S-3 S-3ASR EX-FILING FEES 0001636282 Spyre Therapeutics, Inc. N/A N/A 0001636282 2026-06-24 2026-06-24 0001636282 1 2026-06-24 2026-06-24 0001636282 2 2026-06-24 2026-06-24 0001636282 3 2026-06-24 2026-06-24 0001636282 4 2026-06-24 2026-06-24 0001636282 5 2026-06-24 2026-06-24 0001636282 6 2026-06-24 2026-06-24 0001636282 7 2026-06-24 2026-06-24 iso4217:USD xbrli:pure xbrli:shares

Calculation of Filing Fee Tables

S-3

Spyre Therapeutics, Inc.

Table 1: Newly Registered and Carry Forward Securities ☐Not Applicable

Security Type

Security Class Title

Fee Calculation or Carry Forward Rule

Amount Registered

Proposed Maximum Offering Price Per Unit

Maximum Aggregate Offering Price

Fee Rate

Amount of Registration Fee

Carry Forward Form Type

Carry Forward File Number

Carry Forward Initial Effective Date

Filing Fee Previously Paid in Connection with Unsold Securities to be Carried Forward

Newly Registered Securities
Fees to be Paid 1 Equity Common stock, $0.0001 par value per share 457(r) 0.0001381
Fees to be Paid 2 Equity Preferred stock, $0.0001 par value per share 457(r) 0.0001381
Fees to be Paid 3 Debt Debt Securities 457(r) 0.0001381
Fees to be Paid 4 Other Warrants 457(r) 0.0001381
Fees to be Paid 5 Other Units 457(r) 0.0001381
Fees to be Paid 6 Equity Common stock, $0.0001 par value per share 457(o) $ 463,450,000.00 0.0001381 $ 64,002.44
Fees Previously Paid
Carry Forward Securities
Carry Forward Securities 7 Equity Common stock, $0.0001 par value per share 415(a)(6) $ 36,550,000.00 S-3 333-293600 02/27/2026 $ 5,047.55

Total Offering Amounts:

$ 500,000,000.00

$ 64,002.44

Total Fees Previously Paid:

$ 0.00

Total Fee Offsets:

$ 0.00

Net Fee Due:

$ 64,002.44

Offering Note

1

The securities registered hereunder include such indeterminate number of (a) shares of common stock, (b) shares of preferred stock, (c) debt securities, (d) warrants to purchase common stock, preferred stock, or other securities of the registrant, and (e) units consisting of some or all of these securities in any combination, as may be offered and sold from time to time in one or more offerings by the registrant. There is also being registered hereunder an indeterminate number of shares of common stock and preferred stock that may be issued upon exercise, settlement, exchange or conversion of securities offered or sold hereunder. Pursuant to Rule 416 under the Securities Act of 1933, as amended (the "Securities Act"), this registration statement also covers any additional securities that may be offered or issued in connection with any stock split, stock dividend or pursuant to anti-dilution provisions of any of the securities. The proposed maximum per security and aggregate offering prices per class of securities will be determined from time to time by the registrant in connection with the issuance by the registrant of the securities registered hereunder and is not specified as to each class of security. Separate consideration may or may not be received for securities that are issuable on exercise, conversion, or exchange of other securities, or that are issued in units.

2

See Note 1.

3

See Note 1.

4

See Note 1.

5

See Note 1.

6

In accordance with Rules 456(b) and 457(r) under the Securities Act, the registrant is deferring payment of the filing fees relating to the securities that are registered and available for sale under this registration statement other than the fees in connection with the $500,000,000 of the registrant's common stock that may be issued and sold from time to time under the Sales Agreement, dated June 26, 2026, with TD Securities (USA) LLC, as sales agent. Pursuant to Rule 415(a)(6) under the Securities Act, the securities registered pursuant to this registration statement include the Unsold Securities (as defined below) being carried forward, and the filing fees previously paid in connection with the Unsold Securities will be applied to the filing fees for the securities being registered in this registration statement.

7

Pursuant to Rule 415(a)(6) under the Securities Act, the securities being registered hereunder include $36,550,000 aggregate principal amount of unsold securities (the "Unsold Securities") previously covered by our registration statement on Form S-3 (File No. 333-293600), which was filed with the Securities and Exchange Commission on February 19, 2026 and became effective on March 4, 2026 (the "Prior Registration Statement"). We paid a filing fee of $5,047.55 (calculated at the filing fee rate in effect at the time of the filing of the Prior Registration Statement) relating to the Unsold Securities under the Prior Registration Statement. Pursuant to Rule 415(a)(6) under the Securities Act, (i) the registration fee applicable to the Unsold Securities is being carried forward to this registration statement and will continue to be applied to the Unsold Securities, and (ii) the offering of Unsold Securities under the Prior Registration Statement will be deemed terminated as of the date of effectiveness of this registration statement.

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
Rules 457(b) and 0-11(a)(2)
Fee Offset Claims
Fee Offset Sources
Rule 457(p)
Fee Offset Claims
Fee Offset Sources
Table 3: Combined Prospectuses ☑Not Applicable

Security Type

Security Class Title

Amount of Securities Previously Registered

Maximum Aggregate Offering Price of Securities Previously Registered

Form Type

File Number

Initial Effective Date