Form: S-8

Initial registration statement for securities to be offered to employees pursuant to employee benefit plans

February 23, 2022

Documents

Exhibit 107

Calculation of Filing Fee Tables

Form S-8

ACV Auctions Inc.

 

   
     Table 1 – Newly Registered Securities
                 
     Security
Type		  

Security

Class

Title

  

Fee

Calculation

Rule

  

Amount

Registered(1)

  

Proposed

Maximum

Offering

Price Per

Unit

  

Maximum

Aggregate

Offering

Price

  

Fee

Rate

  

Amount of

Registration

Fee
                 

Fees to

be Paid

   Equity   Class A Common Stock, par value $0.001 per share, 2021 Equity Incentive Plan   Other(2)   7,804,098(4)   $11.045   $86,196,262   .0000927   $7,991
                 

Fees to

be Paid

   Equity   Class A Common Stock, par value $0.001 per share, 2021 Employee Stock Purchase Plan   Other(3)   1,560,819(5)   $9.39   $14,656,090   .0000927   $1,359
           
    Total Offering Amounts   —   $100,852,353   —   $9,350
           
    Total Fees Previously Paid   —   —   —   —
           
    Total Fee Offsets   —   —   —   —
           
    Net Fee Due   —   —   —   $9,350

 

(1)

Pursuant to Rule 416(a) promulgated under the Securities Act of 1933, as amended (the “Securities Act”), this Registration Statement shall also cover any additional shares of the Registrant’s Class A common stock that become issuable under the plans set forth herein by reason of any stock dividend, stock split, recapitalization, or other similar transaction effected that results in an increase to the number of outstanding shares of the Registrant’s Class A common stock.

(2)

Estimated in accordance with Rule 457(c) and (h) solely for the purpose of calculating the registration fee on the basis of the average of the high and low prices of the Registrant’s Class A common stock as reported on the Nasdaq Global Select Market on February 16, 2022.

(3)

Estimated in accordance with Rule 457(c) and (h) solely for the purpose of calculating the registration fee on the basis of the average of the high and low prices of the Registrant’s Class A common stock as reported on the Nasdaq Global Select Market on February 16, 2022, multiplied by 85.0%, which is the percentage of the price per share applicable to purchases under the Registrant’s 2021 Employee Stock Purchase Plan (the “2021 ESPP”).

(4)

Represents an automatic annual increase equal to 5.0% of the total number of shares of the Registrant’s Class A common stock and Class B common stock outstanding on December 31 of the preceding year, which annual increase is provided by the Registrant’s 2021 Equity Incentive Plan.

(5)

Represents an automatic increase equal to 1.0% of the total number of shares of the Registrant’s Class A common stock and Class B common stock outstanding on December 31 of the preceding year, which annual increase is provided by the 2021 ESPP.