TOI: Richard Barasch Resigns; Anne McGeorge Appointed Chair

Rhea-AI Filing Summary

The Oncology Institute, Inc. reported that director Richard Barasch resigned from the Board, effective August 12, 2025, and the company states his resignation was not due to any disagreement with the company on operations, policies or practices. Anne McGeorge will replace Mr. Barasch as Chair of the Board, signaling an immediate leadership transition at the board level. The company furnished a press release dated August 13, 2025 as Exhibit 99.1 under Regulation FD. The Form 8-K does not disclose financial statements, material transactions, or earnings information.

Positive

• Resignation described as non-contentious: the filing states the departure was not due to disagreement with the company
• Immediate successor named: Anne McGeorge will replace Richard Barasch as Chair of the Board, supporting continuity
• Transparent disclosure: company furnished a press release (Exhibit 99.1) and documented the change under Regulation FD

Negative

• Loss of a board member: departure of Richard Barasch reduces board continuity and experience
• Change in chairmanship: a leadership change at the board level can create short-term uncertainty for stakeholders

Insights

Corporate Governance Expert

Board chair change is non-contentious with a named successor, implying continuity in governance.

The filing shows a clean leadership handoff: Richard Barasch resigned effective August 12, 2025, and Anne McGeorge is appointed Chair. The company explicitly states the resignation is not due to any disagreement about operations, policies, or practices, which reduces immediate governance risk. The prompt disclosure and attached press release indicate procedural transparency. Absent other disclosures, there is no sign of material financial impact from this change.

Investor Relations Analyst

Change in board leadership disclosed quickly with an articulated successor and a press release; likely neutral for near-term investors.

The 8-K furnishes a press release and names Anne McGeorge as the new Chair, offering clarity to stakeholders. Because the company affirmed the resignation was not due to disagreement and no material transactions or financial statements were included, the announcement appears administrative rather than financial. Investors will likely view this as a governance update unless further context or strategic changes are announced.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

___________________________________

Form 8-K

__________________________________________________________

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported)  August 8, 2025

___________________________________

THE ONCOLOGY INSTITUTE, INC.

(Exact name of registrant as specified in its charter)

___________________________________

Delaware		001-39248		84-3562323
(State or other jurisdiction of incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

18000 Studebaker Road, Suite 800, Cerritos, CA		90703
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code:  (562) 735-3226

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communication pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communication pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common stock, par value $0.0001		TOI		The Nasdaq Stock Market LLC
Redeemable warrants, each whole warrant exercisable for one share of Common stock, each at an exercise price of $11.50 per share		TOIIW		The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐.

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On August 8, 2025, Richard Barasch resigned from the Board of Directors of The Oncology Institute, Inc. (the “Company”), effective August 12, 2025. Mr. Barasch’s resignation is not the result of any disagreement with the Company on any matter relating to the Company’s operations, policies or practices.

Anne McGeorge will replace Mr. Barasch as Chair of the Board.

Item 7.01. Regulation FD Disclosure.

On August 13, 2025, the Company issued a press release announcing Mr. Barasch’s resignation, a copy of which is attached as Exhibit 99.1 hereto and incorporated herein by reference.

The information contained in this Item 7.01, including Exhibit 99.1, is furnished and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, and such information shall not be deemed to be incorporated by reference into any of the Company’s filings under the Securities Act of 1933, as amended, or the Exchange Act.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.		Description
99.1		Press Release, dated August 13, 2025
104		Cover Page Interactive Data File (embedded within the Inline XBRL document).

 SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated: August 13, 2025	THE ONCOLOGY INSTITUTE, INC.
	By:	/s/ Mark Hueppelsheuser
	Name:	Mark Hueppelsheuser
	Title:	General Counsel

FAQ

Who resigned from The Oncology Institute's board (TOIIW)?

Richard Barasch resigned from the Board, effective August 12, 2025.

Who will serve as Chair after the resignation?

Anne McGeorge will replace Mr. Barasch as Chair of the Board.

Was the resignation due to any disagreement with the company?

No. The filing states the resignation was not the result of any disagreement with the company on operations, policies, or practices.

Did The Oncology Institute (TOIIW) issue a press release about the change?

Yes. The company furnished a press release dated August 13, 2025, attached as Exhibit 99.1.

Does the Form 8-K include financial statements or other material transactions?

No. The Form 8-K lists the press release and the cover page interactive data file as exhibits and does not include financial statements or material transaction disclosures.