Oncology Institute, Inc.
For the period ended Jun 30, 2025. Filed Aug 13, 2025.
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Jun 30, 2025 · Filed Aug 13, 2025
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Item 5. Other Information
During the quarter ended June 30, 2025, M33 Growth I L.P., adirector by deputization, adopted a Rule 10b5-1 trading plan as of June 12, 2025 providing for the sale of up to an aggregate amount of 3,000,000 shares of common stock during the period until May 18, 2026. This trading plan was entered into during an open insider trading window and is intended to satisfy the affirmative defense of Rule 10b5-1(c) under the Securities Exchange Act of 1934 and our policies regarding transactions in our securities.
On August 13, 2025, we entered into At-the-Market Sales Agreements (the “Sales Agreements”) with each of BTIG, LLC (“BTIG”) and B. Riley Securities, Inc. (together with BTIG, the “Agents” and each an “Agent”), pursuant to which we may sell, at our option, up to an aggregate of $15 million in shares of our common stock through an Agent, as sales agent (the “ATM Offering”). We are not required to sell any shares under the Sales Agreements. We will pay the Agents up to 4% of the aggregate gross sales proceeds we receive from all sales of shares of common stock under the Sales Agreements. The Sales Agreements continue until the earlier of selling all shares available under the Sales Agreement or termination by written notice from either of the parties. No sales have been made under the Sales Agreements.
The ATM Offering is being made under a prospectus supplement dated June 18, 2025, and filed with the SEC on June 6, 2025, as amended by the amendment no. 1 to prospectus supplement to be dated August 13, 2025, and filed with the SEC on August 13, 2025, and the related prospectus contained in our shelf registration statement on Form S-3 (Registration No. 333- 287848), which was declared effective on June 18, 2025.
The description of the Sales Agreements does not purport to be complete and is qualified in its entirety by reference to the Sales Agreements that are filed as Exhibits 10.1 and 10.2 hereto.
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