EX-FILING FEES 8 ea020655801ex-fee_neuroone.htm FILING FEE TABLE

Exhibit 107

Calculation of Filing Fee Tables

FORM S-3

(Form Type)

NeuroOne Medical Technologies 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(1)				Proposed Maximum Offering price Per Unit		Maximum Aggregate Offering Price(2)				Fee Rate		Amount of Registration Fee
Fees to be Paid		Equity   Debt   Other   Unallocated (Universal) Shelf		Common Stock, par value $0.001 per share   Preferred Stock, par value $0.001 per share   Debt Securities   Warrants   Common Stock, par value $0.001 per share, issuable upon exercise of Warrants		Rule 457(o)								$	150,000,000			$147.60 per $1,000,000		$	22,140.00
Total Offering Amounts														$	150,000,000					$	22,140.00
Total Fees Previously Paid																				$	—
Total Fee Offsets																				$	13,395.55	(3)
Net Fee Due																				$	8,744.45

(1) There are being registered hereunder such indeterminate number of shares of common stock and preferred stock, such indeterminate principal amount of securities and such indeterminate number of warrants to purchase common stock as shall have an aggregate initial offering price not to exceed $150,000,000. If any securities are issued at an original issue discount, then the principal amount of such debt securities shall be in such greater amount as shall result in an aggregate initial offering price not to exceed $150,000,000, less the aggregate dollar amount of all securities previously issued hereunder. Any securities registered hereunder may be sold separately or in combination with other securities registered hereunder. The securities registered also include such indeterminate number of shares of common stock and preferred stock and amount of securities as may be issued upon conversion of or exchange for preferred stock or securities that provide for conversion or exchange, upon exercise of warrants or pursuant to the anti-dilution provisions of any such securities. In addition, pursuant to Rule 416 under the Securities Act of 1933, as amended (the “Securities Act”), the shares being registered hereunder include such indeterminate number of shares of common stock and preferred stock as may be issuable with respect to the shares being registered hereunder as a result of stock splits, stock dividends or similar transactions.

(2) Estimated solely for the purpose of calculating the amount of the registration fee in accordance with Rule 457(o) under the Securities Act.

	(3)	On June 4, 2021, the registrant filed a registration statement on Form S-3 with the Securities and Exchange Commission (the “SEC”), declared effective on June 14, 2021 (File No. 333-256830) (the “2021 Registration Statement”), registering the issuance of up to $150,000,000 of common stock, preferred stock, debt securities and warrants (the “2021 Securities”). A filing fee of $16,365 with respect to an aggregate of $150,000,000 of the 2021 Securities was paid in connection with the filing of the 2021 Registration Statement. Pursuant to the 2021 Registration Statement, the registrant brought down a total of $29,137,500 of the 2021 Securities, which equated to an associated registration fee of $2,969.45. Accordingly, the unused registration fee paid in connection with the 2021 Registration Statement and the 2021 Securities was $13,395.55.
		In accordance with Rule 457(p) under the Securities Act, the registration fee applicable to the $150,000,000 of securities proposed to be sold pursuant to the current registration statement, in the amount of $22,140, is offset by the remaining balance of $13,395.55 from the unused registration fee paid in connection with the 2021 Registration Statement and the 2021 Securities.

Table 2: Fee Offset Claims and Sources

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

Rule 457(p)

Fee Offset Claims

NeuroOne Medical Technologies Corporation

S-3

333-256830

6/4/2021

$

13,395.55

Unallocated (Universal) Shelf

-

N/A

$

120,862,500

(1)

Fee Offset Sources

NeuroOne Medical Technologies Corporation

S-3

333-256830

6/4/2021

$

16,365

(1)

(1) See Note (3) under Table 1 above.