S-1 S-1/A EX-FILING FEES 333-298282 0002068385 SharonAI Holdings Inc. N/A N/A 0002068385 2026-08-20 2026-08-20 0002068385 1 2026-08-20 2026-08-20 0002068385 2 2026-08-20 2026-08-20 0002068385 3 2026-08-20 2026-08-20 iso4217:USD xbrli:pure xbrli:shares

Calculation of Filing Fee Tables

S-1

SharonAI Holdings 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 Class A Ordinary Common Stock, $0.0001 par value Class A Ordinary Common Stock, $0.0001 par value Other 31,897 $ 67.00 $ 2,137,099.00 0.0001381 $ 295.13
Fees Previously Paid 2 Equity Class A Ordinary Common Stock, $0.0001 par value Class A Ordinary Common Stock, $0.0001 par value Other 3,520 $ 55.215 $ 194,356.80 $ 26.84
Fees Previously Paid 3 Equity Class A Ordinary Common Stock, 0.0001 par value Other 8,021,282 $ 51.285 $ 411,371,447.37 $ 56,810.40
Carry Forward Securities
Carry Forward Securities

Total Offering Amounts:

$ 413,702,903.17

$ 57,132.37

Total Fees Previously Paid:

$ 56,837.25

Total Fee Offsets:

$ 0.00

Net Fee Due:

$ 295.12

Offering Note

1

Pursuant to Rule 416 under the Securities Act of 1933, as amended, or the Securities Act, this registration statement also covers any additional securities that may be offered, issued or become issuable in connection with any stock split, stock dividend or similar transaction or pursuant to anti-dilution provisions of any of the securities. For the 8,021,282 shares of Class A Ordinary Common Stock registered on Form S-1 filed with the SEC on August 12, 2026, the Company used share price of $51.285 as the Maximum Price per Unit which was the taverage of the high and low reported sales prices of the registrant's common stock on the Nasdaq Capital Market on August 7, 2026 for purposes of calculation of the registration fee pursuant to Rule 457(c) under the Securities Act. For the additional 3,520 shares of Class A Ordinary Common Stock registered on the Amendment No. 1 to Form S-1 filed with the SEC on August 18, 2026 the Company used a share price of $55.215 as the Maximum Price per Unit which was the average of the high and low reported sales prices of the registrant's common stock on the Nasdaq Capital Market on August 7, 2026 for purposes of Estimated solely for the purpose of calculation of the registration fee pursuant to Rule 457(c) under the Securities Act.. For the additional 31,897 shares of Class A Ordinary Common Stock registered on the Amendment No. 2 to Form S-1 filed with the SEC on August 20, 2026 the Company used a share price of $67.00 as the Maximum Price per Unit which was the average of the high and low reported sales prices of the registrant's common stock on the Nasdaq Capital Market on August 19, 2026 for purposes of Estimated solely for the purpose of calculation of the registration fee pursuant to Rule 457(c) under the Securities Act..

2

Pursuant to Rule 416 under the Securities Act of 1933, as amended, or the Securities Act, this registration statement also covers any additional securities that may be offered, issued or become issuable in connection with any stock split, stock dividend or similar transaction or pursuant to anti-dilution provisions of any of the securities. For the 8,021,282 shares of Class A Ordinary Common Stock registered on Form S-1 filed with the SEC on August 12, 2026, the Company used share price of $51.285 as the Maximum Price per Unit which was the the average of the high and low reported sales prices of the registrant's common stock on the Nasdaq Capital Market on August 7, 2026 for purposes of calculation of the registration fee pursuant to Rule 457(c) under the Securities Act. For the additional 3,520 shares of Class A Ordinary Common Stock registered on the Amendment No. 1 to Form S-1 filed with the SEC on August 18, 2026 the Company used a share price of $55.215 as the Maximum Price per Unit which was the the average of the high and low reported sales prices of the registrant's common stock on the Nasdaq Capital Market on August 7, 2026 for purposes of Estimated solely for the purpose of calculation of the registration fee pursuant to Rule 457(c) under the Securities Act..

3

Pursuant to Rule 416 under the Securities Act of 1933, as amended, or the Securities Act, this registration statement also covers any additional securities that may be offered, issued or become issuable in connection with any stock split, stock dividend or similar transaction or pursuant to anti-dilution provisions of any of the securities. For the 8,021,282 shares of Class A Ordinary Common Stock registered on Form S-1 filed with the SEC on August 12, 2026, the Company used share price of $51.285 as the Maximum Price per Unit which was the the average of the high and low reported sales prices of the registrant's common stock on the Nasdaq Capital Market on August 7, 2026 for purposes of calculation of the registration fee pursuant to Rule 457(c) under the Securities Act. For the additional 3,520 shares of Class A Ordinary Common Stock registered on the Amendment No. 1 to Form S-1 filed with the SEC on August 18, 2026 the Company used a share price of $55.215 as the Maximum Price per Unit which was the the average of the high and low reported sales prices of the registrant's common stock on the Nasdaq Capital Market on August 7, 2026 for purposes of Estimated solely for the purpose of calculation of the registration fee pursuant to Rule 457(c) under the Securities Act..

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