Security Type

Security Class Title

Fee Calculation Rule

Amount Registered(1)

Proposed Maximum Offering Price per Unit(2)

Maximum Aggregate Offering Price

Fee Rate

Amount of Registration Fee

Equity

Common stock, $0.0001 par value per share

Other (2)

670,731

$

6.215

$

4,168,593.17

$153.10 per $1,000,000

$

638.21

Total Offering Amounts

$

4,168,593.17

$

638.21

Total Fee Offsets(3)

-

Net Fee Due

$

638.21

(1)

Pursuant to Rule 416(a) under the Securities Act of 1933, as amended (the “Securities Act”), this registration statement shall also cover any additional shares of the Registrant’s common stock, $0.0001 par value per share (“Common Stock”) that may become issuable under the terms of the Alta Equipment Group Inc. 2022 Employee Stock Purchase Plan, as Amended, by reason of any share split, share dividend, recapitalization or other similar transaction effected without the Company’s receipt of consideration which results in an increase in the number of the outstanding shares of Common Stock.

(2)

Estimated solely for the purpose of calculating the registration fee pursuant to Rule 457(c) and (h) under the Securities Act, based on the average of the high and low sales prices of the Common Stock on the New York Stock Exchange on June 12, 2025.

(3)

The Registrant does not have any fee offsets to claim.