Please wait
S-3 S-3 EX-FILING FEES 0001282648 BATTALION OIL CORP N/A 0.0001381 0.0001381 0.0001381 0.0001381 0.0001381 0.0001381 Y N 0001282648 2026-04-20 2026-04-20 0001282648 1 2026-04-20 2026-04-20 0001282648 2 2026-04-20 2026-04-20 0001282648 3 2026-04-20 2026-04-20 0001282648 4 2026-04-20 2026-04-20 0001282648 5 2026-04-20 2026-04-20 0001282648 6 2026-04-20 2026-04-20 0001282648 7 2026-04-20 2026-04-20 0001282648 8 2026-04-20 2026-04-20 0001282648 1 2026-04-20 2026-04-20 0001282648 2 2026-04-20 2026-04-20 iso4217:USD xbrli:pure xbrli:shares

Calculation of Filing Fee Tables

S-3

BATTALION OIL CORP

Table 1: Newly Registered and Carry Forward Securities ☐Not Applicable

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 1 Equity Common Stock, par value $0.0001 per share Other 36,999,134 $ 3.12 $ 115,437,298.08 0.0001381 $ 15,941.89
Equity Common Stock, par value $0.0001 per share 457(o)
Equity Preferred Stock, par value $0.0001 per share 457(o)
Equity Depositary Shares 457(o)
Other Warrants 457(o)
Other Purchase Contracts 457(o)
Other Units 457(o)
Fees to be Paid 2 Unallocated (Universal) Shelf 457(o) $ 375,000,000.00 0.0001381 $ 51,787.50
Fees Previously Paid
Carry Forward Securities
Carry Forward Securities

Total Offering Amounts:

$ 490,437,298.08

$ 67,729.39

Total Fees Previously Paid:

$ 0.00

Total Fee Offsets:

$ 14,069.33

Net Fee Due:

$ 53,660.06

Offering Note

1

The shares of Common Stock, par value $0.0001 per share ("Common Stock") will be offered for resale by the selling securityholders pursuant to the prospectus contained in this Registration Statement on Form S-3 (the "Registration Statement"). Pursuant to Rule 416 under the Securities Act of 1933, as amended, or the Securities Act, this registration statement also covers any additional number of shares of Common Stock issuable upon share splits, share dividends, or other distribution, recapitalization or similar events with respect to the shares of Common Stock being registered pursuant to this registration statement. This registration statement registers the resale of 38,999,134shares of Common Stock, which consists of up to (i) 5,935,377 shares of Common Stock for the account of the selling securityholders named in the Registration Statement and (ii) 31,063,757 shares of Common Stock issuable upon the conversion of preferred stock held by the selling securityholders, which includes an additional 4,625,909 shares of Common Stock that the Registrant has estimated in good faith as the maximum number of shares of Common Stock issuable upon conversion of the preferred stock held by the selling securityholders as of the date hereof. Estimated solely for the purpose of determining the registration fee pursuant to Rule 457(h) and Rule 457(c) under the Securities Act on the basis of $3.12 per share, which is the average of the high and low prices of the common stock of Registrant reported on the NYSE American on April 17, 2026.

2

Pursuant to Instruction 2.A(iii)(b) of Item 16(b) of Form S-3, this information is not required to be included. An indeterminate amount of the securities of each identified class is being registered as may from time to time be offered under this registration statement at indeterminate prices, along with an indeterminate number of securities that may be issued upon exercise, settlement, exchange or conversion of securities offered or sold under this registration statement, as shall have an aggregate initial offering price up to $375,000,000. Pursuant to Rule 416 under the Securities Act, this registration statement also covers any additional securities that may be offered or issued in connection with any stock split, stock dividend or pursuant to anti-dilution provisions of any of the securities. Separate consideration may or may not be received for securities that are issuable upon conversion, exercise or exchange of other securities. In addition, the total amount to be registered and the proposed maximum offering price are estimated solely for the purpose of calculating the registration fee pursuant to Rule 457(o) under the Securities Act.

Table 2: Fee Offset Claims and Sources ☐Not Applicable
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 1 Battalion Oil Corp S-3 333-263707 03/18/2022 $ 14,069.33 Equity Unallocated (Universal Shelf) $ 200,000,000.00
Fee Offset Sources Battalion Oil Corp S-3 333-263707 03/18/2022 $ 18,540.00

Rule 457(p) Statement of Withdrawal, Termination, or Completion:

1

The Registrant previously paid $18,540 in registration fees in connection with the $200,000,000 of securities previously registered under the Registrant's registration statement on Form S-3 (File No. 333-263707) (the "Prior S-3"), which was initially filed with the Commission on March 18, 2022, and declared effective by the Commission on May 19, 2022. The Prior S-3 was withdrawn on March 24, 2023. Of the $200,000,000 of securities registered on the Prior S-3, $200,000,000 of the securities remained unsold. Pursuant to Rule 457(p) under the Securities Act, the Registrant is offsetting the registration fee due under this registration statement by $14,069.33, which represents the portion of the registration fee previously paid with respect to the unsold securities that remains available for offset after giving effect to the application of $4,470.67 to the Registrant's Registration Statement on Form S-3 (File No. 333-294534).

Table 3: Combined Prospectuses ☑Not Applicable

Security Type

Security Class Title

Amount of Securities Previously Registered

Maximum Aggregate Offering Price of Securities Previously Registered

Form Type

File Number

Initial Effective Date