The amount to be registered and the proposed maximum aggregate offering price per unit are not specified as to each class of securities to be registered pursuant to Instruction 2.A.iii.b. to Item 16(b) of Form S-3 under the Securities Act of 1933 as amended (the “Securities Act”).  The aggregate maximum offering price of all securities to be issued by Piedmont Lithium Inc. (the “Registrant”) pursuant to this Registration Statement shall not have a maximum aggregate offering price that exceeds $500,000,000 in U.S. dollars or the equivalent at the time of offering in any other currency.  The amount also includes such indeterminate principal amount, liquidation amount or number of identified classes of securities as may be issued upon conversion or exchange of debt securities, preferred stock or warrants that provide for conversion or exchange into other securities.  Separate consideration may or may not be received for securities that are issuable on exercise, conversion or exchange of other securities.  Pursuant to Rule 457(n) under the Securities Act, no separate registration fee will be paid in respect of any guarantees of any other obligations.

The proposed maximum aggregate offering price per class of security will be determined from time to time by the Registrant in connection with the issuance by the Registrant of the securities registered hereunder and is not specified as to each class of security pursuant to Instruction 2.A.ii.b. to Item 16(b) of Form S-3 under the Securities Act.

Estimated solely for the purpose of computing the registration fee pursuant to Rule 457(o) under the Securities Act.  Calculated in accordance with Section 6 of the Securities Act and Rule 457 under the Securities Act by multiplying .0001476 and the proposed maximum aggregate offering price.

A portion of the Registrant’s common stock, par value $0.0001 per share, may be represented by CHESS Depositary Interests, each representing 1/100th of a share of common stock.

Any securities registered hereunder may be sold separately or as units with other securities registered hereunder.

Estimated solely for the purpose of calculating the amount of the registration fee pursuant to Rule 457(c) under the Securities Act, based upon the average of the high and low prices of the Registrant’s common stock on December 13, 2023, as reported on the New York Stock Exchange, in connection with the initial registration of these securities on December 18, 2023 pursuant to this Registration Statement.

Estimated solely for the purpose of calculating the amount of the registration fee pursuant to Rule 457(c) under the Securities Act, based upon the average of the high and low prices of the Registrant’s common stock on February 23, 2024, as reported on the New York Stock Exchange, in connection with the initial registration of these securities on February 23, 2024 pursuant to this Registration Statement.