S-3ASR EX-FILING FEES 0001946573 N/A N/A 0001946573 1 2025-09-12 2025-09-12 0001946573 2025-09-12 2025-09-12 iso4217:USD xbrli:pure xbrli:shares

Ex-Filing Fees

CALCULATION OF FILING FEE TABLES

S-3

Kindly MD, Inc.

Table 1: Newly Registered and Carry Forward Securities

                                           
Line Item Type   Security Type   Security Class Title   Notes   Fee Calculation
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 $0.0001   (1)   Other   590,259,274   $ 3.95   $ 2,331,524,132.30   0.0001531   $ 356,956.34
                                           
Total Offering Amounts:   $ 2,331,524,132.30         356,956.34
Total Fees Previously Paid:                
Total Fee Offsets:               0.00
Net Fee Due:             $ 356,956.34

 

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Offering Note(s)

(1) Pursuant to Rule 416 of the Securities Act of 1933, as amended (the “Securities Act”), this prospectus shall also cover any additional shares of the Company’s common stock, par value $0.0001 (“Common Stock”) that become issuable by reason of any stock dividend, stock split, recapitalization or other similar transaction effected without receipt of consideration that increases the number of outstanding shares of Common Stock.

The 590,259,274 shares of Common Stock comprise: (i) 342,126,206 shares of Common Stock acquired by certain of the Selling Stockholders in a private investment public equity transaction (“PIPE Offering”); (ii) 133,100,773 shares of Common Stock underlying pre-funded warrants acquired by certain of the Selling Stockholders in the PIPE Offering with an exercise price of $0.0001 per share (“Pre-Funded Warrants”); (iii) 700,000 shares of Common Stock previously issued upon exercise of Pre-Funded Warrants, (iv) up to 100,000,000 shares of Common Stock issuable upon conversion of the convertible notes, (v) 3,135,207 shares of Common Stock offered pursuant to an exemption from the registration requirements of the Securities Act, pursuant to Section 4(a)(2) of the Securities Act and (iv) 11,897,088 shares of Common Stock issued to advisors of the Company pursuant to an exemption from the registration requirements of the pursuant to Section 4(a)(2) of the Securities Act.

Estimated solely for the purpose of calculating the registration fee pursuant to Rule 457(c) and Rule 457(g) under the Securities Act. The offering price per share and aggregate offering price are based upon the average of the high and low prices per share of Common Stock as reported on The Nasdaq Stock Market on September 11, 2025.