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Allogene Therapeutics, Inc. – ‘S-3ASR’ on 11/2/22 – ‘EX-FILING FEES’

On:  Wednesday, 11/2/22, at 4:43pm ET   ·   Effective:  11/2/22   ·   Accession #:  1737287-22-85   ·   File #:  333-268117

Previous ‘S-3ASR’:  ‘S-3ASR’ on 11/5/19   ·   Latest ‘S-3ASR’:  This Filing   ·   17 References:   

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  As Of               Filer                 Filing    For·On·As Docs:Size

11/02/22  Allogene Therapeutics, Inc.       S-3ASR     11/02/22    9:1.7M

Automatic Shelf Registration Statement by a Well-Known Issuer   —   Form S-3

Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: S-3ASR      Automatic Shelf Registration Statement by a         HTML    483K 
                Well-Known Issuer                                                
 3: EX-1.2      Underwriting Agreement or Conflict Minerals Report  HTML    281K 
 5: EX-4.10     Instrument Defining the Rights of Security Holders  HTML    141K 
 6: EX-4.11     Instrument Defining the Rights of Security Holders  HTML    146K 
 7: EX-4.12     Instrument Defining the Rights of Security Holders  HTML    126K 
 4: EX-4.7      Instrument Defining the Rights of Security Holders  HTML    460K 
 8: EX-5.1      Opinion of Counsel re: Legality                     HTML     37K 
 9: EX-23.1     Consent of Expert or Counsel                        HTML      7K 
 2: EX-FILING FEES  Filing Fees                                     HTML     54K 


‘EX-FILING FEES’   —   Filing Fees


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         Exhibit 107
Calculation of Filing Fee Tables

Form S-3
(Form Type)

Allogene Therapeutics, 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
Fee Rate
Amount of Registration Fee
Newly Registered Securities
Fees to Be Paid
Equity
Common Stock, par value $0.001 per share
(1)
(2)
(2)
(2)
(1)
(1)

Equity
Preferred Stock, par value $0.001 per share
(1)
(2)
(2)
(2)
(1)
(1)

Debt
Debt Securities
(1)
(2)
(2)
(2)
(1)
(1)

Other
Warrants
(1)
(2)
(2)
(2)
(1)
(1)

Equity
Common Stock, par value $0.001 per share
457(o) and 457(r)
$167,349,645
N/A
N/A
$0.0001102    
$18,441.93

Total Offering Amount
$167,349,645 (3)
$0.0001102    
$18,441.93

Total Fees Previously Paid



Total Fee Offsets


$18,441.93 (4)

Net Fee Due


$0 (4)


(1)Pursuant to Rules 456(b) and 457(r), the registrant is deferring payment of all applicable registration fees.
(2)Omitted pursuant to General Instructions II.E of Form S-3. An indeterminate number or amount, as the case may be, of common stock, preferred stock, debt securities and warrants are being registered hereunder as may from time to time be issued at indeterminate prices. The securities being registered hereunder may be convertible into or exchangeable or exercisable for other securities of any identified class, and may be sold separately or in combination with the other securities registered hereunder. In addition to the securities that may be issued directly under this registration statement, there is being registered hereunder such indeterminate aggregate number or amount, as the case may be, of the securities of each identified class as may from time to time be issued upon the conversion, exchange, settlement or exercise of other securities offered hereby. Separate consideration may or may not be received for securities that are issuable upon the conversion or exercise of, or in exchange for, other securities offered hereby. In addition, pursuant to Rule 416 under the Securities Act, the shares being registered hereunder include such indeterminate number of shares of common stock and preferred stock as may be issuable with respect to the shares being registered hereunder as a result of stock splits, stock dividends or similar transactions.
(3)The securities registered hereunder may be sold separately or in a combination with other securities registered hereby. Does not include registration fees deferred in accordance with Rules 456(b) and 457(r) under the Securities Act, as described in Note (1) above.
(4)On November 5, 2019, the registrant filed a registration statement on Form S-3 (File No. 333-234516) (the “Prior Registration Statement”), registering, among other securities, the issuance of up to $250,000,000 of Common Stock of the registrant in an at-the-market equity offering of the registrant’s Common Stock (the “Prior ATM Common Stock”). The registration fee associated with the Prior ATM Common Stock was $32,450. Pursuant to the Prior Registration Statement, the registrant sold $82,650,355 of Prior ATM Common Stock, which equates to an associated registration fee of $10,728.02 based on the total registration fee paid in connection with the filing of the Prior Registration Statement. Accordingly, the unused registration fee paid in connection with the Prior Registration Statement and the Prior ATM Common Stock is $21,721.98.

