0001622229EX-FILING FEESfalsefalseTo be Issued Pursuant to the Cogent Biosciences Inc Inducement Award Non-Qualified Stock Option Agreement the Inducement OptionsTo be Issued Pursuant to the Cogent Biosciences Inc Inducement Restricted Stock Unit Award Agreement the Inducement RSUs0.000147600.00014760In addition to the number of shares of the common stock, par value $0.001 per share (the “Common Stock”), of the Registrant stated above, pursuant to Rule 416 under the Securities Act of 1933, as amended (the “Securities Act”), this Registration Statement also covers any additional shares of Common Stock that become issuable by reason of any stock dividend, stock split, recapitalization or other similar transaction effected without receipt of consideration that increases the number of the Registrant’s outstanding shares of Common Stock.Calculated pursuant to 457(h) under the Securities Act based on $8.22, the exercise price per share of the Inducement Options.The price of $9.60 per share, which is the average of the high and low sale prices of the Common Stock of the Registrant as quoted on the Nasdaq Global Select Market on July 31, 2024, is set forth solely for purposes of calculating the registration fee pursuant to Rules 457(c) and (h) of the Securities Act and has been used as these shares are without a fixed price. 0001622229 2024-08-06 2024-08-06 0001622229 1 2024-08-06 2024-08-06 0001622229 2 2024-08-06 2024-08-06 iso4217:USD xbrli:pure xbrli:shares
Exhibit 107
CALCULATION OF FILING FEE TABLE
Form
S-8
Cogent Biosciences, Inc.
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, par value $0.001 per share              
               
   
To be issued pursuant to the Cogent Biosciences, Inc. Inducement Award
Non-Qualified
Stock Option Agreement (the “Inducement Options”)
   457(a)   525,000   $8.22(2)   $4,315,500(2)   $
147.60 per $1,000,000
   $636.97
               
   
To be issued pursuant to the Cogent
Biosciences, Inc. Inducement Restricted Stock Unit Award Agreement (the “Inducement RSUs”)
   457(a)   214,000   $9.60(3)   $2,054,400(3)   $
147.60 per $1,000,000
   $303.23
           
Total Offering Amounts
  
739,000
     $6,369,900     $940.20
           
Total Fee Offsets
           $0
           
Net Fee Due
                   $940.20
 
(1)
In addition to the number of shares of the common stock, par value $
0.001
per share (the “Common Stock”), of the Registrant stated above, pursuant to Rule 416 under the Securities Act of 1933, as amended (the “Securities Act”), this Registration Statement also covers any additional shares of Common Stock that become issuable by reason of any stock dividend, stock split, recapitalization or other similar transaction effected without receipt of consideration that increases the number of the Registrant’s outstanding shares of Common Stock.
(2)
Calculated pursuant to 457(h) under the Securities Act based on $
8.22
, the exercise price per share of the Inducement Options.
(3)
The price of $
9.60
per share, which is the average of the high and low sale prices of the Common Stock of the Registrant as quoted on the Nasdaq Global Select Market on July 31, 2024, is set forth solely for purposes of calculating the registration fee pursuant to Rules 457(c) and (h) of the Securities Act and has been used as these shares are without a fixed price.