| Transaction Valuation | Fee Rate | Amount of Filing Fee | |
| | $ | | $ |
| Fees Previously Paid | — | — | |
| Total Transaction Valuation | $ | ||
| Total Fees Due for Filing | $ | ||
| Total Fees Previously Paid | | ||
| Total Fee Offsets | | ||
| Net Fee Due | $ |
| (1) | Calculated solely for
purposes of determining the filing fee pursuant to Rule 0-11 of the Securities
Exchange Act of 1934, as amended. The calculation of the Transaction Valuation
assumes that all outstanding stock options to purchase shares of the Registrant’s
common stock that may be eligible for exchange in the offer will be exchanged
pursuant to the offer and is based on the product of (i) $23.76, the average of
the high and low prices per share of the Registrant’s Common Stock on November 5,
2025, as reported on the Nasdaq Global Select Market and (ii) 5,513,938, the
maximum number of shares of common stock underlying stock options to be
exchanged in the transaction. |
|
(2)
|
The amount of the filing
fee, calculated in accordance with Rule 0-11(b) of the Securities Exchange Act
of 1934, as amended, equals $138.10 per $1,000,000 of the aggregate amount of
the Transaction Valuation (or 0.01381% of the aggregate Transaction Valuation).
The Transaction Valuation set forth above was calculated for the sole purpose
of determining the filing fee and should not be used for any other purpose.
|