Exhibit 107.1
Calculation of Filing Fee Tables
Form S-8
(Form Type)
Rivian Automotive, Inc.
(Exact Name of Registrant as Specified in its Charter)
Table 1—Newly Registered Securities
| Security Type | Security Class Title |
Fee Calculation Rule |
Amount to be Registered (1) |
Proposed Maximum Offering |
Maximum Aggregate Offering Price |
Fee Rate |
Amount of Registration | |||||||
| Equity | Class A common stock, $0.001 par value per share | Rule 457(c) and Rule 457(h) | 58,064,274 (2) | $11.655 (3) | $676,739,113.47 | $147.60 per $1,000,000 |
$99,886.69 | |||||||
| Total Offering Amounts | $676,739,113.47 | $99,866.69 | ||||||||||||
| Total Fee Offsets (4) | $ 0 | |||||||||||||
| Net Fee Due | $99,886.69 | |||||||||||||
| (1) | In accordance with Rule 416 under the Securities Act of 1933, as amended, this registration statement shall be deemed to cover any additional securities that may from time to time be offered or issued to prevent dilution resulting from stock splits, stock dividends or similar transactions. |
| (2) | Consists of an additional 48,386,895 shares of Class A common stock issuable under the Rivian Automotive, Inc. 2021 Incentive Award Plan (the “2021 Plan”) pursuant to the terms of the 2021 Plan and an additional 9,677,379 shares of Class A common stock issuable under the Rivian Automotive, Inc. 2021 Employee Stock Purchase Plan (the “2021 ESPP”) pursuant to the terms of the 2021 ESPP. |
| (3) | Estimated solely for the purpose of calculating the registration fee pursuant to Rules 457(c) and 457(h) of the Securities Act of 1933, as amended, and based upon the average of the high and low prices of Rivian Automotive, Inc.’s (the “Registrant”) Class A common stock as reported on The Nasdaq Global Select Market on February 22, 2024. |
| (4) | The Registrant does not have any fee offsets. |