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S-3 S-3ASR EX-FILING FEES 0001802665 Harmony Biosciences Holdings, Inc. Y N 0001802665 2025-02-25 2025-02-25 0001802665 1 2025-02-25 2025-02-25 0001802665 2 2025-02-25 2025-02-25 0001802665 3 2025-02-25 2025-02-25 0001802665 4 2025-02-25 2025-02-25 0001802665 5 2025-02-25 2025-02-25 0001802665 6 2025-02-25 2025-02-25 0001802665 7 2025-02-25 2025-02-25 0001802665 8 2025-02-25 2025-02-25 0001802665 1 2025-02-25 2025-02-25 0001802665 2 2025-02-25 2025-02-25 iso4217:USD xbrli:pure xbrli:shares

Calculation of Filing Fee Tables

S-3

Harmony Biosciences Holdings, Inc.

Table 1: Newly Registered and Carry Forward Securities

Security Type

Security Class Title

Fee Calculation or Carry Forward Rule

Amount Registered

Proposed Maximum Offering Price Per Unit

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 1 Equity Common Stock, $0.00001 par value per share 457(r) 0.0001531
Fees to be Paid 2 Equity Preferred Stock, $0.00001 par value per share 457(r) 0.0001531
Fees to be Paid 3 Debt Debt Securities 457(r) 0.0001531
Fees to be Paid 4 Other Warrants 457(r) 0.0001531
Fees to be Paid 5 Other Rights 457(r) 0.0001531
Fees to be Paid 6 Other Units 457(r) 0.0001531
Fees to be Paid 7 Other Depositary Shares 457(r) 0.0001531
Fees to be Paid 8 Equity Common Stock, $0.00001 par value per share 457(o) $ 200,000,000.00 0.0001531 $ 30,620.00
Fees Previously Paid
Carry Forward Securities
Carry Forward Securities

Total Offering Amounts:

$ 200,000,000.00

$ 30,620.00

Total Fees Previously Paid:

$ 0.00

Total Fee Offsets:

$ 18,540.00

Net Fee Due:

$ 12,080.00

Offering Note

1

1.a. The securities registered hereunder include such indeterminate number of (a) shares of common stock, (b) shares of preferred stock, (c) debt securities, (d) warrants to purchase common stock, preferred stock, or other securities of the registrant, and (e) units consisting of some or all of these securities in any combination, as may be sold from time to time by the registrant. There are also being registered hereunder an indeterminate number of shares of common stock and preferred stock as shall be issuable upon conversion, exchange, or exercise of any securities that provide for such issuance. 1.b. Pursuant to Rule 416 under the Securities Act of 1933, as amended (the "Securities Act"), this registration statement shall also cover any additional shares of the registrant's securities that become issuable by reason of any stock splits, stock dividend, or similar transaction. 1.c. Includes rights to acquire common stock or preferred stock of the registrant under any shareholder rights plan then in effect, if applicable under the terms of any such plan. 1.d. The proposed maximum per security and aggregate offering prices per class of securities 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. Separate consideration may or may not be received for securities that are issuable on exercise, conversion, or exchange of other securities, or that are issued in units. 1.e In accordance with Rules 456(b) and 457(r) under the Securities Act, the registrant is deferring payment of the entire registration fee other than the registration fee due in connection with $200,000,000 of shares of its common stock, $0.00001 par value per share (the "Common Stock"), that may be issued and sold from time to time under the sales agreement prospectus supplement included herein. Any subsequent registration fees will be paid on a pay-as-you-go basis.

2

See Offering Note 1.

3

See Offering Note 1.

4

See Offering Note 1.

5

See Offering Note 1.

6

See Offering Note 1.

7

See Offering Note 1.

8

See Offering Note 1.

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
Rules 457(b) and 0-11(a)(2)
Fee Offset Claims
Fee Offset Sources
Rule 457(p)
Fee Offset Claims 1 Harmony Biosciences Holdings, Inc. S-3 333-260905 11/09/2021 $ 18,540.00 Equity Common Stock, $0.00001 par value per share $ 200,000,000.00
Fee Offset Sources Harmony Biosciences Holdings, Inc. S-3 333-260905 11/09/2021 $ 18,540.00

Rule 457(p) Statement of Withdrawal, Termination, or Completion:

1

Harmony Biosciences Holdings, Inc. (the "Company") has previously registered shares of its Common Stock, having an aggregate offering price of up to $200,000,000, offered by means of a 424(b)(5) prospectus supplement, dated November 9, 2021 (the "Prior Prospectus Supplement"), pursuant to a Registration Statement on Form S-3 (Registration No. 333-260905) (the "Prior Registration Statement"), filed with the Securities and Exchange Commission on November 9, 2021. In connection with the filing of the Prior Prospectus Supplement, the Company made a contemporaneous fee payment in the amount of $18,540. As of the date of this prospectus supplement, shares of Common Stock having an aggregate offering price of up to $200,000,000 remain unsold under the Prior Prospectus Statement. Pursuant to Rule 457(p) under the Securities Act, the registration fee of $18,540 that has already been paid and remains unused with respect to the unsold shares of Common Stock previously registered pursuant to the Prior Prospectus Supplement and were not sold thereunder is offset against the registration fee of $30,620 due for this offering. The remaining balance of the registration fee, $12,080, has been paid in connection with this offering. Pursuant to Rule 457(p), the offering of such unsold shares of Common Stock previously registered pursuant to the Prior Prospectus Statement was deemed terminated as of the third anniversary of the original effective date of the Prior Registration Statement.