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Exhibit 107

Calculation of Filing Fee Table

Form S-3

(Form Type)

Rekor Systems, 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
Rule
  Amount
Registered
  Proposed
Maximum
Offering
Price Per
Unit
 

Maximum

Aggregate
Offering

Price(3)

 

Fee

Rate

  Amount of
Registration Fee
 
Newly Registered Securities
                 

Fees to

Be Paid

  Equity  

Common Stock,

par value

$0.0001 per share(1) 

      (1)   (2)      
  Equity  

Preferred Stock,

par value

$0.0001 per share(1) 

      (1)   (2)      
  Debt   Debt Securities       (1)   (2)      
  Other   Warrants       (1)   (2)      
  Other   Subscription Rights       (1)   (2)      
  Other   Units       (1)   (2)      
 

Unallocated 

(Universal)

Shelf

    457(o)   $350,000,000      $350,000,000(3)    0.00014760    $51,660
                 
Fees Previously Paid   N/A   N/A   N/A   N/A   N/A   N/A     N/A
         
Total Offering Amounts     $350,000,000(3)     $51,660
         
Total Fees Previously Paid        
         
Total Fee Offsets         $29,742.932(4)
         
Net Fee Due               $21,917.07

 

(1)

An indeterminate number or aggregate principal amount, as applicable, of securities of each identified class is being registered as may from time to time be offered on a primary basis at indeterminate prices, including an indeterminate number or amount of securities that may be issued upon the exercise, settlement, exchange or conversion of securities offered hereunder. Separate consideration may or may not be received for securities that are issuable upon conversion of, or in exchange for, or upon exercise of, convertible or exchangeable securities. Pursuant to Rule 416 under the Securities Act of 1933, as amended, or the Securities Act, this registration statement shall also cover any additional securities of the registrant that become issuable by reason of any splits, dividends or similar transactions or anti-dilution adjustments.

(2)

The proposed maximum offering price per class of 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 Instruction 2.A.iii.b of the Instructions to the Calculation of Filing Fee Tables and related disclosure on Form S-3.

(3)

Estimated solely for the purpose of calculating the registration fee. Subject to Rule 462(b) under the Securities Act, the aggregate initial offering price of all securities issued by the registrant pursuant to this registration statement will not exceed $350,000,000.

(4)

See Table 2, below.


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 

 

Rekor

Systems, Inc. 

  S-3   333-259447   

September 10, 

2021

    $29,742.932   

Unallocated 

(Universal)

Shelf

 

Common Stock, par value

$0.0001 per share,

Preferred Stock, par value

$0.0001 per share,

Debt Securities, Warrants,

Subscription Rights, Units 

  (6)   $272,620,829.338   

 

(5)

The Registrant has terminated or completed any offering that included the unsold securities in this Table 2 under the prior registration statement.

(6)

On September 10, 2021, the Registrant filed a registration statement on Form S-3 (File No. 333-259447, the “2021 Registration Statement”). The 2021 Registration Statement was declared effective on September 23, 2021, and identified and registered an aggregate principal amount of $350,000,000 of an indeterminate amount of securities to be offered by the Registrant from time to time. The Registrant paid a contemporaneous fee payment of $38,185.00. Pursuant to Rule 457(p) under the Securities Act, the Registrant hereby offsets the total registration fee due under this registration statement by $29,742.932, representing the contemporaneous fee payment of $29,742.932 in connection with unsold securities under the 2021 Registration Statement. The Registrant hereby confirms that any offerings of the unsold securities associated with the claimed fee offset pursuant to Rule 457(p) have been completed or terminated.