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S-1/A EX-FILING FEES 0001859807 333-293179 N/A N/A 0001859807 1 2026-02-10 2026-02-10 0001859807 2 2026-02-10 2026-02-10 0001859807 3 2026-02-10 2026-02-10 0001859807 4 2026-02-10 2026-02-10 0001859807 5 2026-02-10 2026-02-10 0001859807 6 2026-02-10 2026-02-10 0001859807 7 2026-02-10 2026-02-10 0001859807 2026-02-10 2026-02-10 iso4217:USD xbrli:pure xbrli:shares

Ex-Filing Fees

CALCULATION OF FILING FEE TABLES

S-1

Profusa, Inc.

Table 1: Newly Registered and Carry Forward Securities

                                           
Line Item Type   Security Type   Security Class Title   Notes   Fee Calculation
Rule
  Amount Registered   Proposed Maximum Offering
Price Per Unit
  Maximum Aggregate Offering Price   Fee Rate   Amount of Registration Fee
                                           
Newly Registered Securities
Fees Previously Paid   Equity   Common Stock, underlying Public Warrants   (1)   Other   126,500   $ 862.50   $ 109,106,250.00       $ 15,067.57
Fees to be Paid   Equity   Common Stock   (2)   Other   333,333     2.39     796,665.87   0.0001381     110.02
Fees to be Paid   Equity   Common Stock   (3)   Other   63,250     2.39     151,167.50   0.0001381     20.88
Fees Previously Paid   Equity   Common Stock, underlying Private Warrants   (4)   Other   97,966     862.50     84,495,675.00         11,668.85
Fees Previously Paid   Equity   Representative's shares of Common Stock underlying Representative Warrants   (5)   Other   7,590     862.50     6,546,375.00         904.05
Fees to be Paid   Equity   Inducement Shares of Common Stock   (6)   Other   2,000     2.39     4,780.00   0.0001381     0.66
Fees to be Paid   Equity   Common Stock   (7)   Other   75,725   $ 2.39   $ 180,982.75   0.0001381   $ 24.99
                                           
Total Offering Amounts:   $ 201,281,896.12         27,797.02
Total Fees Previously Paid:               28,082.69
Total Fee Offsets:               0.00
Net Fee Due:             $ 0.00

__________________________________________
Offering Note(s)

(1) Estimated solely for the purpose of calculating the registration fee in accordance with Rule 457(c) of the Securities Act of 1933, as amended, based upon the average of the high and low prices for a share of the registrant’s common stock as reported on The NASDAQ Stock Market on February 13, 2026.

Pursuant to Rule 416 under the Securities Act, the securities being registered hereunder for the selling shareholders include such indeterminate number of additional shares of common stock as may be issued after the date hereof as a result of stock splits, stock dividends or similar transactions.

On February 9, 2026, the Registrant effected a 1-for-75 reverse stock split of its common stock (the “Reverse Stock Split”). As a result, each 75 shares of common stock issued and outstanding immediately prior to the Reverse Stock Split were converted into one share of common stock.

Estimated solely for the purpose of calculating the registration fee in accordance with Rule 457(g) of the Securities Act of 1933, as amended, based upon the price at which the Public Warrants, Private Placement Warrants, and Representative Warrants may be exercised.
(2) Estimated solely for the purpose of calculating the registration fee in accordance with Rule 457(c) of the Securities Act of 1933, as amended, based upon the average of the high and low prices for a share of the registrant’s common stock as reported on The NASDAQ Stock Market on February 13, 2026.

Pursuant to Rule 416 under the Securities Act, the securities being registered hereunder for the selling shareholders include such indeterminate number of additional shares of common stock as may be issued after the date hereof as a result of stock splits, stock dividends or similar transactions.

