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(1) |
In
accordance with Rule 416(a) of the Securities Act of 1933, as amended (the “Securities Act”), this Registration Statement
on Form S-8 (the “Registration Statement”) shall be deemed to cover any additional shares of Common Stock, $0.01 par
value per share (the “Common Stock”) of AIM ImmunoTech (the “Company”) that become issuable under the plans
set forth herein by reason of any stock divided, stock split, recapitalization, or other similar transaction effected that results
in an increase to the number of outstanding shares of Registrant’s Common Stock, as applicable. |
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(2) |
Estimated
in accordance with Rules 457(c) and 457(h) of the Securities Act based upon the average of the high and low sale prices of the Common
Stock as reported on the NYSE American on June 30, 2025. |
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(3) |
This
Registration also relates to the rights to purchase shares of Series A Junior Participating Preferred Stock of the Registrant, which
are attached to all shares of Common Stock pursuant to the terms of the Registrant’s Third Amended and Restated Rights Agreement
dated May 12, 2023. Until the occurrence of prescribed events, the preferred share purchase rights are not exercisable, are evidenced
by the certificates for the Common Stock and will be transferred with and only with such Common Stock. The preferred share purchase rights
are appurtenant to and trade with the Common Stock and No separate consideration will be received for the preferred share purchase rights.
Therefore, the registration fee for the preferred shares purchase rights is included in the fee for the Common Stock. |