0001817229 2026-03-30 2026-03-30 0001817229 2 2026-03-30 2026-03-30 0001817229 1 2026-03-30 2026-03-30 pure shares iso4217:USD N/A 0001817229 EX-FILING FEES S-8 S-8 Vor Biopharma Inc. false Equity Common Stock, par value $0.0001 per share, reserved for issuance pursuant to the Amended and Restated 2021 Equity Incentive Plan true 1548807 12.29 19034838 0.0001381 2628.71 false Equity Common Stock, par value $0.0001 per share, reserved for issuance pursuant to the 2021 Employee Stock Purchase Plan true 90000 10.45 940500 0.0001381 129.88 19975338 2758.59 0 2758.59 <div class="item-list-element-wrapper" style="margin-left:3.333%;display:flex;margin-top:0;justify-content:flex-start;align-items:baseline;margin-bottom:12pt;min-width:3.333%;text-align:justify;"><span style="color:#000000;white-space:pre-wrap;font-size:11pt;font-family:Arial;font-kerning:none;min-width:3.447919145106397%;word-break:keep-all;display:inline-flex;justify-content:flex-start;">1</span><div style="display:inline;"><span style="color:#000000;white-space:pre-wrap;font-size:11pt;font-family:Arial;font-kerning:none;min-width:fit-content;">The amount registered represents shares of common stock of Vor Biopharma Inc. (the “Registrant”) that were added to the shares reserved for future issuance under the Registrant’s Amended and Restated 2021 Equity Incentive Plan (the “2021 EIP”) on January 1, 2026 pursuant to a provision contained in the 2021 EIP pursuant to which the number of shares reserved for issuance under the 2021 EIP will automatically increase on January 1 of each year for a period of ten years commencing on January 1, 2026 and ending on (and including) January 1, 2035, in an amount equal to four percent (4%) of the total number of shares of the Registrant’s common stock outstanding on December 31 of the preceding year; provided, however, that the Registrant’s board of directors may act prior to January 1st of a given year to provide that the increase for such year will be a lesser number of shares. Pursuant to Rule 416(a) promulgated 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 2021 EIP by reason of any stock dividend, stock split, recapitalization, or other similar transaction effected that results in an increase to the number of outstanding shares of the Registrant’s common stock. The proposed maximum offering price per unit is estimated solely for the purpose of calculating the proposed maximum aggregate offering price and the registration fee in accordance with Rules 457(c) and (h) under the Securities Act, based on the average of the high and low prices of the Registrant’s common stock as reported in the consolidated reporting system of The Nasdaq Global Select Market on March 24, 2026, which was $12.29.</span></div></div> <div class="item-list-element-wrapper" style="margin-left:3.333%;display:flex;margin-top:0;justify-content:flex-start;align-items:baseline;margin-bottom:12pt;min-width:3.333%;text-align:justify;"><span style="color:#000000;white-space:pre-wrap;font-size:11pt;font-family:Arial;font-kerning:none;min-width:3.447919145106397%;word-break:keep-all;display:inline-flex;justify-content:flex-start;">2</span><div style="display:inline;"><span style="color:#000000;white-space:pre-wrap;font-size:11pt;font-family:Arial;font-kerning:none;min-width:fit-content;">The amount registered represents shares of the Registrant’s common stock that were added to the shares reserved for future issuance under the Registrant’s 2021 Employee Stock Purchase Plan (the “2021 ESPP”) on January 1, 2026 pursuant to a provision contained in the 2021 ESPP pursuant to which the number of shares reserved for issuance under the 2021 ESPP will automatically increase on January 1st of each year for a period of ten years commencing on January 1, 2022 and ending on (and including) January 1, 2031, in an amount equal to the lesser of (i) one percent (1%) of the total number of shares of the Registrant’s common stock outstanding on December 31st of the preceding year and (ii) 90,000 shares of common stock; provided, however, that the Registrant’s board of directors may act prior to January 1st of a given year to provide that the increase for such year will be a lesser number of shares. Pursuant to Rule 416(a) promulgated under the Securities Act, this Registration Statement shall also cover any additional shares of the Registrant’s common stock that become issuable under the 2021 ESPP by reason of any stock dividend, stock split, recapitalization, or other similar transaction effected that results in an increase to the number of outstanding shares of Registrant’s common stock. The proposed maximum aggregate offering price per unit is estimated solely for the purpose of calculating the proposed maximum aggregate offering price and the registration fee in accordance with Rules 457(c) and (h) under the Securities Act, based on the average of the high and low prices of the Registrant’s common stock as reported in the consolidated reporting system of The Nasdaq Global Select Market on March 24, 2026, which was $12.29, multiplied by 85%, which is the percentage of the price per share applicable to purchases under the 2021 ESPP.</span></div></div>