EX-FILING FEES 9 ea023828301ex-fee_fold.htm FILING FEE TABLE

Exhibit 107

Calculation of Filing Fee Tables

Form S-8

(Form Type)

Fold Holdings, Inc.

(Exact Name of Registrant as Specified in its Charter)

Table 1—Newly Registered Securities

Security Type	Security Class Title	Fee Calculation Rule	Amount to be Registered⁽¹⁾			Proposed Maximum Offering Price Per Unit			Maximum Aggregate Offering Price		Fee Rate		Amount of Registration Fee
Equity	Common stock, $0.0001 par value per share, issuable under the Fold, Inc. 2019 Equity Incentive Plan	Rule 457(c) and Rule 457(h)		2,152,678	⁽²⁾	$	3.59	⁽³⁾	$	7,717,350.63	$	0.0001531	$	1,181.53
Equity	Common stock, $0.0001 par value per share, reserved for future issuance under the Registrant’s 2025 Incentive Award Plan	Rule 457(c) and Rule 457(h)		6,423,932	⁽⁴⁾	$	3.59	⁽⁵⁾	$	23,029,796.22	$	0.0001531	$	3,525.86
Equity	Common stock, $0.0001 par value per share, reserved for future issuance under the Registrant’s 2025 Employee Stock Purchase Plan	Rule 457(c) and Rule 457(h)		1,216,254	⁽⁶⁾	$	3.05	⁽⁷⁾	$	3,706,228.60	$	0.0001531	$	567.42
Total Offering Amounts									$	34,453,375.45			$	5,274.81
Total Fee Offsets⁽⁸⁾													$	—
Net Fee Due													$	5,274.81

(1)

Pursuant to Rule 416(a) under the Securities Act of 1933, as amended (the “Securities Act”), this registration statement shall also cover any additional shares of Fold Holding, Inc.’s (the “Registrant”) common stock that become issuable under the Fold Holdings, Inc. 2025 Incentive Award Plan (the “2025 Plan”), the Fold Holdings, Inc. 2025 Employee Stock Purchase Plan (the “2025 ESPP”) and the Fold, Inc. 2019 Equity Incentive Plan (the “2019 Plan”) by reason of any stock dividend, stock split, recapitalization or similar transaction effected without the Registrant’s receipt of consideration which would increase the number of outstanding shares of common stock.

(2)

Represents shares of common stock issuable upon the settlement of restricted stock units granted under the 2019 Plan.

(3)

Estimated in accordance with Rule 457(h) solely for the purpose of calculating the registration fee on the basis of $3.59 per share, which is the average of the high and low prices of the Registrant’s common stock on April 17, 2025, as reported on the Nasdaq Capital Market.

(4)

Represents 6,423,932 shares of common stock reserved for future issuance under the 2025 Plan.

(5)

(6)

Represents 1,216,254 shares of common stock reserved for future issuance under the 2025 ESPP.

(7)

Estimated solely for the purpose of calculating the registration in accordance with Rule 457(h) under the Securities Act. The proposed maximum offering price per share and the proposed maximum aggregate offering price are based upon $3.59 per share, which is the average of the high and low prices of the Registrant’s common stock on April 17, 2025, as reported on the Nasdaq Capital Market, multiplied by 85%, which reflects the discount to the purchase price applicable to purchases under the 2025 ESPP.

(8)

The Registrant does not have any fee offsets.