Exhibit 107

 

Calculation of Filing Fee Tables

 

Form S-3
(Form Type)

 

Direct Digital Holdings, Inc.
(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 (2)
Maximum
Aggregate
Offering Price
Fee Rate Amount of
Registration Fee
Fees to Be Paid Equity Common Stock, $0.001 par value (3) 457(o)          
Fees to Be Paid Equity Preferred Stock, par value $0.001 per share (4) 457(o)          
Fees to Be Paid Debt Debt Securities (5) 457(o)          
Fees to Be Paid Other Warrants (6) 457(o)          
Fees to Be Paid Other Units (7) 457(o)          
Fees to Be Paid Unallocated (Universal)
Shelf
(1) 457(o)     $300,000,000 $110.20 per $1,000,000 $33,060.00
           
  Total Offering Amounts       $33,060.00
  Total Fees Previously Paid       -
  Total Fee Offsets       -
  Net Fee Due       $33,060.00

 

(1)The amount to be registered consists of up to $300,000,000 of an indeterminate amount of common stock, preferred stock, debt securities, warrants and/or units. There is also being registered hereunder such currently indeterminate number of (i) shares of common stock or other securities of the registrant as may be issued upon conversion of, or in exchange for, convertible or exchangeable debt securities and/or preferred stock registered hereby, or (ii) shares of debt securities, common stock, preferred stock or units as may be issued upon exercise of warrants registered hereby, as the case may be, including under any applicable antidilution provisions. Any securities registered hereunder may be sold separately or together with other securities registered hereunder. Pursuant to Rule 416 under the Securities Act of 1933, as amended, this registration statement also covers any additional securities that may be offered or issued in connection with any stock split, stock dividend or similar transactions of any of the securities.

 

(2)The proposed maximum offering price per security will be determined from time to time by the registrant in connection with the issuance by the registrant of the securities registered hereunder and is not specified as to each class of security pursuant to General Instruction II.D. of Form S-3 under the Securities Act of 1933, as amended.

 

(3)Including such indeterminate amount of common stock as may be issued from time to time at indeterminate prices or upon conversion of debt securities and/or preferred stock registered hereby, or upon exercise of warrants registered hereby, as the case may be.

 

(4)Including such indeterminate amount of preferred stock as may be issued from time to time at indeterminate prices or upon conversion of debt securities and/or preferred stock registered hereby, or upon exercise of warrants registered hereby, as the case may be.

 

(5)Including such indeterminate principal amount of debt securities as may be issued from time to time at indeterminate prices or upon exercise of warrants registered hereby, as the case may be.

 

(6)Warrants may be sold separately or together with any of the securities registered hereby and may be exercisable for shares of common stock, preferred stock, debt securities, or units registered hereby. Because the warrants will provide a right only to purchase such securities offered hereunder, no additional registration fee is required.

 

(7)Each unit will be issued under a unit agreement and will represent an interest in two or more securities registered pursuant to this registration statement, which may or may not be separable from one another. Because the units will provide a right only to purchase such securities offered hereunder, no additional registration fee is required.