Exhibit 107.1
Calculation of Filing Fee Tables
FORM S-8
(Form Type)
PETCO HEALTH AND WELLNESS COMPANY, INC.
(Exact Name of Registrant as Specified in its Charter)
Table 1: Newly Registered Securities
| Security Type | Security Title (1) |
Fee Calculation Rule |
Amount Registered |
Proposed Maximum Offering Price Per Unit |
Maximum Price |
Fee Rate |
Amount of Registration Fee | |||||||
| Equity | Class A common stock, par value $0.001 per share | Rule 457(a) (2) | 15,500,000 (3) | $5.32 | $82,460,000 | $110.20 per $1,000,000 | $9,087.09 | |||||||
| Total Offering Amounts | $82,460,000 | $9,087.09 | ||||||||||||
| Total Fee Offsets | — | |||||||||||||
| Net Fee Due | $9,087.09 | |||||||||||||
| (1) | Pursuant to Rule 416(a) under the Securities Act of 1933, as amended (the “Securities Act”), this Registration Statement on Form S-8 shall be deemed to cover any additional shares of common stock, par value $0.001 per share (the “Common Stock”) of Petco Health and Wellness Company, Inc. that may be issued pursuant to the Petco Health and Wellness Company, Inc. 2021 Equity Incentive Plan (as amended, the “Plan”) as a result of any stock dividend, stock split, recapitalization or other similar transaction, and any other securities with respect to which the outstanding shares are converted or exchanged. |
| (2) | Estimated solely for the purpose of calculating the registration fee pursuant to Rules 457(c) and (h) of the Securities Act, and based on the average of the high and low sale prices of the Common Stock, as quoted on the Nasdaq Stock Market, on August 30, 2023. |
| (3) | Represents 15,500,000 additional shares of Common Stock reserved for issuance under the Plan. |