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S-3 424B5 EX-FILING FEES 333-275740 0001652130 Intellia Therapeutics, Inc. N/A Y N 0001652130 2026-03-02 2026-03-02 0001652130 1 2026-03-02 2026-03-02 0001652130 1 2026-03-02 2026-03-02 0001652130 2 2026-03-02 2026-03-02 iso4217:USD xbrli:pure xbrli:shares

Calculation of Filing Fee Tables

S-3

Intellia 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 457(o) 400,000,000 $ 400,000,000.00 0.0001381 $ 55,240.00
Fees Previously Paid
Carry Forward Securities
Carry Forward Securities

Total Offering Amounts:

$ 400,000,000.00

$ 55,240.00

Total Fees Previously Paid:

$ 0.00

Total Fee Offsets:

$ 16,927.26

Net Fee Due:

$ 38,312.74

Offering Note

1

(1) The proposed maximum offering price per security will be determined from time to time by the registrant in connection with the issuance by the registrant of the securities registered hereunder and is not specified as to each class of security pursuant to General Instruction II.D. of Form S-3 under the Securities Act. (2) On November 30, 2020, the registrant filed an Automatic Shelf Registration Statement on Form S-3ASR (File No. 333-251022) (the "Original Registration Statement") and on March 4, 2022, the registrant filed a prospectus supplement, which registered the offer and sale of up to $400,000,000 of shares of the registrant's common stock (the "Original ATM Prospectus") under the terms of an Open Market Sale Agreement (the "Sales Agreement") with Jefferies LLC. On November 24, 2023, the registrant filed an Automatic Shelf Registration Statement on Form S-3ASR (File No. 333-275740) (the "Current Registration Statement") and paid a registration fee of $7,615 which was filed for $138,689,870 of securities that may be issued or sold pursuant to the Original ATM Prospectus. On February 26, 2024, the registrant filed a prospectus supplement which registered the offer and sale of up to $375,727,167 of shares of the registrant's common stock (the "Previous ATM Prospectus"), including $25,727,167 of securities that remained unsold under the Original ATM Prospectus (the "Prior Unsold Securities"), pursuant to an amendment to the Sales Agreement to sell an additional $350,000,000 of shares of the registrant's common stock. In connection with the filing of the Previous ATM Prospectus, the registrant paid a registration fee of $51,660 which was filed for $350,000,000 of shares of the registrations common stock and included a $3,797 carry forward of registration fees previous paid for the $25,727,167 of Prior Unsold Securities. As of the date of this Prospectus, we have sold $261,043,517 pursuant to the Previous ATM Prospectus and $114,683,350 of shares remain unsold (the "Current Unsold Securities") under the Previous ATM Prospectus. In connection with a second amendment to the Sales Agreement, we are registering the offer and sale of $400,000,000 of shares which comprises $114,683,350 of the Current Unsold Securities and an additional $285,316,650 of shares that may be issued or sold pursuant to this Prospectus. (3) In accordance with Rules 456(b) and 457(r) under the Securities Act of 1933, as amended, except with respect to the $38,312.74 to be paid in connection with the primary offering of common stock described in the table, which is being paid with the filing of this registration statement, the registrant is deferring payment of all registration fees and will pay the registration fees subsequently in advance or on a "pay-as-you-go" basis.

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 Intellia Therapeutics, Inc. S-3 333-275740 11/24/2023 $ 16,927.26 Unallocated (Universal) Shelf 114,683,350 $ 114,683,350.00
Fee Offset Sources Intellia Therapeutics, Inc. S-3 333-275740 02/26/2024 $ 16,927.26

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

1

See Note (3) under Table 1 above. Pursuant to Rule 457(p) under the Securities Act, the registrant hereby applies $16,927.26 of the registration fee previously paid in connection with the Current Registration Statement in connection with the Current Unsold Securities to offset the registration fees that are payable in connection with the registration of securities on this Prospectus. Pursuant to Rule 457(p) under the Securities Act, the offering of the Unsold Securities under the Current Registration Statement will be deemed terminated as of the date of effectiveness of this Prospectus.

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

N/A N/A N/A N/A N/A N/A N/A N/A
Narrative Disclosure
The maximum aggregate offering price of the securities to which the prospectus relates is $400,000,000.00. The prospectus is a final prospectus for the related offering.