Oncology Institute (TOI) CMO logs RSU tax-cover share sale on Form 4

Rhea-AI Filing Summary

Oncology Institute, Inc. Chief Medical Officer Yale Podnos reported an administrative share transaction involving 3,420 shares of common stock on March 17, 2026 at $3.59 per share. According to the footnote, the issuer executed this sale to cover tax liabilities from the vesting of a restricted stock unit (RSU) award on the same date.

Following the transaction, Podnos directly holds 234,510 common shares. Because the sale was made to satisfy tax obligations tied to compensation vesting, it reflects a routine, non-discretionary event rather than an open-market investment decision.

Insights

Equity compensation and insider-transactions analyst

Routine tax-related share sale tied to RSU vesting, not a directional bet.

The filing shows 3,420 shares of Oncology Institute, Inc. common stock transacted at $3.59 on March 17, 2026. A footnote explains the issuer sold these shares to cover tax liabilities arising from an RSU award vesting that day.

This pattern is typical for equity compensation: when RSUs vest, a portion of shares is sold to pay taxes, so the insider does not choose timing or size like an open-market trade. After this event, Yale Podnos holds 234,510 shares directly, indicating the transaction is small relative to his reported stake.

Because the sale is tax-driven and categorized as an "other" transaction, it carries limited signaling value about management’s view of the stock. Subsequent filings may provide additional context on future RSU vestings or similar tax-related transactions.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Podnos Yale

Role Chief Medical Officer

Type	Security	Shares	Price	Value
Other	Common Stock	3,420	$3.59	$12K

Holdings After Transaction: Common Stock — 234,510 shares (Direct)

Footnotes (1)

1. [object Object]

Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Podnos Yale

(Last) (First) (Middle)

C/O THE ONCOLOGY INSTITUTE INC.

18000 STUDEBAKER RD, SUITE 800

(Street)

CERRITOS CALIFORNIA 90703

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Oncology Institute, Inc. [ TOI ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Medical Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/17/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	03/17/2026		J(1)		3,420	D	$3.59	234,510	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. The Issuer executed the sale to cover the tax liabilities arising from the vesting of an RSU award on March 17, 2026.

	/s/ Mark Hueppelsheuser, Attorney-in-Fact for Yale Podnos	03/18/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did Oncology Institute (TOI) report for Yale Podnos?

Yale Podnos reported an administrative transaction of 3,420 shares of Oncology Institute common stock at $3.59 per share. A footnote states the issuer sold these shares to cover tax liabilities from an RSU award vesting on March 17, 2026.

Was the TOI insider transaction by Yale Podnos an open-market buy or sell?

The transaction was not an open-market trade. It is coded as an "other" transaction, with the footnote explaining the issuer executed a sale to cover tax liabilities from RSU vesting on March 17, 2026, making it a routine tax-related event.

How many Oncology Institute (TOI) shares does Yale Podnos hold after this Form 4?

After the reported transaction, Yale Podnos directly holds 234,510 shares of Oncology Institute common stock. This remaining position shows the 3,420 shares involved in the tax-related sale are a small portion of his overall reported holdings.

What does the RSU-related tax sale mean for TOI investors?

The sale reflects taxes owed on RSU vesting, not a discretionary decision to sell shares. Because the issuer executed the 3,420-share sale to cover tax liabilities, it is generally viewed as routine compensation administration rather than a signal about Oncology Institute’s prospects.

What transaction code appears on Yale Podnos’s TOI Form 4 and what does it indicate?

The transaction uses code J, described as an "other acquisition or disposition". Combined with the footnote stating the sale covered RSU-related tax liabilities, this indicates a non-standard, administrative share movement rather than a typical open-market buy or sell.