Oncology Institute (TOI) director gets 46,296 RSUs in grant

Oncology Institute, Inc. (TOI) director Mark L. Pacala reported equity awards on a Form 4 for transactions dated 11/20/2025.

Accepted by SEC EDGAR 11/24/2025 - 05:21 PM EST Learn about SEC filing dates

Rhea-AI Filing Summary

Oncology Institute, Inc. (TOI) director Mark L. Pacala reported equity awards on a Form 4 for transactions dated 11/20/2025. He acquired 46,296 shares of common stock in the form of restricted stock units that vest in full on the company’s 2026 annual stockholder meeting date, subject to continued service. He also acquired 35,494 restricted stock units that were fully vested upon grant, both at a stated price of $0 per share. Following these transactions, he beneficially owned 256,761 shares of common stock directly.

Insider Trade Summary

Grant/Award: 81,790 shares

Grant/Award 2 txns

Insider Pacala Mark L

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	46,296	$0.00	$0.00
Grant/Award	Common Stock	35,494	$0.00	$0.00

Holdings After Transaction: Common Stock — 256,761 shares (Direct)

Footnotes (2)

1. F1. Represents restricted stock units that vest in full on Issuer's 2026 annual stockholder meeting date, subject to continued service with the Issuer through such vesting date.
2. F2. Represents restricted stock units that were fully vested upon grant.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did TOI director Mark L. Pacala report on this Form 4?

He reported acquiring restricted stock units of Oncology Institute, Inc. (TOI) common stock on 11/20/2025, increasing his direct holdings.

How many TOI restricted stock units vest at the 2026 annual stockholder meeting?

The filing shows 46,296 restricted stock units that vest in full on the Issuer’s 2026 annual stockholder meeting date, subject to continued service.

How many TOI restricted stock units were fully vested upon grant?

The document states that 35,494 restricted stock units were fully vested upon grant on 11/20/2025.

What was the reported price per share for these TOI equity awards?

The restricted stock unit acquisitions were reported at a price of $0 per share, consistent with typical equity compensation grants.

How many TOI common shares does Mark L. Pacala own after these transactions?

After the reported transactions, he beneficially owned 256,761 shares of TOI common stock with direct ownership.

What is the relationship of the reporting person to Oncology Institute, Inc. (TOI)?

The filing identifies Mark L. Pacala as a Director of Oncology Institute, Inc. (TOI).

AI-generated analysis. How Rhea-AI works. Not financial advice.

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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^*

Pacala Mark L

(Last) (First) (Middle)

C/O THE ONCOLOGY INSTITUTE INC.

18000 STUDEBAKER RD, SUITE 800

(Street)

CERRITOS CA 90703

(City) (State) (Zip)

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

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

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

3. Date of Earliest Transaction (Month/Day/Year)
11/20/2025

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

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

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

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	11/20/2025		A		46,296(1)	A	$0	221,267	D
Common Stock	11/20/2025		A		35,494(2)	A	$0	256,761	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. Represents restricted stock units that vest in full on Issuer's 2026 annual stockholder meeting date, subject to continued service with the Issuer through such vesting date.

2. Represents restricted stock units that were fully vested upon grant.

	/s/ Mark Hueppelsheuser, Attorney-in-Fact for Mark L. Pacala	11/24/2025
	** 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.