| Security Type | Security Class Title | Fee Calculation or Carry Forward Rule | Amount Registered(1) | Proposed Maximum Offering Price Per Unit(3) | Maximum Aggregate Offering Price | Fee Rate | Amount of Registration Fee | |
| Newly Registered Securities | ||||||||
| | | | | | $ | $ | | $ |
| | | | | | $ | $ | | $ |
| Fees Previously Paid | N/A | — | — | — | — | — | — | |
| Carry Forward Securities | ||||||||
| Carry Forward Securities | N/A | — | — | — | — | — | ||
| Total Offering Amounts | $ | $ | ||||||
| Total Fees Previously Paid | | |||||||
| Total Fee Offsets | | |||||||
| Net Fee Due | $ | |||||||
| (1) | Pursuant to Rule 416 under the Securities Act,
this registration statement also covers any additional securities that may be
offered or issued in connection with any stock split or stock dividend or
pursuant to anti-dilution provisions of any of the securities |
|
(2)
|
Represents up to 25,458,575
shares of the Registrant’s common stock issuable upon the conversion of the
Registrant’s 5.00% Convertible Senior Notes due 2033 (“Convertible Notes”)
issued pursuant to that certain Indenture, dated as of July 8, 2026, assuming the conversion of
such Convertible Notes at the maximum possible “make-whole” conversion rate of
228.8329 shares per $1,000 principal amount of Convertible Notes.
|
| (3) | Estimated solely for the
purpose of calculating the registration fee in accordance with Rule 457(c)
under the Securities Act. The price per share and aggregate offering price are
based on the average of the high and low prices of the Registrant’s common stock
as reported on the New York Stock Exchange on July 30, 2026. |