EX-FILING FEES 4 ngm-02x28x2023xs8ex107.htm EX-FILING FEES Document

Exhibit 107

CALCULATION OF REGISTRATION FEE
Form S-8
NGM Biopharmaceuticals, Inc.

 
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,
par value $0.001 per share
 – Amended and Restated 2018 Equity Incentive Plan
Rule 457(c) and 457(h)
3,275,416 (2)
$4.6125 (3)
$15,107,856.30 (3)
$110.20 per million dollars$1,664.89
Equity
Common Stock,
par value $0.001 per share
 – 2019 Employee Stock Purchase Plan
Rule 457(c) and 457(h)
818,854 (4)
$4.6125 (3)
$3,776,964.08 (3)
$110.20 per million dollars$416.22
Total Offering Amounts4,094,270$18,884,820.38$110.20 per million dollars$2,081.11
Total Fee Offsets
  — 
Net Fee Due$2,081.11

(1)
Pursuant to Rule 416(a) promulgated under the Securities Act of 1933, as amended (the “Securities Act”), this Registration Statement shall also cover any additional shares of common stock, par value $0.001 per share (the “Common Stock”), of NGM Biopharmaceuticals, Inc. (the “Registrant”) that become issuable under the plans set forth herein by reason of any stock dividend, stock split, recapitalization, or other similar transaction effected that results in an increase to the number of outstanding shares of Common Stock.
(2)
Represents shares of Common Stock that were automatically added to the share reserve under the Registrant’s Amended and Restated 2018 Equity Incentive Plan (the “Restated 2018 Plan”) on January 1, 2023. The Restated 2018 Plan provides that the number of shares of Common Stock reserved for issuance under the Restated 2018 Plan will automatically increase on January 1st each calendar year for ten years, starting on January 1, 2020 and ending on and including January 1, 2029, by the lesser of (a) four percent (4.0%) of the total number of the Registrant’s capital stock outstanding as of December 31st of the immediately preceding calendar year or (b) a number determined by the Registrant’s board of directors.
(3)This estimate is made pursuant to Rule 457(c) and Rule 457(h) of the Securities Act solely for purposes of calculating the registration fee. The Proposed Maximum Offering Price Per Share is based upon the average of the high and low prices for the Registrant’s common stock as reported on The Nasdaq Global Select Market on February 22, 2023, which was $4.6125.



(4)
Represents shares of Common Stock that were automatically added to the share reserve under the Registrant’s 2019 Employee Stock Purchase Plan (the “ESPP”) on January 1, 2023. The ESPP provides that the number of shares of Common Stock reserved for issuance under the ESPP will automatically increase on January 1st each calendar year for ten years, starting on January 1, 2020 and ending on and including January 1, 2029, by the lesser of (a) 1.0% of the total number of shares of common stock outstanding on December 31 of the preceding calendar year, (b) 1,000,000 shares or (c) a number determined by the Registrant’s board of directors that is less than (a) and (b).