Exhibit 107
Calculation of Filing Fee Tables
Form S-3
(Form Type)
Karuna Therapeutics, 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 or Fee Carry Forward Rule |
Amount Registered(1) |
Proposed Maximum Offering Price(2) |
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 |
Equity | Common Stock, $0.0001 per share(3) | 457(b) and Rule 457(r) | $— | $— | $— | — | $— | ||||||||||||||||
| Fees to Be Paid |
Equity | Preferred Stock, $0.0001 per share(4) | 457(b) and Rule 457(r) | — | — | — | — | — | ||||||||||||||||
| Fees to Be Paid |
Debt | Debt Securities(5) | 457(b) and Rule 457(r) | — | — | — | — | — | ||||||||||||||||
| Fees to Be Paid |
Other | Warrants(6) | 457(b) and Rule 457(r) | — | — | — | — | — | ||||||||||||||||
| Fees to Be Paid |
Other | Units(7) | 457(b) and Rule 457(r) | — | — | — | — | — | ||||||||||||||||
| Fees to Be Paid |
Equity | Common Stock, $0.0001 per share | 457(o) | $400,000,000 | N/A | $400,000,000 | 0.0001102 | $44,080 | ||||||||||||||||
| Fees Previously Paid |
— | — | — | — | — | — | — | |||||||||||||||||
| Carry Forward Securities | ||||||||||||||||||||||||
| Carry Forward Securities |
Equity | Common Stock, $0.0001 per share | 457(b) and Rule 457(r) | $150,000,000(8) | N/A | $150,000,000 | 424(b)(5) | 333-239657 | July 2, 2020 | $19,470 | ||||||||||||||
| Total Offering Amounts | N/A | $400,000,000 | $44,080 | |||||||||||||||||||||
| Total Fees Previously Paid | — | |||||||||||||||||||||||
| Total Fee Offsets | $19,470 | |||||||||||||||||||||||
| Net Fee Due | $24,610 | |||||||||||||||||||||||
| (1) | The amount to be registered consists of up to $400,000,000 of an indeterminate amount of common stock, preferred stock, debt securities, warrants and/or units. There is also being registered hereunder such currently indeterminate number of (i) shares of common stock or other securities of the registrant as may be issued upon conversion of, or in exchange for, convertible or exchangeable debt securities and/or preferred stock registered hereby, or (ii) shares of preferred stock, common stock, debt securities or units as may be issued upon exercise of warrants registered hereby, as the case may be, including under any applicable antidilution provisions. Any securities registered hereunder may be sold separately or together with other securities registered hereunder. |
| (2) | 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. |
| (3) | Including such indeterminate amount of common stock as may be issued from time to time at indeterminate prices or upon conversion of debt securities and/or preferred stock registered hereby, or upon exercise of warrants registered hereby, as the case may be. |
| (4) | Including such indeterminate amount of preferred stock as may be issued from time to time at indeterminate prices or upon conversion of debt securities and/or preferred stock registered hereby, or upon exercise of warrants registered hereby, as the case may be. |
| (5) | Including such indeterminate principal amount of debt securities as may be issued from time to time at indeterminate prices or upon exercise of warrants registered hereby, as the case may be. |
| (6) | Warrants may be sold separately or together with any of the securities registered hereby and may be exercisable for shares of common stock or preferred stock registered hereby. Because the warrants will provide a right only to purchase such securities offered hereunder, no additional registration fee is required. |
| (7) | Each unit will be issued under a unit agreement and will represent an interest in two or more securities registered pursuant to this registration statement, which may or may not be separable from one another. Because the units will provide a right only to purchase such securities offered hereunder, no additional registration fee is required. |
| (8) | The registrant previously paid a fee of $19,470 related to $150,000,000 of the registrant’s shares of common stock that may be issued and sold under a certain equity distribution agreement with Goldman Sachs & Co. LLC pursuant to a prospectus supplement filed by the Registrant on July 2, 2020. Of such shares of common stock, $150,000,000 remain unsold, and the registration fee in the amount of $19,470 related thereto is applied to the registrant’s total registration fee. Accordingly, the registrant is paying the registration fee due less the $19,470 that was previously paid, or $24,610. |
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 |
Aggregate Offering Amount Associated with Fee Offset Claimed |
Fee Paid with Fee Offset Source | ||||||||||||
| Rules 457(b) and 0-11(a)(2) | ||||||||||||||||||||||
| Fees Offset Claims |
— | — | — | — | ||||||||||||||||||
| Fees Offset Sources |
Karuna Therapeutics, Inc. | 424(b)(5) | 333-239657 | July 2, 2020 | July 2, 2020 | $19,470 | Equity | Common Stock, $0.0001 per share | N/A | $150,000,000 | $19,470 | |||||||||||
| Rule 457(p) | ||||||||||||||||||||||
| Fees Offset Claims |
— | — | — | — | — | — | — | — | — | |||||||||||||
|
Fees Offset Sources |
— | — | — | — | — | |||||||||||||||||
Table 3: Combined Prospectuses
| 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 | ||||||
| — | — | — | — | — | — | — | ||||||