EX-FILING FEES 5 d574866dexfilingfees.htm EX-FILING FEES EX-FILING FEES

Exhibit 107

Calculation of Filing Fee Tables

Form S-8

(Form Type)

Korro Bio, 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

 

Maximum

Aggregate

Offering

Price

  

Fee

Rate

  

Amount of

Registration

Fee

Equity

   Common Stock, $0.001
par value per share
   457(h)   601,573(2)   $16.96(3)   $10,202,678.08    $0.0001476    $1,505.92

Equity

   Common Stock, $0.001
par value per share
   457(h)   611,577(4)   $14.98(5)   $9,161,423.46    $0.0001476    $1,352.23

Equity

   Common Stock, $0.001
par value per share
   457(h)   885,028(6)   $15.0025(7)   $13,277,632.57    $0.0001476    $1,959.78

Equity

   Common Stock, $0.001
par value per share
   457(h)   88,502(8)   $15.0025(9)   $1,327,751.26    $0.0001476    $195.98
    

Total Offering Amounts

      $33,969,485.37         $5,013.90
    

Total Fee Offsets

                —  
    

Net Fee Due

                $5,013.90

 

(1)

Pursuant to Rule 416 under the Securities Act of 1933, as amended (the “Securities Act”), this Registration Statement on Form S-8 (“Registration Statement”) shall also cover any additional shares of common stock, $0.001 par value per share (the “Common Stock”) of Korro Bio, Inc. (formerly known as Frequency Therapeutics, Inc., the “Registrant”) that become issuable under the Korro Bio, Inc. 2019 Stock Incentive Plan (the “2019 Plan”), Korro Bio, Inc. 2023 Stock Option and Incentive Plan (the “2023 Plan”) and the Korro Bio, Inc. 2023 Employee Stock Purchase Plan (the “2023 ESPP”) by reason of any stock dividend, stock split, recapitalization or any other similar transactions.

 

(2)

Represents 601,573 shares of Common Stock issuable upon the exercise of outstanding stock options awards as of the date of this Registration Statement assumed under the 2019 Plan. No further grants will be made under the 2019 Plan. To the extent outstanding options granted under the 2019 Plan are cancelled, forfeited or otherwise terminated without being exercised and would otherwise have been returned to the share reserve under the 2019 Plan, the number of shares underlying such awards will be available for future grant under the 2023 Plan.

 

(3)

Estimated solely for the purpose of calculating the registration fee pursuant to Rule 457(h) of the Securities Act, and based on $16.96, which is the weighted average exercise price (rounded to the nearest cent) of the outstanding option awards under the 2019 Plan as of the date of this Registration Statement.

 

(4)

Represents 611,577 shares of Common Stock issuable upon the exercise of outstanding stock options awards under the 2023 Plan as of the date of this Registration Statement. To the extent outstanding options granted under the 2023 Plan are cancelled, forfeited or otherwise terminated without being exercised, the number of shares underlying such awards will be available for future grant under the 2023 Plan.

 

(5)

Estimated solely for the purpose of calculating the registration fee pursuant to Rule 457(h) of the Securities Act, and based on $14.98, which is the weighted average exercise price (rounded to the nearest cent) of the outstanding option awards under the 2023 Plan as of the date of this Registration Statement.

 

(6)

Represents 885,028 shares of Common Stock reserved for issuance under the 2023 Plan. If awards outstanding under the 2019 Plan, the Frequency Therapeutics, Inc. 2014 Equity Incentive Plan and the Frequency Therapeutics, Inc. 2019 Incentive Award Plan, as of the date of this Registration Statement, and the 2023 Plan are cancelled, forfeited or otherwise terminated without being exercised, the number of shares underlying such awards will be available for future grant under the 2023 Plan. The 2023 Plan provides that an additional number of shares will automatically be added to the shares authorized for issuance under the 2023 Plan on January 1, 2024 and each January 1 thereafter until the plan terminates. The number of shares reserved and available for issuance under the 2023 Plan shall be cumulatively increased by 5% of the number of shares of Common Stock issued and outstanding on the immediately preceding December 31, or such lesser number of shares as approved by the administrator of the 2023 Plan.

 

(7)

Estimated solely for the purpose of calculating the registration fee pursuant to Rule 457 of the Securities Act, and based on $15.0025, the average of the high and low sale prices of the Common Stock as reported on Nasdaq on November 3, 2023 (such date being within five business days of the date that this Registration Statement was filed with the Commission).

 

(8)

Represents 88,502 shares of Common Stock reserved for future issuance under the 2023 ESPP. The 2023 ESPP provides that an additional number of shares will automatically be added to the shares authorized for issuance under the 2023 ESPP on January 1, 2024, and each January 1 thereafter until the plan terminates. The number of shares added each year will be equal to the lesser of: (i) 88,502 shares of Common Stock, (ii) 1% of the number of shares of Common Stock issued and outstanding on the immediately preceding December 31, or (iii) such lesser number of shares of Common Stock as determined by the administrator of the 2023 ESPP.

 

(9)

Estimated solely for the purpose of calculating the registration fee pursuant to Rule 457 of the Securities Act, and based on 85% (the percentage of the price per share applicable to purchases under the 2023 ESPP) of $15.0025, the average of the high and low sale prices of the Common Stock as reported on Nasdaq on November 3, 2023 (such date being within five business days of the date that this Registration Statement was filed with the Commission.