $106,562,810.14 of unsold securities previously registered on the Prior Registration Statement. The fees paid with respect to the Prior Registration Statement were offset from previous registration statements filed by the Registrant, which were subsequently removed from registration pursuant to post-effective amendments. |