Exhibit 107
Calculation of Filing Fee Table
Form S-8
(Form Type)
Theseus Pharmaceuticals, Inc.
(Exact Name of Registrant as Specified in its Charter)
Table 1: Newly Registered Securities
Security Type |
Security Class Title | Fee Calculation Rule |
Amount Registered (1) |
Proposed Maximum Offering Price per Unit |
Maximum Aggregate Offering Price |
Fee Rate | Amount of Registration Fee | ||||||
| Equity | 2021 Equity Incentive Plan, Common Stock, par value $0.0001 per share | Other (2) | 1,936,722 (3) | $9.07 (2) | $17,566,068.54 | $0.00011020 | $1,935.79 | ||||||
| Equity | 2021 Employee Stock Purchase Plan, Common Stock, par value $0.0001 per share | Other (4) | 387,344 (5) | $7.71 (4) | $2,986,422.24 | $0.00011020 | $329.11 | ||||||
| Total Offering Amounts | $20,552,490.78 | -- | |||||||||||
| Total Fees Previously Paid | -- | ||||||||||||
| Total Fee Offsets | -- | ||||||||||||
| Net Fee Due | $2,264.90 | ||||||||||||
| (1) | In accordance with Rule 416(a) under the Securities Act of 1933, as amended (the “Securities Act”), this registration statement shall be deemed to cover any additional securities that may from time to time be offered or issued to prevent dilution resulting from stock splits, stock dividends or similar transactions effected without the receipt of consideration which results in an increase in the number of our outstanding shares of common stock, $0.0001 par value per share (“Common Stock”). |
| (2) | The price of $9.07 per share, which is the average of the high and low sale prices of the Common Stock of the Registrant as quoted on the Nasdaq Global Select Market on March 6, 2023, is set forth solely for purposes of calculating the registration fee pursuant to Rules 457(c) and (h) of the Securities Act, and has been used as these shares are without a fixed price. |
| (3) | Consists of 1,936,722 additional shares issuable under the 2021 Equity Incentive Plan (the “2021 Plan”), which represents the automatic annual increase to the number of shares available for issuance under the 2021 Plan effective as of January 1, 2023. Shares available for issuance under the 2021 Plan were previously registered on a registration statement on Form S-8 filed with the Securities and Exchange Commission on October 8, 2021 (File No. 333-260158). |
| (4) | The price of $7.71 per share, which is 85% of the average of the high and low sale prices of the Common Stock of the Registrant as quoted on the Nasdaq Global Select Market on March 7, 2023, is set forth solely for purposes of calculating the registration fee pursuant to Rules 457(c) and (h) of the Securities Act, and has been used as these shares are without a fixed price. Pursuant to the 2021 Employee Stock Purchase Plan (the “ESPP”), the purchase price of the shares of Common Stock reserved for issuance thereunder will be 85% of the fair market value of a share of Common Stock on the first trading day of the offering period or on the Purchase Date, whichever is less. |
| (5) | Consists of 387,344 additional shares issuable under the 2021 ESPP, which represents the automatic annual increase to the number of shares available for issuance under the 2021 ESPP effective as of January 1, 2023. Shares available for issuance under the 2021 ESPP were previously registered on a registration statement on Form S-8 filed with the Securities and Exchange Commission on October 8, 2021 (File No. 333-260158). |