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Form 4 Oncology Institute, Inc. For: Aug 12 Filed by: Havencrest Healthcare Partners, L.P.

August 16, 2022 9:30 PM EDT

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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
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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 *
Havencrest Healthcare Partners, L.P.

(Last) (First) (Middle)
2100 MCKINNEY AVE, SUITE 1760

(Street)
DALLAS TX 75201

(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)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
08/12/2022
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X 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 08/12/2022   S   24,900 D $ 6.69 (1) 15,637,894 I See footnote (4)
Common stock 08/15/2022   S   16,663 D $ 6.23 (2) 15,621,231 I See footnote (4)
Common stock 08/16/2022   S   8,437 D $ 6.4 (3) 15,612,794 I See footnote (4)
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. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $6.50 to $7.02, inclusive. The reporting person undertakes to provide The Oncology Institute, Inc., any security holder of The Oncology Institute, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (1) to this Form 4.
2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $6.00 to $6.50, inclusive. The reporting person undertakes to provide The Oncology Institute, Inc., any security holder of The Oncology Institute, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (2) to this Form 4.
3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $6.06 to $6.62, inclusive. The reporting person undertakes to provide The Oncology Institute, Inc., any security holder of The Oncology Institute, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (3) to this Form 4.
4. TOI HC I, LLC is the record holder of these shares. Havencrest Healthcare Partners, L.P. may be deemed to have beneficial ownership of the shares directly held by TOI HC I, LLC. Havencrest Healthcare Partners GP, LLC controls Havencrest Healthcare Partners, L.P. Each reporting person disclaims beneficial ownership of the reported securities except to the extent of such reporting person's pecuniary interest therein.
Remarks:
Exhibit 24.1 - Power of Attorney
/s/ Havencrest Healthcare Partners, L.P., by Kyle Seco, as attorney-in-fact 08/16/2022
** Signature of Reporting Person Date
/s/ Havencrest Healthcare Partners GP, LLC, by Kyle Seco, as attorney-in-fact 08/16/2022
** Signature of Reporting Person Date
/s/ TOI HC I, LLC, by Kyle Seco, as attorney-in-fact 08/16/2022
** 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.
                                                                    Exhibit 24.1

                               POWER OF ATTORNEY

       With respect to holdings of and transactions in securities issued by The
Oncology Institute, Inc. (the "Company"), the undersigned hereby constitutes and
appoints the individuals named on Annex A attached hereto and as may be amended
from time to time, or any of them signing singly, with full power of
substitution and resubstitution, to act as the undersigned's true and lawful
attorney-in-fact to:

       1.   prepare, execute in the undersigned's name and on the undersigned's
            behalf, and submit to the United States Securities and Exchange
            Commission (the "SEC") a Form ID, including amendments thereto, and
            any other documents necessary or appropriate to obtain and/or
            regenerate codes and passwords enabling the undersigned to make
            electronic filings with the SEC of reports required by Sections
            16(a), 13(d), and 13(g) of the Securities Exchange Act of 1934, as
            amended, or any rule or regulation of the SEC;

       2.   execute for and on behalf of the undersigned, Forms 3, 4, and 5 in
            accordance with Section 16 of the Securities Exchange Act of 1934,
            as amended, and the rules thereunder;

       3.   execute for and on behalf of the undersigned, Schedules 13D and 13G
            in accordance with Section 13 of the Securities Exchange Act of
            1934, as amended, and the rules thereunder;

       4.   do and perform any and all acts for and on behalf of the undersigned
which may be necessary or desirable to complete and execute any such Form 3, 4,
or 5, or Schedule 13D or 13G, complete and execute any amendment or amendments
thereto, and timely file such form with the SEC and any stock exchange or
similar authority; and

        5.	take any other action of any type whatsoever in connection with the
foregoing which, in the opinion of such attorney-in-fact,may be of benefit to,
in the best interest of, or legally required by, theundersigned, it being
understood that the documents executed by such attorney-in-fact on behalf of the
undersigned pursuant to this Power of Attorney shall bein such form and shall
contain such terms and conditions as such attorney-in-fact may approve in such
attorney-in-fact's discretion.

       The undersigned hereby grants to each such attorney-in-fact full power
and authority to do and perform any and every act and thing whatsoever
requisite, necessary, or proper to be done in the exercise of any of the rights
and powers herein granted, as fully to all intents and purposes as the
undersigned might or could do if personally present, with full power of
substitution and resubstitution or revocation, hereby ratifying and confirming
all that such attorney-in-fact, or such attorneys-in-fact substitute or
substitutes, shall lawfully do or cause to be done by virtue of this Power of
Attorney and the rights and powers herein granted.

       The undersigned acknowledges that the foregoing attorneys-in-fact, in
serving in such capacity at the request of the undersigned, are not assuming,
nor is any Company assuming, any of the undersigned's responsibilities to comply
with Sections 16 or 13 of the Securities Exchange Act of 1934, as amended.

       This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 3, 4, and 5, or Schedules 13D or
13G, with respect to the undersigned's holdings of and transactions in
securities issued by the Company, unless earlier revoked by the undersigned in a
signed writing delivered to the foregoing attorneys-in-fact.


       IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to
be executed as of this 12th day of August, 2022.

                              Havencrest Healthcare Partners, L.P.

                              By: Havencrest Healthcare Partners GP, LLC, its
                              general partner

                              By:  /s/ Christopher W. Kersey
                                   -------------------------------------
                              Name: Christopher W. Kersey
                              Title: Manager and President


                              Havencrest Healthcare Partners GP, LLC

                              By: /s/ Christopher W. Kersey
                                  ---------------------------------------
                              Name: Christopher W. Kersey
                              Title: Manager and President


                              TOI HC I, LLC

                              By:  /s/ Christopher W. Kersey
                                   ---------------------------------------
                              Name: Christopher W. Kersey
                              Title: Manager


                                    Annex A

Individuals Appointed as Attorney-in-Fact with Full Power of Substitution and
Resubstitution

          1.   Kyle Seco


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