EX-FILING FEES 2 d502127dexfilingfees.htm EX-FILING FEES EX-FILING FEES

Exhibit 107

Calculation of Filing Fee Table

424(b)(5)

(Form Type)

Host Hotels and Resorts, Inc.

(Exact Name of Registrant as Specified in its Charter)

Table 1: Newly Registered and Carry Forward Securities

 

     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
Newly Registered Securities
Fees to be Paid   Equity   Common Stock, $0.01 par value per share   Rule 457(o)(1)   —   —   $600,000,000.00   0.0001102   $66,120.00
Fees Previously Paid   —   —   —   —   —   —   —   —
    Total Offering Amounts   $600,000,000.00       $66,120.00
    Total Fees Previously Paid           —
    Total Fee Offsets           $50,738.36
    Net Fee Due           $15,381.64

 

(1)

The registration fee is calculated in accordance with Rule 457(o) under the Securities Act of 1933, as amended (the “Securities Act”), based on the proposed maximum aggregate offering price, and Rule 457(r) under the Securities Act. In accordance with Rules 456(b) and 457(r) under the Securities Act, the registrant initially deferred payment of all of the registration fee for Registration Statement No. 333-264313, except with respect to unsold securities that have been previously registered.

Table 2: Fee Offset Claims and Sources

 

     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
Rule 457(p)
Fee Offset Claims   Host Hotels & Resorts, Inc.    424b5   333-230903    May 6, 2021    —   

$50,738.36

(1)

    Equity    Common Stock, $0.01 par value per share    —    $460,420,747.00    —
Fee Offset Sources   Host Hotels & Resorts, Inc.    424b5   333-210809    —    May 25, 2018    —    —    —    —    —    $62,250.00
Fee Offset Sources   Host Hotels & Resorts, Inc.    424b5   333-230903    —    May 6, 2021    —    —    —    —    —    $3,210.00

(1)

Host Hotels & Resorts, Inc. (the “Company”) is registering shares of common stock having a proposed maximum aggregate offering price of up to $600,000,000 pursuant to the prospectus supplement to which this Exhibit 107 relates (the “Current Prospectus Supplement”). The Company has previously registered shares of common stock having an aggregate offering price of up to $500,000,000, offered by means of a prospectus supplement dated May 25, 2018 (the “2018 Prospectus Supplement”) and an accompanying prospectus dated April 18, 2016 pursuant to a Registration Statement on Form S-3 (Registration No. 333-210809) filed on April 18, 2016 (the “2016 Registration Statement”). In connection with the filing of the 2018 Prospectus Supplement, the Company made a contemporaneous fee payment in the amount of $62,250.00. No securities were offered or sold pursuant to the 2018 Prospectus Supplement. The Company subsequently filed a prospectus supplement, dated April 16, 2019 (the “2019 Prospectus Supplement”) and an accompanying prospectus dated April 16, 2019 pursuant to a Registration Statement on Form S-3 (Registration No. 333-230903) (the “2019 Registration Statement”) relating to the offer and sale of shares of common stock having an aggregate offering price of up to $500,000,000, all of which were unsold securities previously registered pursuant to the 2018 Prospectus Supplement and the 2016 Registration Statement. As such, no additional filing fee was paid in connection with the filing of the 2019 Prospectus Supplement. No securities were offered or sold pursuant to the 2019 Prospectus Supplement. The Company subsequently filed a prospectus supplement dated May 6, 2021 (the “2021 Prospectus Supplement” and, together with the 2018 Prospectus Supplement and the 2019 Prospectus Supplement, the “Prior Prospectus Supplements”) and an accompanying prospectus dated April 16, 2019, pursuant to the 2019 Registration Statement relating to the offer and sale of shares of common stock having an aggregate offering price of up to $600,000,000, of which shares having an aggregate offering price of $500,000,000 represented unsold securities previously registered pursuant to the 2019 Prospectus Supplement. In connection with the filing of the 2021 Prospectus Supplement, the Company made a contemporaneous fee payment in the amount of $3,210, reflecting the fee due with respect to shares of common stock to be offered and sold pursuant to the 2021 Prospectus Supplement that were not unsold securities registered pursuant to the 2019 Prospectus Supplement. Of those shares of common stock, shares of common stock having an aggregate offering price of $139,579,253.00 have been sold as of the date hereof pursuant to the 2021 Prospectus Supplement. Shares of common stock having a proposed maximum offering price of $460,420,747.00 that are being registered pursuant to the Current Prospectus Supplement represent unsold securities previously registered pursuant to the Prior Prospectus Supplements. Pursuant to Rule 457(p) under the Securities Act, $50,738.36 of the registration fees that were paid with respect to securities that were previously registered pursuant to the Prior Prospectus Supplements and were not sold thereunder is offset against the registration fee of $66,120.00 due for this offering. The remaining balance of the registration fee, $15,381.64, is being paid herewith in connection with the filing of the Current Prospectus Supplement. The Company has terminated the offering that included the unsold securities under the Prior Prospectus Supplements.