Form: S-8

Initial registration statement for securities to be offered to employees pursuant to employee benefit plans

March 21, 2022

Documents

Exhibit 107

Calculation of Filing Fee Tables

Form S-8

(Form Type)

Graphite Bio, 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

 

  

Fee

Rate

 

  

Amount of

Registration

Fee

 

Equity

 

  

Common Stock, $0.00001 par value per share

 

  

Rule 457(c) and Rule 457(h)(1)

 

  

2,900,541(3)

 

  

$8.03

 

  

$23,276,841.53

 

  

$0.0000927

 

  

$2,157.76

 

Equity

 

  

Common Stock, $0.00001 par value per share

 

  

Rule 457(c) and Rule 457(h)(1)

 

  

564,000(4)

 

  

$8.03

 

  

$4,526,100.00

 

  

$0.0000927

 

  

$419.57

 

Total Offering Amounts

 

      

$27,802,941.53

 

      

$2,577.33

 

Total Fee Offsets

 

              

$0

 

Net Fee Due

 

              

$2,577.33

 

 

(1)

Pursuant to Rule 416 under the Securities Act of 1933, as amended (the “Securities Act”), this Registration Statement shall also cover any additional shares of common stock which become issuable under the above-named plans by reason of any stock dividend, stock split, recapitalization or any other similar transaction effected without the receipt of consideration which results in an increase in the number of our outstanding shares of common stock. Pursuant to Rule 416(c) under the Securities Act, this Registration Statement shall also cover an indeterminate amount of interests to be offered or sold pursuant to the employee benefit plans described herein.

(2)

Estimated solely for the purpose of calculating the registration fee pursuant to Rule 457(c) and (h)(1) of the Securities Act, and based on $8.03, the average of the high and low sale prices of the of the Registrant’s common stock as reported on the Nasdaq Global Market on March 16, 2022.

(3)

Represents an automatic increase to the number of shares available for issuance under the Registrant’s 2021 Stock Option and Incentive Plan (the “2021 Plan”) effective as of January 1, 2022. Shares available for issuance under the 2021 Plan were previously registered on Form S-8 filed with the Securities and Exchange Commission on June 28, 2021 (Registration No. 333- 257486).

(4)

Represents an automatic increase to the number of shares available for issuance under the Registrant’s 2021 Employee Stock Purchase Plan (the “2021 ESPP”) effective as of January 1, 2022. Shares available for issuance under the 2021 ESPP were previously registered on Form S-8 filed with the Securities and Exchange Commission on June 28, 2021 (Registration No. 333- 257486).