S-1 EX-FILING FEES 0001959023 N/A N/A 0001959023 1 2025-09-26 2025-09-26 0001959023 2 2025-09-26 2025-09-26 0001959023 3 2025-09-26 2025-09-26 0001959023 2025-09-26 2025-09-26 iso4217:USD xbrli:pure xbrli:shares

Ex-Filing Fees

CALCULATION OF FILING FEE TABLES

S-1

Safe & Green Development Corp

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   Series B Non-Voting Convertible Preferred Stock, par value $0.001 per share   (1)   457(o)       $     $ 8,000,000.00   0.0001531   $ 1,224.80
Fees to be Paid   Equity   Common Stock, par value $0.001 per share, issuable upon conversion of Series B Non-Voting Convertible Preferred Stock   (2)   Other               0.00   0.0001531     0.00
Fees to be Paid   Equity   Common Stock, par value $0.001 per share, issuable as dividends upon conversion of Series B Non-Voting Convertible Preferred Stock   (3)   Other       $     $ 3,600,000.00   0.0001531   $ 551.16
                                           
Total Offering Amounts:   $ 11,600,000.00         1,775.96
Total Fees Previously Paid:                
Total Fee Offsets:               0.00
Net Fee Due:             $ 1,775.96

__________________________________________
Offering Note(s)

(1) Estimated solely for the purpose of calculating the registration fee pursuant to Rule 457(o) of the Securities Act of 1933, as amended (the “Securities Act”). Pursuant to Rule 416(a) promulgated under the Securities Act, there are also being registered an indeterminable number of additional securities as may be issued to prevent dilution resulting from stock splits, stock dividends, or similar transactions.
(2) No fee is required pursuant to Rule 457(i) under the Securities Act.
(3) The holders of Series B Non-Voting Convertible Preferred Stock (the “Series B Preferred Stock”) will be entitled to receive cumulative dividends at the rate per share of 9% per annum of the stated value per share, until the fifth anniversary of the date of issuance of the Series B Preferred Stock. The dividends become payable, at the registrant’s option, in either cash, out of any funds legally available for such purpose, or in shares of Common Stock, (i) upon any conversion of the Series B Preferred Stock, (ii) on each such other date as the registrant’s board of directors may determine, (iii) upon liquidation, dissolution or winding up of the registrant, and (iv) upon occurrence of a fundamental transaction, including any merger or consolidation, sale of all or substantially all of the registrant’s assets, exchange or conversion of all of the registrant’s Common Stock by tender offer, exchange offer or reclassification; provided, however, that if Series B Preferred Stock is converted into shares of Common Stock at any time prior to the fifth anniversary of the date of issuance of the Series B Preferred Stock, the holder will receive a make-whole payment in an amount equal to all of the dividends that, but for the early conversion, would have otherwise accrued on the applicable shares of Series B Preferred Stock being converted for the period commencing on the conversion date and ending on the fifth anniversary of the date of issuance, less the amount of all prior dividends paid on such converted Series B Preferred Stock before the date of conversion. Make-whole payments are payable at the registrant’s option in either cash, out of funds legally available for such purpose, or in shares of Common Stock.