Pursuant to Rule 457(p) under the Securities Act, the registration fee applicable to the $167,349,645 of Common Stock of the registrant being registered hereby in the amount of $18,441.93 is offset by $18,441.93 in registration fees previously paid by the registrant with respect to Prior ATM Common Stock that were registered but not issued pursuant to the Prior Registration Statement. Accordingly, no registration fees are being paid at this time. Concurrently with the filing of this registration statement, any offering of unsold Prior ATM Common Stock pursuant to the Prior Registration Statement is hereby terminated.

Pursuant to Rule 457(p) under the Securities Act, the remaining unused fees from the Prior Registration Statement ($3,280.05) will be applied to the fees payable pursuant to this registration statement under the applicable prospectus supplement.

1



         Exhibit 107

Table 2: Fee Offset Claims and Sources



Registrant or Filer Name

Form or Filing
 Type


File Number


Initial Filing Date
 Filing Date


Fee Offset Claimed

Security Type Associated with Fee Offset Claimed

Security Title Associated with Fee Offset Claimed

Unsold Securities Associated with Fee Offset Claimed
Unsold Aggregate Offering Amount Associated with Fee Offset
Claimed
Fee Paid with Fee Offset Source

Rule 457(p)

Fee Offset
Claims
Allogene Therapeutics, Inc.
S-3
11/5/2019

$18,441.93 (1)
Equity
Common Stock
N/A
$167,349,645 (3)

Fee Offset Sources
Allogene Therapeutics, Inc.
S-3

11/5/2019





$18,441.93 (4)

(1)See Note (4) under Table 1 above.



2

Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘S-3ASR’ Filing    Date    Other Filings
Filed on / Effective on:11/2/2210-Q,  8-K
11/5/1910-Q,  8-K,  S-3ASR
 List all Filings 


4 Subsequent Filings that Reference this Filing

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 3/14/24  Allogene Therapeutics, Inc.       10-K/A     12/31/22   89:12M
 3/14/24  Allogene Therapeutics, Inc.       S-3                    8:1.1M                                   Donnelley … Solutions/FA
 3/14/24  Allogene Therapeutics, Inc.       POSASR      3/14/24    4:555K                                   Donnelley … Solutions/FA
 2/28/23  Allogene Therapeutics, Inc.       10-K       12/31/22   82:11M


13 Previous Filings that this Filing References

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

11/02/22  Allogene Therapeutics, Inc.       10-Q        9/30/22   60:6.5M
10/06/22  Allogene Therapeutics, Inc.       8-K:8      10/06/22   10:170K
 9/21/22  Allogene Therapeutics, Inc.       8-K:8       9/15/22   10:164K
 8/09/22  Allogene Therapeutics, Inc.       10-Q        6/30/22   61:6.3M
 7/12/22  Allogene Therapeutics, Inc.       8-K:5       7/08/22   10:163K
 6/17/22  Allogene Therapeutics, Inc.       8-K:5,9     6/15/22   11:205K
 5/04/22  Allogene Therapeutics, Inc.       10-Q        3/31/22   59:5.9M
 4/26/22  Allogene Therapeutics, Inc.       DEF 14A     6/15/22    1:1.5M
 2/23/22  Allogene Therapeutics, Inc.       10-K       12/31/21   83:12M
10/15/18  Allogene Therapeutics, Inc.       8-K:5,8,9  10/15/18    4:168K                                   Donnelley … Solutions/FA
10/05/18  Allogene Therapeutics, Inc.       8-A12B                 1:14K                                    Donnelley … Solutions/FA
10/02/18  Allogene Therapeutics, Inc.       S-1/A                 15:6.4M                                   Donnelley … Solutions/FA
 9/14/18  Allogene Therapeutics, Inc.       S-1                   14:7.5M                                   Donnelley … Solutions/FA
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Filing Submission 0001737287-22-000085   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

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