EX-FILING FEES 4 d390490dexfilingfees.htm EX-FILING FEES EX-FILING FEES

Exhibit 107

Calculation of Filing Fee Tables

S-3

(Form Type)

Aspen Aerogels, 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

 

Carry
Forward
Form
Type

 

Carry
Forward File
Number

 

Carry
Forward
Initial
Effective
Date

 

Filing Fee
Paid In
Connection
with Unsold
Securities
to be
Carried
Forward

Newly Registered Securities
Fees to Be Paid   Equity   Common Stock, $0.00001 par value   457(o)   (1)   (2)   (2)     $ —        
  Equity   Preferred Stock, $0.00001 par value   457(o)   (1)   (2)   (2)     $ —        
  Debt   Debt Securities   457(o)   (1)   (2)   (2)     $ —        
  Equity   Warrants   457(o)   (1)   (2)   (2)     $ —        
  Equity   Rights   457(o)   (1)   (2)   (2)     $ —        
  Equity   Units   457(o)   (1)   (2)   (2)     $ —        
  Unallocated (Universal) Shelf   (1)   457(o)   $175,618,236.3   (2)   $175,618,236.3   $0.00011020   $19,353.13        
Fees to be Paid   Equity   Common Stock, $0.00001 par value   457(o)   74,381,763.70     $74,381,763.70   $0.00011020   $8,196.87        
  Total Registration Fees       $250,000,000   N/A   $250,000,000     $27,550        
Carry Forward Securities
  Equity   Common Stock, $0.00001 par value     415(a)(6)   (3)   $74,381,763.70   $0.0000927     S-3ASR   333-263622   March 16, 2022   $6,895.19
  Total Offering Amounts      $250,000,000     $27,550.00        
  Total Fees Previously Paid                 
  Total Fee Offsets          $6,895.19        
  Net Fee Due          $20,654.81        

 

(1)

There are being registered hereunder such indeterminate number of shares of common stock or preferred stock, such indeterminate principal amount of debt securities, such indeterminate number of warrants and rights to purchase common stock, preferred stock or debt securities, and such indeterminate number of units, as shall have an aggregate initial offering price not to exceed $250,000,000. If any debt securities are issued at an original issue discount, then


 

the offering price of such debt securities shall be in such greater principal amount as shall result in an aggregate initial offering price not to exceed $250,000,000, less the aggregate dollar amount of all securities previously issued hereunder. Any securities registered hereunder may be sold separately or as units with other securities registered hereunder. The proposed maximum initial offering price per unit will be determined, from time to time, by the registrant in connection with the issuance by the registrant of the securities registered hereunder. The securities registered also include such indeterminate number of shares of common stock or preferred stock and amount of debt securities as may be issued upon conversion of or exchange for preferred stock or debt securities that provide for conversion or exchange, upon exercise of warrants or rights or pursuant to the anti-dilution provisions of any such securities. In addition, pursuant to Rule 416 under the Securities Act of 1933, as amended (the “Securities Act”), the shares being registered hereunder include such indeterminate number of shares of common stock or preferred stock as may be issuable with respect to the shares being registered hereunder as a result of stock splits, stock dividends or similar transactions.

(2)

The proposed maximum aggregate offering price per class of security will be determined from time to time by the registrant in connection with the issuance by the registrant of the securities registered hereunder and is not specified as to each class of security pursuant to General Instruction II.D. of Form S-3 under the Securities Act.

(3)

Pursuant to 415(a)(6) under the Securities Act, the securities registered pursuant to this registration statement include unsold securities previously registered by the registrant on the registrant’s automatic shelf registration statement on Form S-3ASR (File No. 333-263622), originally filed on March 16, 2022 (the “Prior Registration Statement”). The Prior Registration Statement registered the offer and sale of up to $150,000,000 in shares of the registrant’s common stock that may be issued and sold under a certain sales agreement with Cowen and Company, LLC and Piper Sandler & Co. The registrant previously paid a fee of $13,905.00 related to such $150,000,000 in shares of common stock. Of such shares of common stock, $74,381,763.70 remain unsold (the “Unsold Shelf Securities”). The registrant has determined to include in this registration statement all of the $74,381,763.70 Unsold Shelf Securities. Pursuant to Rule 457(b) under the Securities Act, the filing fee of $6,895.19 relating to $74,381,763.70 of the Unsold Shelf Securities under the Prior Registration Statement, which was paid under the Prior Registration Statement, will continue to be applied to the registrant’s total registration fee. Accordingly, the registrant is paying the registration fee due less the $6,895.19 that was previously paid, or $20,654.81.

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(b) and 0-11(a)(2)
Fee Offset Claims                      
Fee Offset Sources                      
Rule 457(p)
Fee Offset Claims   Aspen Aerogels, Inc.   Form S-3ASR   333-263622   March 16, 2022   —     $6,895.19   (3)   (3)   (3)   $74,381,763.70(3)   —  
Fee Offset Sources   Aspen Aerogels, Inc.   Form S-3ASR   333-263622   —     March 16, 2022   —     —     —     —     —     $13,905.00(3)


Table 3: Combined Prospectuses

 

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

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