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  4. [Form 4] The Oncology Institute, Inc. Warrant Insider Trading Activity

Oncology Institute director shifts 287k shares between entities

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Form 4 snapshot: On 07/24/2025 Oncology Institute, Inc. (TOI) director Richard A. Barasch reported a Code J transaction—an inter-entity distribution rather than an open-market trade. RAB Ventures (controlled by Barasch) transferred 287,756 common shares to member Boro Partners Fund 1 in proportion to Boro’s beneficial interest. The shares were moved at $0 consideration and therefore do not signal buying or selling pressure.

After the distribution, Barasch continues to hold 2,635,881 TOI shares indirectly through LLC structures and maintains no direct holdings. He disclaims investment control over Boro and any beneficial ownership beyond his pecuniary interest.

No derivative securities were reported and there were no changes to direct insider ownership. Given the internal nature of the transfer, the filing is generally viewed as administrative and is unlikely to have a material impact on TOI’s share valuation.

Positive

  • None.

Negative

  • None.

Insights

TL;DR: Internal share redistribution; no cash, no market transaction, neutral for valuation.

The Code J entry represents a tax or structural realignment: RAB Ventures distributed 287,756 shares to Boro Partners. Because Barasch controls RAB Ventures and only owns 10 % of Boro, his effective economic exposure barely changes. The post-transaction indirect holding of 2.64 M shares remains substantial, signalling continued alignment with shareholders. Absence of open-market activity, consideration of $0 and unchanged derivative positions all point to a routine filing with minimal price sensitivity.

Insider BARASCH RICHARD A
Role Director
Type Security Shares Price Value
Other Common Stock 287,756 $0.00 --
Holdings After Transaction: Common Stock — 2,635,881 shares (Indirect, By LLC)
Footnotes (1)
  1. RAB Ventures (DFP) LLC ("RAB Ventures") distributed 287,756 shares to one of its members, Boro Partners Fund 1 ("Boro") in accordance with Boro's beneficial interest in RAB Ventures. The reporting person is a 10% beneficial owner of Boro, but disclaims investment control over Boro. The reporting person disclaims beneficial ownership of these securities except to the extent of the reporting person's pecuniary interest therein. The distributed shares were owned by RAB Ventures, an entity controlled by the reporting person.
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).
1. Name and Address of Reporting Person*
BARASCH RICHARD A
(Last) (First) (Middle)
C/O 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)
07/24/2025
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 07/24/2025 J(1) 287,756 D $0 2,635,881 I By LLC(2)
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. RAB Ventures (DFP) LLC ("RAB Ventures") distributed 287,756 shares to one of its members, Boro Partners Fund 1 ("Boro") in accordance with Boro's beneficial interest in RAB Ventures. The reporting person is a 10% beneficial owner of Boro, but disclaims investment control over Boro. The reporting person disclaims beneficial ownership of these securities except to the extent of the reporting person's pecuniary interest therein.
2. The distributed shares were owned by RAB Ventures, an entity controlled by the reporting person.
/s/ Mark Hueppelsheuser, Attorney in fact for Richard Barasch 07/28/2025
** 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.

Source: View Original Filing on SEC EDGAR

FAQ

How many Oncology Institute (TOI) shares were moved in the July 24 2025 Form 4?

The filing reports a 287,756-share distribution.

What does Transaction Code J mean in TOI’s Form 4?

Code J indicates other, non-open-market transfers such as gifts or distributions.

What is Richard A. Barasch’s TOI share ownership after the transaction?

He indirectly owns 2,635,881 common shares through LLC structures.

Was any cash paid for the transferred TOI shares?

No. The shares were moved at $0 consideration.

Did the Form 4 disclose any new options or warrants?

No derivative securities were reported in the filing.

Does this filing indicate insider selling pressure on TOI stock?

No. It reflects an internal redistribution, not an open-market sale.