Exhibit 107
Calculation of Filing Fee Tables
Form S-3
22ND CENTURY GROUP, 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 Rule | Amount Registered | Proposed Maximum Offering Price Per Share | Maximum Aggregate Offering Price | Fee Rate | Amount of Registration Fee | |||||||||||||||||||
| Equity | Common stock, par value $0.00001 per share | 457(a) and (c) | 9,140,970 | (1) | $ | 1.70 | (2) | $ | $15,539,649 | 0.00014760 | $ | 2,294 | ||||||||||||||
| Total Offering Amounts | $ | $15,539,649 | ||||||||||||||||||||||||
| Total Fee Previously Paid | — | |||||||||||||||||||||||||
| Total Fee Offsets | — | |||||||||||||||||||||||||
| Net Fee Due | $ | 2,294 | ||||||||||||||||||||||||
| (1) | Pursuant to Rule 416 under the Securities Act of 1933, as amended (the “Securities Act”), the shares of common stock being registered hereunder include such indeterminate number of shares of common stock as may be issuable with respect to the shares being registered hereunder, as a result of stock splits, stock dividends or similar transactions. The amount to be registered includes 7,290,012 shares of common stock issuable upon exercise of outstanding warrants. |
| (2) | The proposed maximum offering price per share is estimated solely for purposes of calculating the registration fee according to Rule 457(c) under the Securities Act based on the average of the high and low prices of the registrant’s common stock quoted on The Nasdaq Capital Market on April 29, 2024. |
