EX-FILING FEES

Exhibit 107

Calculation of Filing Fee Table

S-1

(Form Type)

Nuburu, 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 to be Registered	Proposed Maximum Offering Price Per Unit	Proposed Maximum Aggregate Offering Price	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	Common stock, par value $0.0001 per share (Secondary Offering)(2)	Other	515,394	$4.69(4)	$2,417,197.86	$110.20 per $1,000,000	$266.38

	Equity	Common stock, par value $0.0001 per share (Secondary Offering)(2)	Other	195,452	$4.69(4)	$916,669.88	$110.20 per $1,000,000	$101.02

	Equity	Common stock, par value $0.0001 per share (Secondary Offering)(2)(5)(6)	Other	390,904	—	—	—	—

	Equity	Preferred stock, par value $0.0001 per share (Secondary Offering)(3)(5)(7)	Rule 457(a)	195,452	$10.00(7)	$1,954,520.00	$110.20 per $1,000,000	$215.39

Fees Previously Paid
	Equity	Common stock, par value $0.0001 per share, underlying warrants (Primary Offering)(8)	Other	16,710,785	$11.50(9)	$192,174,027.50	$110.20 per $1,000,000	$21,177.58
	Equity	Common stock, par value $0.0001 per share (Secondary Offering)(2)	Other	30,298,320	$8.18(10)	$247,840,257.60	$110.20 per $1,000,000	$27,312.00
	Equity	Common stock, par value $0.0001 per share (Secondary Offering)(2)	Other	1,150,000	$8.18(10)	$9,407,000.00	$110.20 per $1,000,000	$1,036.66
	Equity	Common stock, par value $0.0001 per share (Secondary Offering)(2)(5)(6)	Other	4,079,654	—	—	—	—
	Equity	Preferred stock, par value $0.0001 per share (Secondary Offering)(3)(5)(6)	Rule 457(a)	2,039,827	$10.00(6)	$20,398,270.00	$110.20 per $1,000,000	$2,247.89

	Total Offering Amounts					$475,107,942.84		$52,356.92

	Total Fees Previously Paid							$51,774.13

	Total Fee Offsets							$52,356.92

	Net Fee Due							$0.00

(1)

Pursuant to Rule 416(a) under the Securities Act, this Registration Statement shall also cover any additional shares of the Registrant’s common stock, par value $0.0001 per share (“Common Stock”), that become issuable as a result of any stock dividend, stock split, recapitalization, or other similar transaction effected without the receipt of consideration that results in an increase to the number of outstanding shares of Common Stock, as applicable.

(2)

Consists of 36,657,036 shares of Common Stock registered for resale by the Selling Securityholders named in this Registration Statement, comprising (i) 30,298,320 Business Combination Shares, (ii) 515,394 Equity Award Shares, (iii) 1,150,000 Private Shares, (iv) 195,452 Private Placement Common Shares and (v) 4,470,558 Underlying Common Shares (each as defined in this Registration Statement).

(3)

Consists of 2,235,279 shares of Series A preferred stock, par value $0.0001 per share (“Preferred Stock”), registered for resale by the Selling Securityholders named in this Registration Statement, comprising (i) 1,539,827 shares issued in the Preferred Stock Issuance, (ii) 500,000 shares issued pursuant to the Services Agreement, and (iii) 195,452 Private Placement Preferred Shares (each as defined in this Registration Statement).

(4)	Estimated solely for the purpose of calculating the registration fee in accordance with Rule 457(c) under the Securities Act, based on the average of the high and low prices of Common Stock as reported on March 10, 2023, which was approximately $4.69 per share.

(5)	Pursuant to Rule 457(i) of the Securities Act, when convertible securities and the securities into which conversion is offered are registered at the same time, the registration fee is to be calculated on the basis of the proposed offering price of the convertible securities alone.

(6)

A conversion rate equal to $10.00 divided by $5.00 has been assumed, representing the maximum number of shares issuable to holders of Preferred Stock pursuant to the terms of the Certificate of Designations (subject to equitable adjustment in the event of a stock split, stock consolidation, subdivision or certain other events of a similar nature that increase or decrease the number of shares of Preferred Stock outstanding). The actual number of Common Stock issuable upon conversion of Preferred Stock will depend on the then outstanding conversion rate as determined from time to time pursuant to the terms of the Certificate of Designations.

(7)	Calculated pursuant to Rule 457(a) under the Securities Act, based on the original issue price of the Preferred Stock.

(8)	Consists of 16,710,785 shares of Common Stock issuable by the Registrant upon the exercise of the Public Warrants (as defined in this Registration Statement) for which the fees have already been paid.

(9)	Calculated pursuant to Rule 457(g) under the Securities Act, based on the exercise price of the Public Warrants.

(10)

Estimated solely for the purpose of calculating the registration fee in accordance with Rule 457(c) under the Securities Act, based on the average of the high and low prices of Common Stock as reported on February 3, 2023 (such date being within five business days of the date that this Registration Statement was initially filed with the SEC), which was approximately $8.18 per share.