UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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) November 26, 2025
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THE ONCOLOGY INSTITUTE, INC.
(Exact name of registrant as specified in its charter)
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| 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 | ||
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 November 26, 2025, Gabriel Ling resigned from the Board of Directors of The Oncology Institute, Inc. (the “Company”), effective on December 1, 2025. Mr. Ling’s resignation is not the result of any disagreement with the Company on any matter relating to the Company’s operations, policies or practices.
Item 7.01. Regulation FD Disclosure.
On December 1, 2025, the Company issued a press release announcing Mr. Ling’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 | ||
| 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: December 1, 2025 | THE ONCOLOGY INSTITUTE, INC. | |
| By: | /s/ Mark Hueppelsheuser | |
Mark Hueppelsheuser | ||
| General Counsel | ||
Exhibit 99.1
The Oncology Institute Announces Resignation of Board Member Gabe Ling
CERRITOS, Calif., December 1, 2025 (GLOBE NEWSWIRE) – The Oncology Institute, Inc. (“TOI”) (NASDAQ: TOI), one of the largest value-based oncology groups in the United States, today announced that Gabe Ling has resigned from the Board of Directors, effective December 1, 2025. A formal search process has been initiated to add new independent directors with complementary healthcare, clinical, and value-based care expertise.
“On behalf of the Board of Directors, I want to thank Gabe for his service during an important chapter in The Oncology Institute’s development,” said Anne McGeorge, Chairman of the Board. “We appreciate the contributions he made throughout his time on the Board and the valuable guidance he provided as the Company navigated its first few years in the public markets. As we continue to strengthen our governance structure, we remain focused on enhancing the Board’s capabilities by bringing on strategic and experienced members who will support The Oncology Institute’s mission and long-term growth goals.”
About The Oncology Institute
Founded in 2007, The Oncology Institute (NASDAQ: TOI) is advancing oncology by delivering highly specialized, value-based cancer care in the community setting. TOI offers cutting-edge, evidence-based cancer care to a population of approximately 1.9 million patients, including clinical trials, transfusions, and other care delivery models traditionally associated with the most advanced care delivery organizations. With over 180 employed and affiliate clinicians and over 100 clinics and affiliate locations of care across five states and growing, TOI is changing oncology for the better. For more information, visit www.theoncologyinstitute.com
Contacts
Media
The Oncology Institute, Inc.
marketing@theoncologyinstitute.com
Investors
ICR Healthcare
TOI@icrhealthcare.com