EX-FILING FEES 2 exhibit107-sx1october.htm EX-FILING FEES

Document

Exhibit 107

Calculation of Filing Fee Table

Form S-1

(Form Type)

Smith Micro Software, Inc.

(Exact Name of Registrant as Specified in its Charter)

Table 1: Newly Registered Securities

Security Type

Security Class Title

Fee Calculation Rule

Amount Registered (1)

Proposed Maximum Offering Price Per Share (2)

Maximum Aggregate Offering Price (3)

Fee Rate

Amount of Registration Fee

Newly Registered Securities

Fees to Be Paid

Equity

Common Stock, par value $0.001 per share(4)

457(c)

8,492,095

$0.83

$7,048,438.85

0.00015310

$1,079.12

Total Offering Amounts

$7,048,438.85

$1,079.12

Total Fees Previously Paid

—

Total Fee Offsets

$1,079.12

Net Fee Due

$—

(1)Pursuant to Rule 416 under the Securities Act of 1933, as amended (the “Securities Act”), the shares of Common Stock offered hereby also include an indeterminate number of additional shares of Common Stock as may from time to time become issuable by reason of stock splits, stock dividends, recapitalizations or other similar transactions.

(2)Estimated at $0.83 per share of Common Stock, the average of the high ($0.8602) and low ($0.7905) prices for the registrant’s Common Stock as reported on the Nasdaq Capital Market on October 23, 2024 (rounded to the nearest cent), solely for the purpose of calculating the registration fee in accordance with Rule 457(c) under the Securities Act.

(3)Estimated solely for the purpose of calculating the registration fee pursuant to Rule 457 under the Securities Act.

(4)Represents the resale of (i) 5,916,988 shares of Common Stock, which is equal to the maximum number of shares issuable upon the exercise of warrants to purchase one share of Common Stock issued to the Selling Stockholders on October 2, 2024 and (ii) 2,575,107 shares of Common Stock issued to one of the Selling Stockholders on October 2, 2024.

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

Smith Micro Software, Inc.

S-1

333-281349 (1)

8/7/2024

$1,079.12

Equity

Common Stock, par value $0.001 per share

$16,700,000

Fee Offset Sources

Smith Micro Software, Inc.

S-1

333-281349 (1)

8/7/2024

$2,464.92

(1) The Registrant paid a registration fee of $2,464.92 in connection with the registration of $16,700,000 of shares of the Registrant’s Common stock, par value $0.001 per share, under the Registration Statement on Form S-1, filed on August 7, 2024 (File No. 333-281349) (the “Prior S-1”). The Prior S-1 was not declared effective by the Securities and Exchange Commission, and no securities were issued or sold thereunder. The Prior S-1 was withdrawn by filing a Form RW on September 16, 2024. In accordance with Rule 457(p) under the Securities Act, the total amount of the registration fee due upon the initial filing of this Registration Statement is offset by $1,079.12, representing a portion of the $2,464.92 fee paid in connection with the Prior S-1.