On February 9, 2026, the Registrant effected a 1-for-75 reverse stock split of its common stock (the “Reverse Stock Split”). As a result, each 75 shares of common stock issued and outstanding immediately prior to the Reverse Stock Split were converted into one share of common stock.
(3) Estimated solely for the purpose of calculating the registration fee in accordance with Rule 457(c) of the Securities Act of 1933, as amended, based upon the average of the high and low prices for a share of the registrant’s common stock as reported on The NASDAQ Stock Market on February 13, 2026.

Pursuant to Rule 416 under the Securities Act, the securities being registered hereunder for the selling shareholders include such indeterminate number of additional shares of common stock as may be issued after the date hereof as a result of stock splits, stock dividends or similar transactions.
(4) Estimated solely for the purpose of calculating the registration fee in accordance with Rule 457(c) of the Securities Act of 1933, as amended, based upon the average of the high and low prices for a share of the registrant’s common stock as reported on The NASDAQ Stock Market on February 13, 2026.

Pursuant to Rule 416 under the Securities Act, the securities being registered hereunder for the selling shareholders include such indeterminate number of additional shares of common stock as may be issued after the date hereof as a result of stock splits, stock dividends or similar transactions.

On February 9, 2026, the Registrant effected a 1-for-75 reverse stock split of its common stock (the “Reverse Stock Split”). As a result, each 75 shares of common stock issued and outstanding immediately prior to the Reverse Stock Split were converted into one share of common stock.

Estimated solely for the purpose of calculating the registration fee in accordance with Rule 457(g) of the Securities Act of 1933, as amended, based upon the price at which the Public Warrants, Private Placement Warrants, and Representative Warrants may be exercised.
(5) Estimated solely for the purpose of calculating the registration fee in accordance with Rule 457(c) of the Securities Act of 1933, as amended, based upon the average of the high and low prices for a share of the registrant’s common stock as reported on The NASDAQ Stock Market on February 13, 2026.

Pursuant to Rule 416 under the Securities Act, the securities being registered hereunder for the selling shareholders include such indeterminate number of additional shares of common stock as may be issued after the date hereof as a result of stock splits, stock dividends or similar transactions.

On February 9, 2026, the Registrant effected a 1-for-75 reverse stock split of its common stock (the “Reverse Stock Split”). As a result, each 75 shares of common stock issued and outstanding immediately prior to the Reverse Stock Split were converted into one share of common stock.

Estimated solely for the purpose of calculating the registration fee in accordance with Rule 457(g) of the Securities Act of 1933, as amended, based upon the price at which the Public Warrants, Private Placement Warrants, and Representative Warrants may be exercised.
(6) Estimated solely for the purpose of calculating the registration fee in accordance with Rule 457(c) of the Securities Act of 1933, as amended, based upon the average of the high and low prices for a share of the registrant’s common stock as reported on The NASDAQ Stock Market on February 13, 2026.

Pursuant to Rule 416 under the Securities Act, the securities being registered hereunder for the selling shareholders include such indeterminate number of additional shares of common stock as may be issued after the date hereof as a result of stock splits, stock dividends or similar transactions.

On February 9, 2026, the Registrant effected a 1-for-75 reverse stock split of its common stock (the “Reverse Stock Split”). As a result, each 75 shares of common stock issued and outstanding immediately prior to the Reverse Stock Split were converted into one share of common stock.
(7) Estimated solely for the purpose of calculating the registration fee in accordance with Rule 457(c) of the Securities Act of 1933, as amended, based upon the average of the high and low prices for a share of the registrant’s common stock as reported on The NASDAQ Stock Market on February 13, 2026.

Pursuant to Rule 416 under the Securities Act, the securities being registered hereunder for the selling shareholders include such indeterminate number of additional shares of common stock as may be issued after the date hereof as a result of stock splits, stock dividends or similar transactions.

On February 9, 2026, the Registrant effected a 1-for-75 reverse stock split of its common stock (the “Reverse Stock Split”). As a result, each 75 shares of common stock issued and outstanding immediately prior to the Reverse Stock Split were converted into one share of common stock.