Exhibit 107
Calculation of Filing Fee Tables
S-3
(Form Type)
Barnes & Noble Education, Inc.
(Exact Name of Registrant as Specified in its Charter)
Table 1: Newly Registered and Carry Forward Securities
| Security Type |
Security Title |
Fee Calculation or Carry Forward Rule |
Amount Registered(1) |
Proposed Maximum Offering Price Per Unit(2) |
Maximum Price |
Fee Rate |
Amount of Registration Fee |
Carry Form |
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 | Common Stock, par value $0.01 per share | 457(c) | 191,691(3) | $9.595 | $1,839,275 | 0.0001531 | $281.59 | ||||||||||||||||
| Carry Forward Securities | ||||||||||||||||||||||||
| Carry Forward Securities |
||||||||||||||||||||||||
| Total Offering Amounts | $1,839,275 | $281.59 | ||||||||||||||||||||||
| Total Fees Previously Paid | — | |||||||||||||||||||||||
| Total Fee Offsets | — | |||||||||||||||||||||||
| Net Fee Due | $281.59 | |||||||||||||||||||||||
Table 3: Combined Prospectuses
| 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 | ||||||
| Equity | Common Stock, par value $0.01 per share | 19,084,821 | $126,532,363 | S-3 | 333-280775 | August 15, 2024 | ||||||
| (1) | Pursuant to Rule 416 under the Securities Act of 1933 (the “Securities Act”), this registration statement also registers an indeterminate number of shares of common stock, par value $0.01 per share of Barnes & Noble Education, Inc. which may become issuable by reason of any stock dividend, stock split or other similar transaction effected without the receipt of consideration that results in an increase in the number of the outstanding shares of the Registrant’s common stock. |
| (2) | Estimated in accordance with Rule 457(c) under the Securities Act solely for the purpose of calculating the registration fee, based upon the average of the high and low prices for the Registrant’s common stock, as reported on The New York Stock Exchange on October 17, 2024. |
| (3) | Represents the shares of common stock of the Registrant that will be offered for resale by the selling stockholders named in and pursuant to this combined prospectus to which this exhibit is attached, excluding an aggregate of 19,084,821 shares of common stock previously issued to the selling stockholders named in the registration statement on Form S-3 (No. 333-280775), previously filed by the Registrant on July 12, 2024, and declared effective on August 15, 2024. |