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

Equity

Common Stock, $0.0001 par value per share

Other(2)

1,934,500(3)

$1.80‬‬‬(2)‬‬‬‬

$3,482,100

.0000927

$322.79

Equity

Common Stock, $0.0001 par value per share

Other(4)

3,993,023(5)

$2.73(4)‬‬‬‬‬‬‬

$10,900,953

.0000927

$1,010.52

Equity

Common Stock, $0.0001 par value per share

Other(6)

1,909,518(7)

$4.23‬‬‬(6)‬‬‬‬

$8,077,261

.0000927

$748.76

Total Offering Amount

$22,460,314

$2,082.07

Total Fees Previously Paid (8)

$324.45

Total Fee Offsets

$324.45

Net Fee Due

$1,757.62

(1)

Pursuant to Rule 416(a) under the Securities Act of 1933, as amended (the “Securities Act”), this Registration Statement shall also cover an indeterminate number of additional shares of common stock, $0.0001 par value per share (the “Common Stock”) of MAIA Biotechnology, Inc. (the “Registrant”), which become issuable under the Plans (as defined below) by reason of any stock splits, stock dividends, reorganizations, mergers, consolidations, recapitalizations or other similar transactions.

(2)

Represents shares of Common Stock issuable upon the exercise of options outstanding under the 2018 Stock Option Plan (the “2018 Plan”).

(3)

Estimated in accordance with Rule 457(h) of the Securities Act solely for the purpose of calculating the registration fee. The offering price per share and the aggregate offering price are based upon $1.80, which is the weighted-average exercise price (rounded to the nearest cent) of the outstanding option awards under the 2018 Plan.

(4)

Represents shares of Common Stock issuable upon the exercise of options outstanding under the Amended and Restated 2020 Equity Incentive Plan (the “2020 Plan”).

(5)

Estimated in accordance with Rule 457(h) of the Securities Act solely for the purpose of calculating the registration fee. The offering price per share and the aggregate offering price are based upon $2.73, which is the weighted-average exercise price (rounded to the nearest cent) of the outstanding option awards under the 2020 Plan.

(6)

Represents shares of Common Stock reserved for issuance under the 2021 Equity Incentive Plan (the “2021 Plan,” and together with the 2018 Plan and the 2020 Plan, the “Plans”).

(7)

Estimated solely for the purpose of calculating the registration fee pursuant to Rules 457(c) and 457(h) under the Securities Act, based on the average of the high and low sales prices of the Common Stock as reported on NYSE American on July 28, 2022, which was $4.23‬ per share.‬‬‬‬‬‬

(8)

Earlier paid on April 11, 2021 as set forth in Table 2 below.

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 

MAIA Biotechnology, Inc.

S-1

333-264225

April 11, 2022

$324.45

Equity

 Common Stock,
$0.0001 par value per
share

$3,500,000‬‬‬‬‬‬‬

Fee Offset Sources

MAIA Biotechnology, Inc.

S-1

333-264225

April 11,

2022

$1,390.50