S-3 EX-FILING FEES 0000803578 N/A N/A 0000803578 1 2026-05-19 2026-05-19 0000803578 2 2026-05-19 2026-05-19 0000803578 3 2026-05-19 2026-05-19 0000803578 4 2026-05-19 2026-05-19 0000803578 5 2026-05-19 2026-05-19 0000803578 6 2026-05-19 2026-05-19 0000803578 7 2026-05-19 2026-05-19 0000803578 2026-05-19 2026-05-19 iso4217:USD xbrli:pure xbrli:shares

Ex-Filing Fees

CALCULATION OF FILING FEE TABLES

S-3

Firefly Neuroscience, Inc.

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   Common Stock, par value $0.0001 per share   (1)   Other   1,213,175   $ 1.70   $ 2,062,397.50   0.0001381   $ 284.82
Fees to be Paid   Equity   Common stock, par value $0.0001 per share, issuable upon exercise of pre-funded warrants   (2)   Other   5,620,158     1.70     9,554,268.60   0.0001381     1,319.44
Fees to be Paid   Equity   Common stock, par value $0.001 per share, issuable upon exercise of common stock purchase warrants   (3)   Other   6,833,333     1.70     11,616,666.10   0.0001381     1,604.26
Fees to be Paid   Equity   Common stock, par value $0.001 per share, issuable upon exercise of common stock purchase warrants   (4)   Other   6,833,333     1.70     11,616,666.10   0.0001381     1,604.26
Fees to be Paid   Equity   Common Stock, par value $0.0001 per share   (5)   Other   666,667     1.70     1,133,333.90   0.0001381     156.51
Fees to be Paid   Equity   Common stock, par value $0.001 per share, issuable upon exercise of common stock purchase warrants   (6)   Other   666,667     1.70     1,133,333.90   0.0001381     156.51
Fees to be Paid   Equity   Common stock, par value $0.001 per share, issuable upon exercise of common stock purchase warrants   (7)   Other   666,667   $ 1.70   $ 1,133,333.90   0.0001381   $ 156.51
                                           
Total Offering Amounts:   $ 38,250,000.00         5,282.33
Total Fees Previously Paid:                
Total Fee Offsets:                
Net Fee Due:             $ 5,282.33

__________________________________________
Offering Note(s)

(1) Estimated solely for the purpose of calculating the registration fee pursuant to Rule 457(c) under the Securities Act, based upon the average of the high and low prices of the common stock, par value $0.0001 per share (“Common Stock”) of Firefly Neuroscience, Inc. (the “Registrant”) reported by The Nasdaq Stock Market LLC on May 15, 2026.

Represents up to 1,213,175 shares of Common Stock issued pursuant to the to that certain Securities Purchase Agreement, dated March 8, 2026 (the “March 2026 Securities Purchase Agreement”), by and between the and the Registrant and other parties signatory.

Estimated solely for the purpose of calculating the registration fee, based on the average of the high and low prices of the shares of common stock on The Nasdaq Global Select Market on May 15, 2026 (such date being within five business days of the date that this registration statement was first filed with the Securities and Exchange Commission, in accordance with Rule 457(c) under the Securities Act).
(2) Estimated solely for the purpose of calculating the registration fee pursuant to Rule 457(c) under the Securities Act, based upon the average of the high and low prices of the common stock, par value $0.0001 per share (“Common Stock”) of Firefly Neuroscience, Inc. (the “Registrant”) reported by The Nasdaq Stock Market LLC on May 15, 2026.

Represents up to 5,620,158 shares of Common Stock issuable upon exercise of certain pre funded warrants with an initial exercise price of $0.0001 per share pursuant to the March 2026 Securities Purchase Agreement.

Estimated solely for the purpose of calculating the registration fee, based on the average of the high and low prices of the shares of common stock on The Nasdaq Global Select Market on May 15, 2026 (such date being within five business days of the date that this registration statement was first filed with the Securities and Exchange Commission, in accordance with Rule 457(c) under the Securities Act).

