EX-FILING FEES 2 exhibit107-sx1.htm EX-FILING FEES Document
Exhibit 107
Calculation of Filing Fee Tables
Form S-1
(Form Type)
Katapult Holdings, Inc.
(Exact Name of Registrant as Specified in its Charter)
Table 1: Newly Registered Securities 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
Previously
Paid in
Connection
with
Unsold
Securities
to be
Carried
Forward
Newly Registered Securities
Fees to be
Paid
EquityCommon stock, par value $0.0001 per share457(c)3,377,164(1)
$16.02 (2)
$54,102,167.30
$147.60
per
$1,000,000 
$7,985.48N/AN/AN/AN/A
Total Offering Amounts $54,102,167.30$7,985.48 
Total Fees Previously Paid -
Total Fee Offsets $48,046.22
Net Fee Due $0.00
(1)Consists of (i) 2,703,864 shares of common stock registered for sale by the selling securityholders named in this registration statement, (ii) 13,300 shares of common stock issuable upon the exercise of the Private Placement Warrants, (iii) 500,000 shares of common stock issuable upon the exercise of 12,500,000 Public Warrants and (iv) 160,000 shares of common stock issuable upon the exercise of the warrant to purchase stock, issued by us to Midtown Madison Management LLC.
(2)Pursuant to Rule 457(c) under the Securities Act, and solely for the purpose of calculating the registration fee, the proposed maximum offering price per share is $16.02, which is the average of the high and low prices of the common stock on June 4, 2024 on the Nasdaq Global Market.



Table 2: Fee Offset Claims and Sources
 Registrant or Filer NameForm or Filing TypeFile NumberInitial Filing DateFiling DateFee Offset ClaimedSecurity Type Associated with Fee Offset ClaimedSecurity Title Associated with Fee Offset ClaimedUnsold 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 ClaimsKatapult Holdings, Inc.Form S-1333-2575836/30/2021
$47,852.27 (1)
EquityCommon stock, par value $0.0001 per share$569,461,014.48$569,461,014.48
Fee offset SourceKatapult Holdings, Inc.Form S-1333-257583$47,852.27
Fee offset ClaimsKatapult Holdings, Inc.Form S-3333-2711694/6/2023$193.95 (2)EquityCommon Stock $0.0001 par value per share$1,760,000$1,760,000
Fee offset SourceKatapult Holdings, Inc.Form S-3333-271169$193.95
(1)On June 30, 2021, the Registrant filed a registration statement on Form S-1 (Registration No. 333-257583) (the “Prior S-1 Registration Statement”), with a proposed maximum aggregate offering price of $743,778,986. In connection with the Prior S-1 Registration Statement, the Registrant paid a filing fee of $81,147.00. 16,329,518 of common stock and 53,750 warrants were sold under the Prior S-1 Registration Statement. As a result, $47,852.27 (the “Unused S-1 Fees”) in previously paid fees remain available for future offset. In accordance with Rule 457(p) under the Securities Act, the registrant hereby applies the Unused S-1 Fees to offset the filing fee payable in connection with this filing.
(2)On April 6, 2023, the Registrant filed a registration statement on Form S-3 (Registration No. 333-271169) (the “Prior S-3 Registration Statement”), with a proposed maximum aggregate offering price of $1,760,000. In connection with the Prior S-3 Registration Statement, the Registrant paid a filing fee of $193.95. No securities were sold under the Prior S-3 Registration Statement. As a result, $193.95 (the “Unused S-3 Fees”) in previously paid fees remain available for future offset. In accordance with Rule 457(p) under the Securities Act, the registrant hereby applies the Unused S-3 Fees to offset the filing fee payable in connection with this filing.