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Security Type
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Security Class Title
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Fee Calculation Rule
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Amount to be Registered(1)
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Proposed Maximum Offering Price
Per Unit
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Maximum Aggregate Offering Price
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Fee Rate
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Amount of
Registration Fee
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Equity
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Ordinary shares, no par value per share, reserved for issuance pursuant to the 2021 Plan
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Rule 457(c) and Rule 457(h)
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4,909,261(2)
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$4.14(3)
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$20,324,340.54
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$110.20 per $1,000,000
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$2,239.74
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Total Offering Amounts
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$20,324,340.54
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$2,239.74
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Total Fee Offsets
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$—
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Net Fee Due
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$2,239.74
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(1)
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Pursuant to Rule 416(a) under the Securities Act of 1933, as amended, this registration statement shall also cover any
additional ordinary shares of the Registrant that become issuable under the Innoviz Technologies Ltd. 2021 Share Incentive Plan (the “2021 Plan”) by reason of any share dividend, share split, recapitalization or similar transaction
effected without the Registrant’s receipt of consideration that would increase the number of outstanding ordinary shares.
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(2)
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Represents the additional 4,909,261 ordinary
shares issuable under the Innoviz Technologies Ltd. 2021 Share Incentive Plan (the “2021 Plan”), representing an increase to the number of ordinary
shares available for issuance under the 2021 Plan in an amount equal to 5% of the outstanding ordinary shares as of December 31, 2022.
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(3)
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Estimated solely for the purpose of calculating the amount of the registration fee pursuant to Rule 457(h) and Rule 457(c)
promulgated under the Securities Act. The offering price per share and the aggregate offering price for shares reserved for future issuance under the 2021 Plan are based on the average of the high ($4.33) and low ($3.95) prices of
ordinary shares on The Nasdaq Stock Market LLC on March 3, 2023.
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