Exhibit 107
Calculation of Filing Fee Tables
S-1
(Form Type)
Grom Social Enterprises, 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 | Proposed Maximum Offering Price Per Unit | Maximum Aggregate Offering Price (1)(2) | Fee Rate | Amount of Registration Fee | Carry Forward Form Type | Carry Forward File Number | Carry Forward Initial Effective Date | Filing Fee Previously Paid in Connection with Unsold Securities to be Carried Forward | |
| Newly Registered Securities | ||||||||||||
| Fees to be Paid | Equity | Units consisting of: (3) | 457(o) | — | — | $4,600,000 | $0.00014760 | $678.96 | ||||
| Fees to be Paid | Equity | (i) Common Stock, $0.001 par value per share (4) | — | — | — | — | — | — | ||||
| Fees to be Paid | Equity | (ii) Two Series A Warrants, each Series A Warrant to purchase one share of Common Stock as determined on the Reset Date (4) | — | — | — | — | — | — | ||||
| Fees to be Paid | Equity | (iii) One Series B Warrants, each Warrant to purchase such number of share of Common Stock (4) | — | — | — | — | — | — | ||||
| Fees to be Paid | Equity | Pre-Funded Units consisting of: (3) | 457(o) | — | — | — | — | — | ||||
| Fees to be Paid | Equity | (i) Pre-Funded Warrants to purchase shares of Common Stock (4) | — | — | — | — | — | — | ||||
| Fees to be Paid | Equity | (ii) Two Series A Warrants, each Series A Warrant to purchase one share of Common Stock (4) | — | — | — | — | — | — | ||||
| Fees to be Paid | Equity | (iii) One Series B Warrants, each Warrant to purchase such number of share of Common Stock (4) | — | — | — | — | —
| — | ||||
| Fees to be Paid | Equity | Common Stock, issuable upon the exercise of the Series A Warrants included as part of the Units and Pre-Funded Units | 457(g) | 19,738,466 | $0.4053(5) | $8,000,000.27 | $0.00014760 | $1,180.80 | ||||
| Fees to be Paid | Equity | Common Stock, issuable upon the exercise of the Series B Warrants included as part of Units and Pre-Funded Units | 457(g) | 39,452,592 | $0.0001(6) | $3,945.26 | $0.00014760 | $0.58 | ||||
| Fees to be Paid | Equity | Common Stock, 0.001 par value per share, to be sold by the Selling Stockholder (Secondary Offering) | 457(c) | 9,024,876 | $0.345(7) | $3,113,582.22 | $0.00014760 | $459.56 | ||||
| Fees Previously Paid | — | — | — | — | — | — | — | — | ||||
| Carry Forward Securities | ||||||||||||
| Carry Forward Securities | — | — | — | — | — | — | — | — | — | — | — | — |
| Total Offering Amounts | $15,717,527.75 | $0.00014760 | $2,319.91 | |||||||||
| Total Fees Previously Paid | — | |||||||||||
| Total Fee Offset | — | |||||||||||
| Net Fee Due | $2,319.91 | |||||||||||
| (1) | Estimated solely for the purpose of calculating the amount of the registration fee pursuant to Rule 457(o) under the Securities Act of 1933, as amended (the “Securities Act”). |
| (2) | Pursuant to Rule 416(a) under the Securities Act of 1933, this registration statement shall also cover an indeterminate number of shares that may be issued and resold resulting from stock splits, stock dividends or similar transactions. |
| (3) | The proposed maximum offering price of the units proposed to be sold in the offering will be reduced on a dollar-for-dollar basis based on the offering price of any pre-funded units offered and sold in the offering, and as such the proposed aggregate maximum offering price of the units together with the pre-funded units (including shares of common stock issuable upon exercise of the pre-funded warrants), if any, is $4,600,000, which includes up to an additional 15% of the aggregate offering price to cover the underwriter’s option to purchase securities to cover over-allotments, if any. |
| (4) | No separate fee is required pursuant to Rule 457(g) under the Securities Act. |
| (5) | Reflects the shares of Common Stock that may be issued upon exercise of the Series A Warrants at an exercise price of $.4053 per share of Common Stock. |
| (6) | Reflects the shares of Common Stock that may be issued upon exercise of the Series B Warrants at an exercise price of $.0001 per share of Common Stock. |
| (7) | Estimated solely for the purpose of calculating the registration fee pursuant to Rule 457(c) under the Securities Act, as amended., based on the average of the high and low sales price of the Common Stock as reported on Nasdaq on July 23, 2024. |
