S-8 S-8 EX-FILING FEES 0001847986 Dragonfly Energy Holdings Corp. N/A Fees to be Paid Fees to be Paid 0001847986 2026-03-06 2026-03-06 0001847986 1 2026-03-06 2026-03-06 0001847986 2 2026-03-06 2026-03-06 iso4217:USD xbrli:pure xbrli:shares

Calculation of Filing Fee Tables

S-8

Dragonfly Energy Holdings Corp.

Table 1: Newly Registered Securities

Security Type

Security Class Title

Fee Calculation Rule

Amount Registered

Proposed Maximum Offering Price Per Unit

Maximum Aggregate Offering Price

Fee Rate

Amount of Registration Fee

1 Equity Common stock, $0.0001 par value per share Other 483,148 $ 2.54 $ 1,227,195.92 0.0001381 $ 169.46
2 Equity Common stock, $0.0001 par value per share Other 120,787 $ 2.54 $ 306,798.98 0.0001381 $ 42.37

Total Offering Amounts:

$ 1,533,994.90

$ 211.83

Total Fee Offsets:

$ 0.00

Net Fee Due:

$ 211.83

Offering Note

1

(1) Pursuant to Rule 416(a) under the Securities Act of 1933, as amended (the "Securities Act"), this Registration Statement shall also cover any additional shares of the Registrant's common stock that become issuable under the Registrant's 2022 Omnibus Equity Incentive Plan (the "2022 Plan") and under the Registrant's Employee Stock Purchase Plan (the "ESPP") in respect of the securities identified in the above table by reason of any stock dividend, stock split, recapitalization, or other similar transaction effected without the Registrant's receipt of consideration that increases the number of the outstanding shares of the Registrant's common stock. In addition, pursuant to Rule 416(c) under the Securities Act, this registration statement also covers an indeterminate amount of interests to be offered or sold pursuant to the employee benefit plan(s) described herein, as these amounts may be adjusted as a result of stock splits, stock dividends, antidilution provisions, and similar transactions. (2) Pursuant to Rules 457(c) and (h) under the Securities Act, the proposed maximum offering price per share and the proposed maximum aggregate offering price are estimated for the purpose of calculating the amount of the registration fee and are based on the average of the high and low sales price, $2.61 and $2.47, respectively, of the Registrant's common stock as reported on the Nasdaq Capital Market on February 27, 2025. (3) Represents an automatic annual increase on January 1, 2026, to the number of shares of the Registrant's common stock reserved for issuance under the 2022 Plan, which annual increase is provided for in the 2022 Plan.

2

(1) Pursuant to Rule 416(a) under the Securities Act of 1933, as amended (the "Securities Act"), this Registration Statement shall also cover any additional shares of the Registrant's common stock that become issuable under the Registrant's 2022 Omnibus Equity Incentive Plan (the "2022 Plan") and under the Registrant's Employee Stock Purchase Plan (the "ESPP") in respect of the securities identified in the above table by reason of any stock dividend, stock split, recapitalization, or other similar transaction effected without the Registrant's receipt of consideration that increases the number of the outstanding shares of the Registrant's common stock. In addition, pursuant to Rule 416(c) under the Securities Act, this registration statement also covers an indeterminate amount of interests to be offered or sold pursuant to the employee benefit plan(s) described herein, as these amounts may be adjusted as a result of stock splits, stock dividends, antidilution provisions, and similar transactions. (2) Pursuant to Rules 457(c) and (h) under the Securities Act, the proposed maximum offering price per share and the proposed maximum aggregate offering price are estimated for the purpose of calculating the amount of the registration fee and are based on the average of the high and low sales price, $2.61 and $2.47, respectively, of the Registrant's common stock as reported on the Nasdaq Capital Market on February 27, 2025. (4) Represents an automatic annual increase on January 1, 2026, to the number of shares of the Registrant's common stock reserved for issuance under the ESPP, which annual increase is provided for in the ESPP.
Table 2: Fee Offset Claims and Sources ☑Not Applicable
Registrant or Filer Name Form or Filing Type File Number Initial Filing Date Filing Date Fee Offset Claimed Security Type Associated with Fee Offset Claimed Security Title Associated with Fee Offset Claimed Unsold Securities Associated with Fee Offset Claimed Unsold Aggregate Offering Amount Associated with Fee Offset Claimed Fee Paid with Fee Offset Source
Rule 457(p)
Fee Offset Claims N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A
Fee Offset Sources N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A