(3) Estimated solely for the purpose of calculating the registration fee pursuant to Rule 457(c) under the Securities Act, based upon the average of the high and low prices of the common stock, par value $0.0001 per share (“Common Stock”) of Firefly Neuroscience, Inc. (the “Registrant”) reported by The Nasdaq Stock Market LLC on May 15, 2026.

Represents up to 6,833,333 shares of Common Stock issuable upon exercise of common stock purchase warrants with an initial exercise price of $1.80 per share pursuant to the March 2026 Securities Purchase Agreement;.

Estimated solely for the purpose of calculating the registration fee, based on the average of the high and low prices of the shares of common stock on The Nasdaq Global Select Market on May 15, 2026 (such date being within five business days of the date that this registration statement was first filed with the Securities and Exchange Commission, in accordance with Rule 457(c) under the Securities Act).
(4) Estimated solely for the purpose of calculating the registration fee pursuant to Rule 457(c) under the Securities Act, based upon the average of the high and low prices of the common stock, par value $0.0001 per share (“Common Stock”) of Firefly Neuroscience, Inc. (the “Registrant”) reported by The Nasdaq Stock Market LLC on May 15, 2026.

Represents up to 6,833,333 shares of Common Stock issuable upon exercise of common stock purchase warrants with an initial exercise price of $2.50 per share pursuant to the March 2026 Securities Purchase Agreement.

Estimated solely for the purpose of calculating the registration fee, based on the average of the high and low prices of the shares of common stock on The Nasdaq Global Select Market on May 15, 2026 (such date being within five business days of the date that this registration statement was first filed with the Securities and Exchange Commission, in accordance with Rule 457(c) under the Securities Act).
(5) Estimated solely for the purpose of calculating the registration fee pursuant to Rule 457(c) under the Securities Act, based upon the average of the high and low prices of the common stock, par value $0.0001 per share (“Common Stock”) of Firefly Neuroscience, Inc. (the “Registrant”) reported by The Nasdaq Stock Market LLC on May 15, 2026.

Represents up to 666,667 shares of Common Stock to be issued pursuant to the to that certain Securities Purchase Agreement, dated May 6, 2026 (the “May 2026 Securities Purchase Agreement”), by and between the and the Registrant and other party signatory thereto (the “May 2026 Investor”).

Estimated solely for the purpose of calculating the registration fee, based on the average of the high and low prices of the shares of common stock on The Nasdaq Global Select Market on May 15, 2026 (such date being within five business days of the date that this registration statement was first filed with the Securities and Exchange Commission, in accordance with Rule 457(c) under the Securities Act).

(6) Estimated solely for the purpose of calculating the registration fee pursuant to Rule 457(c) under the Securities Act, based upon the average of the high and low prices of the common stock, par value $0.0001 per share (“Common Stock”) of Firefly Neuroscience, Inc. (the “Registrant”) reported by The Nasdaq Stock Market LLC on May 15, 2026.

Represents up to 666,667 shares of Common Stock issuable upon exercise of common stock purchase warrants with an initial exercise price of $1.80 per share to be issued to the May 2026 Investor pursuant to the May 2026 Securities Purchase Agreement.

Estimated solely for the purpose of calculating the registration fee, based on the average of the high and low prices of the shares of common stock on The Nasdaq Global Select Market on May 15, 2026 (such date being within five business days of the date that this registration statement was first filed with the Securities and Exchange Commission, in accordance with Rule 457(c) under the Securities Act).
(7) Estimated solely for the purpose of calculating the registration fee pursuant to Rule 457(c) under the Securities Act, based upon the average of the high and low prices of the common stock, par value $0.0001 per share (“Common Stock”) of Firefly Neuroscience, Inc. (the “Registrant”) reported by The Nasdaq Stock Market LLC on May 15, 2026.

Represents up to 666,667 shares of Common Stock issuable upon exercise of common stock purchase warrants with an initial exercise price of $2.50 per share to be issued to the May 2026 Investor pursuant to the May 2026 Securities Purchase Agreement.

Estimated solely for the purpose of calculating the registration fee, based on the average of the high and low prices of the shares of common stock on The Nasdaq Global Select Market on May 15, 2026 (such date being within five business days of the date that this registration statement was first filed with the Securities and Exchange Commission, in accordance with Rule 457(c) under the Securities Act).