S-3 S-3 EX-FILING FEES 0001790169 ZeroStack Corp. N/A 0.0001381 0.0001381 0.0001381 0.0001381 0.0001381 0.0001381 0.0001381 Y N 0001790169 2026-08-11 2026-08-11 0001790169 1 2026-08-11 2026-08-11 0001790169 2 2026-08-11 2026-08-11 0001790169 3 2026-08-11 2026-08-11 0001790169 4 2026-08-11 2026-08-11 0001790169 5 2026-08-11 2026-08-11 0001790169 6 2026-08-11 2026-08-11 0001790169 7 2026-08-11 2026-08-11 0001790169 8 2026-08-11 2026-08-11 0001790169 1 2026-08-11 2026-08-11 0001790169 2 2026-08-11 2026-08-11 iso4217:USD xbrli:pure xbrli:shares

Calculation of Filing Fee Tables

S-3

ZeroStack Corp.

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
Equity Common Stock, $0.0001 par value 457(o)
Equity Preferred Stock, $0.0001 par value 457(o)
Debt Debt Securities 457(o)
Other Warrants 457(o)
Other Rights 457(o)
Other Subscription Receipts 457(o)
Other Units 457(o)
Fees to be Paid 1 Unallocated (Universal) Shelf 457(o) $ 75,000,000.00 0.0001381 $ 10,357.50
Fees Previously Paid
Carry Forward Securities
Carry Forward Securities

Total Offering Amounts:

$ 75,000,000.00

$ 10,357.50

Total Fees Previously Paid:

$ 0.00

Total Fee Offsets:

$ 7,751.00

Net Fee Due:

$ 2,606.50

Offering Note

1

The securities registered hereunder include such indeterminate number of (a) common stock, (b) preferred stock, (c) debt securities, (d) warrants to purchase shares of common stock, shares of preferred stock or other securities of the registrant, (e) rights to purchase shares of common stock or other securities of the registrant, (f) units consisting of some or all of these securities in any combination, as may be sold from time to time by the registrant, and (g) subscription receipts for shares of common stock, warrants, shares of preferred stock, or any combination thereof as may be sold by the Registrant from time to time, which collectively shall have an aggregate initial offering price not to exceed $75,000,000.There are also being registered hereunder an indeterminate number of shares of common stock and preferred stock as shall be issuable upon conversion, exchange or exercise of any securities that provide for such issuance. Estimated solely for the purpose of calculating the amount of the registration fee pursuant to Rule 457(o) of the Securities Act of 1933, as amended (the "Securities Act"). Represents the total of the fee offsets claimed pursuant to Rule 457(p) under the Securities Act for the portion of registration fee previously paid with respect to the unsold securities of the Registrant, as set forth in Table 2.

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 1, 2 Flora Growth Corp. S-3 333-274204 08/25/2023 $ 7,751.00 Unallocated (Universal) Shelf Unallocated (universal shelf) $ 70,340,018.00
Fee Offset Sources Flora Growth Corp. S-3 333-274204 08/25/2023 $ 7,751.00

Rule 457(p) Statement of Withdrawal, Termination, or Completion:

1

The Registrant previously paid an aggregate of USD$8,816 in filing fees in connection with the registration of an aggregate of $80,000,000 of securities of securities pursuant to the Registrant's Registration Statement on Form S-3 filed on August 25, 2023, as amended on a pre-effective basis on August 30, 2023, and declared effective on September 6, 2023 (the "Previous Registration Statement"), which included a filing fee offset of $1,854 attributable to unsold securities previously registered on the Company's Registration Statement on Form F-3 (No. 333-267585) filed on September 23, 2022, and declared effective on October 5, 2022. The Registrant has issued an aggregate of $9,659,982 of securities under the Previous Registration Statement as follows: (1) the Registrant issued an aggregate of $2,738,000 of common shares pursuant to the prospectus supplement filed with the SEC on September 20, 2023; (2) the Registrant issued an aggregate of $3,230,000 of common shares pursuant to the prospectus supplement filed with the SEC on April 5, 2024; (3) the Registrant issued an aggregate of $3,562,500 of common shares pursuant to the prospectus supplement filed with the SEC on December 16, 2024; and (4) the Registrant issued an aggregate of $129,482 of common shares pursuant to the prospectus supplement filed with the SEC on September 23, 2025. Therefore, an aggregate of $7,751.47 of SEC filing fees remains unutilized and is attributable to USD$70,340,018 of unsold securities previously registered under the Previous Registration Statement and is available for future registration fees pursuant to Rule 457(p) under the Securities Act. As a result, a USD$2,606.03 registration fee is payable in connection with this Registration Statement. The Previous Registration Statement and the offering of the unsold securities registered under the Previous Registration Statement will be deemed terminated as of the effective date of this Registration Statement.

Offset Note

2

This amount is attributable to the aggregate amount of unsold securities that were previously registered under the Previous Registration Statement.

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