S-4 S-4 EX-FILING FEES 0002017206 Millrose Properties, Inc. N/A N/A 0002017206 2025-10-09 2025-10-09 0002017206 1 2025-10-09 2025-10-09 iso4217:USD xbrli:pure xbrli:shares

Calculation of Filing Fee Tables
S-4
Millrose Properties, Inc.

Table 1: Newly Registered and Carry Forward Securities | ☐Not Applicable
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|  | 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 | 1 | Equity | Class A Common Stock, par value $0.01 per share | Other | 33,298,764 |  | $ 998,262,917.00 | 0.0001381 | $ 137,860.11 |  |  |  |
Fees Previously Paid |  |  |  |  |  |  |  |  |  |  |  |  |
Carry Forward Securities
Carry Forward Securities |  |  |  |  |  |  |  |  |  |  |  |  |
|  |  | Total Offering Amounts: |  | $ 998,262,917.00 |  | $ 137,860.11 |  |  |  |
|  |  | Total Fees Previously Paid: |  |  |  | $ 0.00 |  |  |  |
|  |  | Total Fee Offsets: |  |  |  | $ 0.00 |  |  |  |
|  |  | Net Fee Due: |  |  |  | $ 137,860.11 |  |  |  |

Offering Note |

1 | (1) Represents up to 33,298,764 shares of Class A common stock, par value $0.01 per share ("Millrose Class A Common Stock"), of Millrose Properties, Inc., a Maryland corporation ("Millrose"), being offered in exchange for shares of Class A common stock, par value $0.10 per share ("Lennar Class A Common Stock"), of Lennar Corporation, a Delaware corporation ("Lennar"), pursuant to the exchange offer (the "Exchange Offer") described in the prospectus forming a part of the registration statement filed by Millrose on Form S-4, with which this exhibit is filed. (2) This maximum aggregate offering price assumes the acquisition of up to 8,434,124 shares of Lennar Class A Common Stock in exchange for up to 33,298,764 shares of Millrose Class A Common Stock held by Lennar. This maximum aggregate offering price, estimated solely for the purpose of calculating the registration fee pursuant to Rule 457(c) and Rule 457(f) under the Securities Act of 1933, as amended, is based on the product of (i) $118.36, the average of the high and low prices of Lennar Class A Common Stock as reported on the New York Stock Exchange on October 9, 2025 and (ii) 8,434,124, the maximum number of shares of Lennar Class A Common Stock to be acquired in the Exchange Offer (based on the indicative exchange ratio of 3.9481 shares of Millrose Class A Common Stock per share of Lennar Class A Common Stock in effect following the close of trading on the New York Stock Exchange on October 9, 2025, based on the daily VWAPs of shares of Lennar Class A Common Stock and Millrose Class A Common Stock on October 7, 8 and 9, 2025).

Table 2: Fee Offset Claims and Sources | ☑Not Applicable
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|  | 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
--- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | ---
Rules 457(b) and 0-11(a)(2)
Fee Offset Claims | N/A | N/A | N/A | N/A | N/A | N/A | N/A | N/A | N/A | N/A | N/A | N/A
Fee Offset Sources | N/A | N/A | N/A | N/A | N/A | N/A | N/A | N/A | N/A | N/A | N/A | N/A
Rule 457(p)
Fee Offset Claims | N/A | N/A | N/A | N/A | N/A | N/A | N/A | N/A | N/A | N/A | N/A | N/A
Fee Offset Sources | N/A | N/A | N/A | N/A | N/A | N/A | N/A | N/A | N/A | N/A | N/A | N/A

Table 3: Combined Prospectuses | ☑Not Applicable
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| 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
--- | --- | --- | --- | --- | --- | --- | ---
N/A | N/A | N/A | N/A | N/A | N/A | N/A | N/A