Oncology Institute grants 31,124-share RSU to director

Johnson Karen Marie reported acquisition or exercise transactions in this Form 4 filing.

Accepted by SEC EDGAR 07/29/2026 - 06:46 PM EDT Learn about SEC filing dates

Rhea-AI Filing Summary

Johnson Karen Marie reported acquisition or exercise transactions in this Form 4 filing.

Oncology Institute, Inc. granted director Karen Marie Johnson 31,124 restricted stock units (RSUs), each convertible into one share of common stock. The RSUs vest in full at the company’s 2027 annual meeting of stockholders, subject to her continued service, increasing her direct holdings to 319,410 shares.

Insider Trade Summary

Grant/Award: 31,124 shares

Grant/Award 1 txn

Insider Johnson Karen Marie

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock F1	31,124	$0.00	$0.00

Holdings After Transaction: Common Stock — 319,410 shares (Direct)

Footnotes (1)

1. F1. Represents grant of restricted stock units (RSUs), each of which entitle the Reporting Person to receive one share of the Issuer's common stock upon settlement. The RSUs vest in full on the date of the Issuer's 2027 annual meeting of stockholders, subject to the Reporting Person's continued service with the Issuer on the vesting date.

Key Figures

RSU grant size: 31,124 shares Holdings after grant: 319,410 shares Grant price per share: $0.0000 per share +1 more

4 metrics

RSU grant size 31,124 shares Restricted stock units granted to director on 2026-07-27

Holdings after grant 319,410 shares Director’s direct common stock holdings following the RSU award

Grant price per share $0.0000 per share Reported transaction price for the RSU award

Vesting event year 2027 RSUs vest in full on the date of the 2027 annual meeting of stockholders

Key Terms

restricted stock units (RSUs), settlement, vest, continued service

4 terms

restricted stock units (RSUs) financial

"Represents grant of restricted stock units (RSUs), each of which entitle"

Restricted stock units (RSUs) are a type of company promise to give employees shares of stock in the future, usually after certain conditions like working for a set time. They are like a gift promised today that you receive later, which can become valuable if the company's stock price goes up. RSUs matter because they are a way companies reward employees and can be a significant part of compensation.

settlement financial

"entitle the Reporting Person to receive one share ... upon settlement."

Settlement is the process of completing a financial transaction, like buying or selling a stock, by transferring money and ownership between parties. It ensures that both the buyer gets the asset and the seller gets paid, making the deal official. Without settlement, the transaction wouldn't be finalized or legally recognized.

vest financial

"The RSUs vest in full on the date of the Issuer's 2027 annual"

A vest is the process by which an employee earns the right to receive certain benefits or ownership interests, such as stock or retirement funds, over time. It’s similar to earning a reward gradually, ensuring that the benefit becomes fully yours only after a set period or meeting specific conditions. This makes it important for investors because it determines when they can actually claim or use those benefits.

continued service financial

"subject to the Reporting Person's continued service with the Issuer"

FAQ

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

What equity award did Oncology Institute (TOI) grant to Karen Marie Johnson?

Oncology Institute granted director Karen Marie Johnson 31,124 restricted stock units (RSUs). Each RSU entitles her to receive one share of common stock upon settlement, reflecting equity-based compensation rather than a cash purchase.

When do Karen Marie Johnson’s new RSUs at Oncology Institute (TOI) vest?

The 31,124 RSUs granted to Karen Marie Johnson vest in full on the date of Oncology Institute’s 2027 annual meeting of stockholders. Vesting is conditioned on her continued service with the company through that meeting date.

How many Oncology Institute (TOI) shares does Karen Marie Johnson hold after this grant?

Following the RSU grant, Karen Marie Johnson directly holds 319,410 shares of Oncology Institute common stock. This total reflects her position after the award of 31,124 RSUs reported in the insider transaction.

Was Karen Marie Johnson’s Oncology Institute (TOI) transaction under a Rule 10b5-1 plan?

The disclosure indicates the Rule 10b5-1 checkbox is not marked, and the transaction is described as a grant or award of RSUs. It is equity compensation, not an open-market trade executed under a trading plan.

What type of security did Oncology Institute (TOI) use for this director compensation?

Oncology Institute used restricted stock units (RSUs) for this director compensation. Each RSU represents a right to receive one share of common stock upon settlement, subject to vesting and continued service conditions.

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^*

Johnson Karen Marie

(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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
07/27/2026

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	07/27/2026		A(1)		31,124	A	$0.00	319,410	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 grant of restricted stock units (RSUs), each of which entitle the Reporting Person to receive one share of the Issuer's common stock upon settlement. The RSUs vest in full on the date of the Issuer's 2027 annual meeting of stockholders, subject to the Reporting Person's continued service with the Issuer on the vesting date.

	/s/ Mark Hueppelsheuser, Attorney-in-Fact for Karen Marie Johnson	07/29/2026
	** 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)