Exhibit 107

Calculation of Filing Fee Tables

Form S-3

(Form Type)

First Watch Restaurant Group, 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(1)
  Proposed
Maximum
Offering
Price Per
Unit(2)(3)
 

Maximum
Aggregate
Offering

Price

 

Fee

Rate

 

Amount of
Registration

Fee

 
Newly Registered Securities
                 

Fees to Be

Paid

  Equity   Common stock, par value $0.01 per share   Other   46,564,784   $16.00   $745,036,544.00   0.00011020   $82,103.03
           
    Total Offering Amounts      $745,036,544.00     $82,103.03
           
    Total Fees Previously Paid         
           
    Total Fee Offsets         
           
    Net Fee Due                $82,103.03

(1) Pursuant to Rule 416 under the Securities Act of 1933, as amended (the “Securities Act”), the shares of common stock being registered hereunder include such indeterminate number of shares of common stock as may be issuable by the registrant with respect to the shares being registered hereunder as a result of stock splits, stock dividends or similar transactions.

(2) Pursuant to Rule 457(c) under the Securities Act, and solely for the purpose of calculating the registration fee, the proposed maximum offering price per share is $16.00, which is the average of the high and low prices of the shares of the common shares on November 4, 2022 on the Nasdaq Global Select Market.

(3) The proposed maximum offering price per share of common stock will be determined from time to time in connection with, and at the time of, the sale by the holder of such common stock.