Security Type

Security Class Title

Fee Calculation Rule

Amount Registered(1)

Proposed Maximum Offering Price Per Share

Maximum Aggregate Offering Price

Fee Rate

Amount of Registration Fee

Equity

Class A Common Stock, par value $0.001 per share

457(c) and 457(h)

1,292,727(2)

$7.16(3)

$9,255,925.32

0.00015310

$1,417.08

Equity

Class A Common Stock, par value $0.001 per share

457(c) and 457(h)

258,545(4)

$6.09(5)

$1,574,539.05

0.00015310

$241.06

Total Offering Amounts

$10,830,464.37

$1,658.14

Total Fee Offsets(6)

 —

Net Fee Due

(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 Class A common stock, par value $0.001 per share (the “Common Stock”), that become issuable under the Registrant’s 2024 Equity Incentive Plan (the “2024 Plan”) and the Registrant’s 2024 Employee Stock Purchase Plan (the “2024 ESPP”), as a result of any stock dividend, stock split, recapitalization, or other similar transaction effected without the receipt of consideration that results in an increase to the number of outstanding shares of Registrant’s Common Stock, as applicable.

(2)

Represents shares of Common Stock that were automatically added to the shares available for issuance under the 2024 Plan on January 1, 2025, pursuant to the automatic increase feature of such plan, which provides that the number of shares reserved for issuance under the 2024 Plan will automatically increase on January 1st of each year, commencing on January 1, 2025 and ending on (and including) January 1, 2034. The number of shares added each year will be equal to the lesser of (a) 5% of the total number of shares of the Registrant’s Class A common stock and Class B common stock actually issued and outstanding on December 31^st of the preceding fiscal year or (b) a number of shares of Common Stock determined by the Registrant’s board of directors (the “Board”). Notwithstanding the foregoing, the Board retains the right in its sole discretion to forego an increase for any fiscal year following an annual review by the Board of the share reserve of the 2024 Plan.

(3)

Estimated solely for the purpose of calculating the registration fee pursuant to Rule 457(c) and Rule 457(h) under the Securities Act. The proposed maximum offering price per share and proposed maximum aggregate offering price are based on the average of the high and low sale prices of the Common Stock as reported on The Nasdaq Global Select Market on February 28, 2025, a date within five business days prior to the filing of this Registration Statement.          

(4)

Represents shares of Common Stock that were automatically added to the shares available for issuance under the 2024 ESPP on January 1, 2025, pursuant to the automatic increase feature of such plan, which provides that the number of shares reserved for issuance under the 2024 ESPP will automatically increase on January 1st of each year, commencing on January 1, 2025 and ending on (and including) January 1, 2044. The number of shares added each year will be equal to the lesser of (i) 1% of the total number of shares of the Registrant’s Class A common stock and Class B common stock actually issued and outstanding on December 31^st of the preceding fiscal year, (ii) 280,000 shares of Common Stock (subject to anti-dilution adjustments pursuant to Section 3(c) of the 2024 ESPP), or (iii) a number of shares of Common Stock determined by the Board.

(5)

Estimated solely for the purpose of calculating the registration fee pursuant to Rule 457(c) and Rule 457(h) under the Securities Act. The proposed maximum offering price per share and proposed maximum aggregate offering price are based on the average of the high and low sale prices of the Common Stock as reported on The Nasdaq Global Select Market on February 28, 2025, a date within five business days prior to the filing of this Registration Statement, multiplied by 85%. Pursuant to the 2024 ESPP, the purchase price of a share of Common Stock is 85% of the fair market value of the Registrant’s Common Stock.

(6)

The Registrant does not have any fee offsets.