EX-FILING FEES 2 gern-exfiling_fees.htm EX-FILING FEES

Exhibit 107

Calculation of Filing Fee Tables

424(b)(5)

(Form Type)

Geron Corporation

(Exact Name of Registrant as Specified in its Charter)

Table 1: Newly Registered and Carry Forward Securities

| Security Type | Security Class Title | Fee Calculation or Carry Forward Rule | Amount Registered | Proposed Maximum Offering Price Per Share | Maximum Aggregate Offering Price | Fee Rate | Amount of Registration Fee(1)
Fees to be Paid | Equity | Common stock, par value $0.001 per share | Rule 457(r) | 93,007,741(2) | $2.45 | $227,843,965 | $110.20 per $1,000,000 | $25,109
Fees to be Paid | Equity | Pre-funded warrants to purchase common stock | Rule 457(r) | 25,000,000 | $2.45(3) | —(3) | $110.20 per $1,000,000 | —(3)
| Total Offering Amounts | — | $227,843,965 | — | $25,109
| Total Fees Previously Paid |  |  |  | —
| Total Fee Offsets |  |  | — | —
| Net Fee Due |  |  | — | $25,109

(1)
Calculated in accordance with Rule 457(r) under the Securities Act of 1933, as amended (the “Securities Act”). Payment of the registration fee at the time of filing of the registrant’s Registration Statement on Form S-3 (File No. 333-269111) on January 4, 2023 was deferred pursuant to Rules 456(b) and 457(r) under the Securities Act and is paid herewith.
(2)
Includes 12,131,444 shares of common stock that the underwriters have an option to purchase and 25,000,000 shares of common stock that are issuable upon the exercise of the pre-funded warrants referenced below.
(3)
Represents the sum of the pre-funded warrants sales price of $2.499 per pre-funded warrant and the exercise price of $0.001 per share issuable pursuant to the pre-funded warrants. Pursuant to Securities and Exchange Commission staff interpretation, the entire fee is allocated to the common stock underlying the pre-funded warrants.