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S-4 S-4 EX-FILING FEES 0001566044 VYNE Therapeutics Inc. N/A N/A 0001566044 2026-03-31 2026-03-31 0001566044 1 2026-03-31 2026-03-31 0001566044 2 2026-03-31 2026-03-31 0001566044 3 2026-03-31 2026-03-31 iso4217:USD xbrli:pure xbrli:shares

Calculation of Filing Fee Tables

S-4

VYNE Therapeutics Inc.

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 1,386,506,616 $ 46,216.89 0.0001381 $ 6.38
Fees to be Paid 2 Equity Pre-Funded Warrants to purchase Common Stock Other 1,280,354,846 $ 0.00 0.0001381 $ 0.00
Fees to be Paid 3 Equity Options to purchase Common Stock Other 158,853,528 $ 0.00 0.0001381 $ 0.00
Fees Previously Paid
Carry Forward Securities
Carry Forward Securities

Total Offering Amounts:

$ 46,216.89

$ 6.38

Total Fees Previously Paid:

$ 0.00

Total Fee Offsets:

$ 0.00

Net Fee Due:

$ 6.38

Offering Note

1

1(a). Relates to common stock, par value $0.0001 per share ("VYNE common stock"), of VYNE Therapeutics Inc., a Delaware corporation ("VYNE"), issuable to holders of common stock, $0.0001 par value per share ("Yarrow common stock"), of Yarrow Bioscience, Inc., a Delaware corporation ("Yarrow"), and other Yarrow security holders in the proposed merger of Yellow Merger Sub Corp., a Delaware corporation and a direct, wholly owned subsidiary of VYNE, with and into Yarrow, with Yarrow surviving the merger as a wholly owned subsidiary of VYNE. The number of shares of VYNE common stock to be registered consists of (i) all shares of VYNE common stock issued in exchange for shares of Yarrow common stock, (ii) all shares of VYNE common stock issuable upon exercise of pre-funded warrants to purchase shares of VYNE common stock issued in exchange for pre-funded warrants to purchase shares of Yarrow common stock, (iii) all shares of VYNE common stock issued in exchange for shares of Series A Preferred Stock, par value $0.0001 ("Yarrow preferred stock"), of Yarrow, and (iv) all shares of VYNE common stock issuable upon exercise of pre-funded warrants to purchase shares of VYNE common stock issued in exchange for shares of Yarrow preferred stock, without taking into account the effect of a reverse stock split of VYNE common stock, assuming an estimated pre-split exchange ratio (which is subject to adjustment prior to the closing of the merger) of approximately 35.8667 shares of VYNE common stock for each share of Yarrow common stock. Such exchange ratio is only an estimate as the actual exchange ratio will be determined in connection with the closing of the merger. This amount excludes shares of common stock that Yarrow agreed to sell in the concurrent private placement, which is expected to be consummated immediately prior to the closing of the merger. In accordance with Rule 416 under the Securities Act of 1933, as amended (the "Securities Act"), this registration statement shall be deemed to cover any securities that may from time to time be offered or issued resulting from forward or reverse stock splits, stock dividends or similar transactions. 1(b). Estimated solely for purposes of calculating the registration fee in accordance with Rule 457(f)(2) of the Securities Act. Yarrow is a private company, no market exists for its securities, and it has an accumulated capital deficit. Therefore, the proposed maximum aggregate offering price for the shares expected to be issued (or become issuable) in the merger is one-third of the aggregate par value of the Yarrow securities expected to be exchanged for the shares of VYNE common stock being registered, including any VYNE common stock issuable upon exercise of the pre-funded warrants.

2

Consists of VYNE pre-funded warrants to purchase shares of VYNE common stock issued in the merger in exchange for Yarrow pre-funded warrants to purchase shares of Yarrow common stock, without taking into account the effect of a reverse stock split of VYNE common stock, assuming an estimated pre-split exchange ratio (which is subject to adjustment prior to the closing of the Merger) of approximately 35.8667 shares of VYNE common stock for each outstanding share of Yarrow common stock. The registration fee with respect to the VYNE pre-funded warrants has been allocated to the underlying shares of VYNE common stock issuable upon exercise of such pre-funded warrants, as described in footnote (1).

3

Consists of VYNE stock options to purchase shares of VYNE common stock issued in exchange for Yarrow stock options to purchase shares of Yarrow common stock, without taking into account the effect of a reverse stock split of VYNE common stock, assuming an estimated pre-split exchange ratio (which is subject to adjustment prior to the closing of the Merger) of approximately 35.8667 shares of VYNE common stock for each outstanding share of Yarrow common stock.

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
Fee Offset Sources
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