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Exhibit 107

Calculation of Filing Fee Tables

Form S-3
(Form Type)

GAIA, 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
Registered
Proposed
Maximum
Offering Price
Per Unit
Maximum
Aggregate
Offering Price
Fee Rate
Amount of
Registration Fee
Carry
Forward
Form Type
Carry
Forward
File Number
Carry
Forward
Initial
Effective Date
Filing Fee
Previously Paid
In Connection
with Unsold
Securities
to be Carried
Forward

Newly Registered Securities
Fees to Be Paid
Equity
Class A common stock, par value $0.0001 per share
Rule 457(c)
10,000,000 (1)
$5.91 (2)
$59,100,000.00 (2)
0.00015310
$9,048.21 (3)
Fees Previously Paid
Carry Forward Securities
Carry Forward Securities
 
Total Offering Amounts
$59,100,000.00
$9,048.21
 
Total Fees Previously Paid
 
Total Fee Offsets
$9,048.21
 
Net Fee Due
$0


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 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
Gaia, Inc.
S-3
S-3/A
333-255734
May 3, 2021
May 21, 2021
 
$9,048.21 (4)
Equity
(4)
(4)
(4)
 
Fee Offset Sources
Gaia, Inc.
S-3
S-3/A
333-255734
 
May 3, 2021
May 21, 2021
         
$11,499.14 (4)

(1)
 
Pursuant to Rule 416 under the Securities Act of 1933, as amended (the “Securities Act”), the Class A common stock being registered hereunder shall include any additional shares that may become issuable as a result of any stock split, stock dividend, recapitalization or other similar transaction effected without the receipt of consideration that results in an increase in the number of Gaia, Inc.’s outstanding Class A common stock.
     
(2)
 
Estimated solely for the purpose of computing the amount of the registration fee pursuant to Rule 457(c) under the Securities Act, based on a per share price of $5.91, the average of the high and low sales price of the Registrant’s Class A common stock as reported on the NASDAQ Global Market on December 6, 2024.
     
(3)
 
Calculated in accordance with Section 6 of the Securities Act and Rule 457 under the Securities Act by multiplying 0.00015310 and the proposed maximum aggregate offering price.
     
(4)
 
The Registrant previously paid a filing fee of $11,499.14 in connection with the registration of up to 10,000,000 shares of Class A common stock that were previously registered under the Registrant’s registration statement on Form S-3 (File No. 333-255734) filed on May 3, 2021, as amended on May 21, 2021 (the “2021 Registration Statement”), of which 8,145,000 shares of Class A common stock remain unsold. Pursuant to Rule 457(p), the filing fee of $9,366.05 in connection with such $85,848,300.00 of shares of Class A common stock may be offset against the total filing fee due for this registration statement. Pursuant to Rule 457(p), the offering of such 8,145,000 shares of unsold Class A common stock under the 2021 Registration Statement will be deemed terminated as of the time of the filing of this registration statement.

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