EX-FILING FEES 5 d801965dexfilingfees.htm EX-FILING FEES EX-FILING FEES

Exhibit 107

CALCULATION OF FILING FEE TABLE

Form S-8

(Form Type)

Sable Offshore Corp.

(Exact Name of Registrant as Specified in its Charter)

Table 1: Newly Registered Securities

 

               

Security

Type

 

Security

Class

Title

 

Fee

Calculation

Rate

  Amount
Registered(1)
 

Proposed
Maximum
Offering

Price Per

Share

 

Maximum
Aggregate
Offering

Price

  Fee Rate  

Amount of
Registration

Fee

               
Equity   Common stock, 
$0.0001 par 
value per share
  Rule 457(c) 
and Rule
457(h)
  30,000,000(2)   $10.55(3)   $316,500,000    0.00014760   $46,715.40
         
Total Offering Amounts     $316,500,000      $46,715.40
         
Total Fee Offsets        
         
Net Fee Due               $46,715.40

 

(1)

Pursuant to Rule 416(a) under the Securities Act of 1933, as amended (the “Securities Act”), this registration statement on Form S-8 (“Registration Statement”) also covers any additional number of shares of common stock, $0.0001 par value per share (“Common Stock”) of Sable Offshore Corp. (the “Company”) that become issuable under the Sable Offshore Corp. 2023 Incentive Award Plan (the “2023 Plan”) by reason of any stock splits, stock dividends or other distribution, recapitalization or similar transaction effected without receipt of consideration that increases the number of outstanding shares of Common Stock.

 

(2)

Represents 30,000,000 shares of Common Stock available for future issuance under the 2023 Plan.

 

(3)

Estimated solely for purposes of calculating the registration fee pursuant to Rule 457(c) and 457(h) under the Securities Act and based on the average of the high and low sales price per share of Common Stock on the New York Stock Exchange on April 17, 2024, which is within five business days prior to filing this Registration Statement.