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Exhibit 107

 

Calculation of Filing Fee Table

FORM S-8

REGISTRATION STATEMENT

UNDER

THE SECURITIES ACT OF 1933

 

 

 

PHINIA INC.

(Exact name of Registrant as specified in its charter)

 

Table 1: Newly Registered Securities

 

Security
Type
Security
Class
Title
Fee
Calculation
Rule
Amount
Registered(1)
Proposed
Maximum
Offering
Price Per
Unit(2)
Maximum
Aggregate
Offering
Price(2)
Fee Rate Amount of
Registration
Fee
Equity Common Stock, $0.01 par value per share Other 4,701,360(3) $33.50(2) $157,495,560(2) 0.0001102 $17,357
Total Offering Amounts - $157,495,560 - $17,357
Total Fee Offsets - - - -
Net Fee Due - - - $17,357

 

(1)Pursuant to Rule 416(a) promulgated under the Securities Act of 1933, as amended, this Registration Statement shall also cover any additional shares of common stock of PHINIA Inc. (the “Registrant”) that become issuable under the PHINIA Inc. 2023 Stock Incentive Plan (the “Plan”) in accordance with the adjustment and anti-dilution provisions of the Plan.

 

(2)Estimated in accordance with Rule 457(c) and Rule 457(h) solely for the purpose of calculating the registration fee based on a per share price of $33.50, the average of the high and low price per share of the Registrant’s common stock on the “when-issued” trading market as reported on the New York Stock Exchange on June 28, 2023.

 

(3)Represents 4,701,360 shares of the Registrant’s common stock issuable under the Plan.