Exhibit 107
Calculation of Filing Fee Tables
Form S-3
(Form Type)
ClearSign Technologies Corporation
(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 (1) |
Proposed Maximum Offering Price Per Unit (2) |
Proposed Maximum Aggregate Offering Price (3) |
Fee Rate |
Amount of Registration Fee | |
|
Fees to Be Paid |
Equity |
Common Stock, par value $0.0001 |
457(o) | |||||
| Equity |
Preferred Stock, par value $0.0001 |
457(o) | ||||||
| Equity | Debt Securities | 457(o) | ||||||
| Other | Warrants | 457(o) | ||||||
| Other |
Subscription Rights |
457(o) | ||||||
| Other | Units | 457(o) | ||||||
| Unallocated (Universal) Shelf | - | 457(o) | $50,000,000 | $153.10 per $1,000,000 | $7,655 (4) | |||
|
Fees Previously Paid |
- | - | - | - | - | - | - | |
|
Carry Forward Securities |
- | - | - | - | - | |||
| Total Offering Amounts | $50,000,000 | $7,655 | ||||||
| Total Fees Previously Paid | - | |||||||
| Total Fee Offsets | $4,255.90 (5) | |||||||
| Net Fees Due | $3,399.10 | |||||||
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 Claimed
|
Fee Paid with Fee Offset Source | |||||||||||||||
| Rule 457(b) and 0-11(a)(2) | |||||||||||||||||||||||||
| Fee Offset Claims | - | - | - | - | - | - | - | - | - | - | - | ||||||||||||||
| Fee-Offset Sources | - | - | - | - | - | - | - | - | - | - | - | ||||||||||||||
| Rule 457(p) | |||||||||||||||||||||||||
| Fee Offset Claims | ClearSign Technologies Corporation | Form S-3 | 333-265967 | July 1, 2022 | - | $3,664.59 (5) | Unallocated (Universal) Shelf | - | (1)(2) | $39,531,668.22 | - | ||||||||||||||
| Fee-Offset Sources | ClearSign Technologies Corporation | Form S-3 | 333-265967 | - | July 1, 2022 | - | - | - | - | - | $1,415.45 (5) | ||||||||||||||
| Fee Offset Claims | ClearSign Technologies Corporation | Form S-3 | 333-232402 | June 27, 2019 | - | Unallocated (Universal) Shelf | - | (1)(2) | $34,730,890 | - | |||||||||||||||
| Fee-Offset Sources | ClearSign Technologies Corporation | Form S-3 | 333-232402 | June 27, 2019 | - | - | - | - | - | $2,840.45 | |||||||||||||||
| (1) | The securities are being registered as an indeterminate number of securities that shall have an aggregate offering price not to exceed $50,000,000. This Registration Statement shall also cover any additional securities to be offered or issued from share splits, share dividends, recapitalizations or similar transactions. |
| (2) | The proposed maximum offering price per unit will be determined from time to time by the registrant in connection with the issuance of securities. |
| (3) | The proposed maximum aggregate offering price has been estimated for the sole purpose of computing the registration fee pursuant to Rule 457(o) under the Securities Act of 1933, as amended (the “Securities Act”). |
| (4) | The registration fee has been calculated in accordance with Rule 457(o) of the Securities Act. |
| (5) |
On June 17, 2019, the registrant filed a Registration Statement on Form S-3 (File No. 333-232402) (the “2019 Registration Statement”) with the Securities and Exchange Commission and paid a registration fee of $6,060. An amount of $34,730,890 remained unsold under the 2019 Registration Statement after its completion. Further, on July 1, 2022, the registrant filed a Registration Statement on Form S-3 (File No. 333-265967) (as amended, the “2022 Registration Statement,” and together with the 2019 Registration Statement, the “Prior Registration Statements”) with the Securities and Exchange Commission and paid a registration fee of $1415.45. An amount of $39,531,668.22 remained unsold under the 2022 Registration Statement after its completion. Pursuant to Rule 457(p) under the Securities Act, the registrant hereby offsets the total registration fee due under this Registration Statement against the fees previously paid in connection with the unsold amount of securities on the Prior Registration Statements. Accordingly, a fee of $3,399.10 is being paid in connection with the filing of this Registration Statement after an offset amount of $4,255.90 is applied to this Registration Statement’s registration fee. |
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