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S-3 S-3 EX-FILING FEES 0001946573 Nakamoto Inc. N/A 0.0001381 0.0001381 0.0001381 0.0001381 0.0001381 0.0001381 0.0001381 Y Y N N 0001946573 2026-04-09 2026-04-09 0001946573 1 2026-04-09 2026-04-09 0001946573 2 2026-04-09 2026-04-09 0001946573 3 2026-04-09 2026-04-09 0001946573 4 2026-04-09 2026-04-09 0001946573 5 2026-04-09 2026-04-09 0001946573 6 2026-04-09 2026-04-09 0001946573 7 2026-04-09 2026-04-09 0001946573 8 2026-04-09 2026-04-09 0001946573 1 2026-04-09 2026-04-09 0001946573 2 2026-04-09 2026-04-09 0001946573 3 2026-04-09 2026-04-09 0001946573 4 2026-04-09 2026-04-09 iso4217:USD xbrli:pure xbrli:shares

Calculation of Filing Fee Tables

S-3

Nakamoto Inc.

Table 1: Newly Registered and Carry Forward Securities ☐Not Applicable

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
Equity Common Stock 457(o)
Equity Preferred Stock 457(o)
Debt Debt Securities 457(o)
Other Warrants 457(o)
Other Rights 457(o)
Other Purchase Contracts 457(o)
Other Units 457(o)
Fees to be Paid Unallocated (Universal) Shelf 457(o) $ 6,993,570,615.16 0.0001381 $ 965,812.10
Fees Previously Paid
Carry Forward Securities
Carry Forward Securities

Total Offering Amounts:

$ 6,993,570,615.16

$ 965,812.10

Total Fees Previously Paid:

$ 0.00

Total Fee Offsets:

$ 965,812.10

Net Fee Due:

$ 0.00

Table 2: Fee Offset Claims and Sources ☐Not Applicable
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 Nakamoto Inc. S-3 333-289868 08/26/2025 $ 276,200.00 Unallocated (Universal) Shelf $ 2,000,000,000.00
Fee Offset Claims 2 Nakamoto Inc. S-3 333-289868 08/26/2025 $ 689,612.10 Unallocated (Universal) Shelf $ 4,993,570,615.16
Fee Offset Sources Nakamoto Inc. S-3 333-289868 03/30/2026 $ 276,200.00
Fee Offset Sources Nakamoto Inc. S-3 333-289868 08/26/2025 $ 765,500.00

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

1

As set forth in Table 2, on August 26, 2025, the Company filed a Registration Statement on Form S-3 (File No. 333-289868), as amended by Post-Effective Amendment No. 1 filed with the Securities and Exchange Commission (the "SEC") on March 27, 2026 (together, the "Prior Registration Statement"). In connection with the Prior Registration Statement, the Company previously paid SEC registration fees of $765,500 (initial filing on August 26, 2025) and $276,200 (Post-Effective Amendment No. 1 filed on March 27, 2026), which total $1,041,700. Pursuant to Rule 457(p) under the Securities Act of 1933, as amended, the Company applies these previously paid fees as offsets to the registration fee otherwise payable with this Registration Statement with respect to the unsold securities associated with the unallocated (universal) shelf registered under the Prior Registration Statement, as reflected in Table 2. As a result of these offsets, no additional registration fee is payable in connection with this Registration Statement. All offerings under the Prior Registration Statement have terminated.

2

As set forth in Table 2, on August 26, 2025, the Company filed a Registration Statement on Form S-3 (File No. 333-289868), as amended by Post-Effective Amendment No. 1 filed with the Securities and Exchange Commission (the "SEC") on March 27, 2026 (together, the "Prior Registration Statement"). In connection with the Prior Registration Statement, the Company previously paid SEC registration fees of $765,500 (initial filing on August 26, 2025) and $276,200 (Post-Effective Amendment No. 1 filed on March 27, 2026), which total $1,041,700. Pursuant to Rule 457(p) under the Securities Act of 1933, as amended, the Company applies these previously paid fees as offsets to the registration fee otherwise payable with this Registration Statement with respect to the unsold securities associated with the unallocated (universal) shelf registered under the Prior Registration Statement, as reflected in Table 2. As a result of these offsets, no additional registration fee is payable in connection with this Registration Statement. All offerings under the Prior Registration Statement have terminated.

Table 3: Combined Prospectuses ☑Not Applicable

Security Type

Security Class Title

Amount of Securities Previously Registered

Maximum Aggregate Offering Price of Securities Previously Registered

Form Type

File Number

Initial Effective Date