Form: S-8

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

December 23, 2024

 

Exhibit 107

 

Calculation of Filing Fee Tables

 

 

FORM S-8

(Form Type)

 

Exodus Movement, 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

Proposed Maximum
Offering Price Per Unit

Maximum
Aggregate
Offering Price

Fee Rate

Amount of
Registration Fee

Equity

Class A common stock, par value $0.000001 per share (1)

Rule 457(a) (4)

1,973,290 (7)

$36.84

 $72,696,003.60

$153.10 per $1,000,000

 $11,129.76

Equity

Class B common stock, par value $0.000001 per share (2)

Rule 457(a) (5)

928,016 (8)

$2.40

   $2,227,238.40

$153.10 per $1,000,000

$340.99

Equity

Class A common stock, par value $0.000001 per share (3)

Rule 457(a) (6)

928,016 (9)

Total Offering Amounts

 

 $74,923,242.00

 

 $11,470.75

Total Fee Offsets

 

 

 

Net Fee Due

 

 

 

 $11,470.75

(1)
Pursuant to Rule 416(a) under the Securities Act of 1933, as amended (the “Securities Act”), this Registration Statement shall also cover any additional shares of the Registrant’s Class A common stock, par value $0.000001 per share (the “Class A Common Stock”), that may be issued pursuant to the Registrant’s 2021 Equity Incentive Plan (the “2021 Plan”), by reason of any stock dividend, stock split, recapitalization or other similar transaction effected without the Registrant’s receipt of consideration that increases the number of the outstanding shares of the Registrant’s Class A Common Stock.
(2)
Pursuant to Rule 416(a) under the Securities Act of 1933, as amended (the “Securities Act”), this Registration Statement shall also cover any additional shares of the Registrant’s Class B common stock, par value $0.000001 per share (the “Class B Common Stock”), that may be issued pursuant to the outstanding stock options under the Registrant’s 2019 Equity Incentive Plan (the “Outstanding Options”), by reason of any stock dividend, stock split, recapitalization or other similar transaction effected without the Registrant’s receipt of consideration that increases the number of the outstanding shares of the Registrant’s Class B Common Stock.
(3)
Pursuant to Rule 416(a) under the Securities Act, this Registration Statement shall also cover any additional shares of Class A Common Stock that may be issued pursuant to the Outstanding Options, by reason of any stock dividend, stock split, recapitalization or other similar transaction effected without the Registrant’s receipt of consideration that increases the number of the outstanding shares of the Registrant’s Class A Common Stock.
(4)
Estimated solely for the purpose of calculating the registration fee pursuant to Rules 457(c) and (h) of the Securities Act and based on the average of the high and low sale prices of the Class A Common Stock, as quoted on over-the-counter markets, on December 16, 2024.
(5)
Estimated solely for the purpose of calculating the registration fee pursuant to Rules 457(h) of the Securities Act and based on the weighted-average exercise price for the Outstanding Options.
(6)
Pursuant to Rule 457(i) under the Securities Act, there is no fee associated with the registration of Class A Common Stock issuable upon conversion of the shares of Class B Common Stock (a convertible security)

 


 

 

being registered under this Registration Statement because no additional consideration will be received in connection with the conversion of such Class B Common Stock.
(7)
Represents 1,973,290 shares of Class A Common Stock to be registered and available for grant under the 2021 Plan.
(8)
Represents 928,016 shares of Class B Common Stock issuable upon the exercise of the Outstanding Options.

(9) Represents 928,016 shares of Class A Common Stock issuable upon conversion, on a one-for-one basis, of shares of Class B Common Stock issuable upon the exercise of the Outstanding Options.