Exhibit 107
Calculation of Filing Fee Tables
Form S-3
(Form Type)
Purple Innovation, 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 (1) | Proposed
Maximum Offering Price Per Unit (2) | 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 (3) | Other | 92,642,176 | $ | 0.88 | $ | 81,525,114.88 | $ | 0.00015310 | $ | 12,481.50 | ||||||||||||||||||||||||||||||||
| Other | Warrants to purchase shares of Class A Common Stock (4) | Other | 40,786,885 | — | — | — | — | |||||||||||||||||||||||||||||||||||||
| Equity | Class A Common Stock issuable upon exercise of Resold Warrants (5) | Other | 40,786,885 | $ | 0.88 | $ | 35,892,458.80 | $ | 0.00015310 | $ | 5,495.14 | |||||||||||||||||||||||||||||||||
| Total Offering Amounts | $ | 17,976.64 | ||||||||||||||||||||||||||||||||||||||||||
| Total Fees Previously Paid | $ | — | ||||||||||||||||||||||||||||||||||||||||||
| Total Fee Offsets | 17,976.64 | |||||||||||||||||||||||||||||||||||||||||||
| Net Fees Due | $ | 0.00 | ||||||||||||||||||||||||||||||||||||||||||
| (1) | Pursuant to Rule 416(a) under the Securities Act of 1933, as amended (the “Securities Act”), this registration statement also covers such additional shares of the Class A common stock, par value $0.0001 per share (the “Class A Common Stock”) of the registrant, as may be issued to prevent dilution from stock splits, stock dividends, and similar transactions. |
| (2) | Pursuant to Rule 457(c) under the Securities Act, and solely for the purpose of calculating the registration fee, the proposed maximum offering price per share is the average of the high and low prices reported for the registrant’s Class A Common Stock quoted on the Nasdaq Stock Market LLC on May 16, 2025. |
| (3) | Represents (a) 20,000,000 shares of Class A Common Stock issuable upon exercise of warrants to acquire an aggregate of 20,000,000 shares of Class A Common Stock, subject to certain adjustments (the “2024 Warrants”), issued to the selling securityholders on January 23, 2024, (b) 6,229,508 shares of Class A Common Stock issuable upon exercise of warrants to acquire an aggregate of 6,229,508 shares of Class A Common Stock, subject to certain adjustments (the “March 2025 Warrants”), issued to the selling securityholders on March 12, 2025, (c) 14,557,377 shares of Class A Common Stock issuable upon exercise of warrants to acquire an aggregate of 14,557,377 shares of Class A Common Stock, subject to certain adjustments (the “May 2025 Warrants” and together with the 2024 Warrants and March 2025 Warrants, the “Warrants”), issued to the selling securityholders on May 2, 2025, and (d) 51,855,291 shares of Class A Common Stock held by the selling securityholders named in this registration statement. Each Warrant entitles the holder to acquire one share of Class A Common Stock at an exercise price of $1.50 per share, subject to adjustment as discussed in this registration statement. |
| (4) | Represents 40,786,885 Warrants. The Warrants were initially issued to the selling securityholders named in this registration statement and are registered for resale. Pursuant to Rule 457(g) of the Securities Act, no separate registration fee is required for the Warrants because the Warrants are being registered in the same registration statement as the Class A Common Stock issuable upon exercise of the Warrants. |
| (5) | Includes 40,786,885 shares of Class A Common Stock issuable upon exercise by third parties of the Warrants after the Warrants have been resold pursuant to this registration statement (such Warrants after resale, the “Resold Warrants”). |
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 Aggregate Offering Amount Associated with Fee Offset Claimed | Fee Paid with Fee Offset Source | ||||||||||||||||
| Rule 457(p) | ||||||||||||||||||||||||||
| Fee Offset Claims | Purple Innovation, Inc. | S-3 | 333-278143 | June 4, 2024 | $ | 17,976.64 | Equity | Class A Common Stock, par value $0.0001 per share | (1) | (1) | ||||||||||||||||
| Fees Offset Sources | Purple Innovation, Inc. | S-3 | 333-278143 | June 4, 2024 | $ | 17,976.64 | ||||||||||||||||||||
| (1) | Pursuant to Rule 457(p) promulgated under the Securities Act, the registrant hereby offsets the total registration fee due under this registration statement by $17,976.64, which represents a portion of the registration fee previously paid with respect to 20,000,000 shares of Class A Common Stock issuable upon exercise of the 2024 Warrants and 51,855,291 shares of Class A Common Stock held by certain selling securityholders, all of which remain unsold (the “Unsold Securities”), previously registered pursuant to the Registration Statement on Form S-3 (File No. 333-278143), which was declared effective on June 4, 2024 (the “Prior Registration Statement”). The registrant paid a filing fee of $21,150.23 associated with the offering of the Unsold Securities (based on the filing fee rate in effect at the time of the filing of the Prior Registration Statement). The offering of securities under the Prior Registration Statement will be deemed terminated as of the date of effectiveness of this registration statement. |