Sec Form 3 Filing - Carter Robert Ross @ Oncology Institute, Inc. - 2024-09-20

FORM 3 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Carter Robert Ross 2. Issuer Name and Ticker or Trading Symbol Oncology Institute, Inc. [ TOI] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) Chief Financial Officer (Last) (First) (Middle) C/O THE ONCOLOGY INSTITUTE, INC., 18000 STUDEBAKER ROAD, SUITE 800 3. Date of Earliest Transaction (MM/DD/YY) 09/20/2024 (Street) CERRITOS, CA90703 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 4,683 ( 1 ) D Common Stock 1,161 ( 2 ) D Common Stock 997 ( 3 ) D Common Stock 9,571 ( 4 ) D Common Stock 15,582 ( 5 ) D

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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 7. Title and Amount of Underlying Securiti es (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 of Derivative Security: 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 Non-Qualified Stock Option (right to buy) $ 7.09 ( 6 ) 03/21/2032 Common Stock 11,788 D Non-Qualified Stock Option (right to buy) $ 1.87 ( 7 ) 11/17/2032 Common Stock 6,747 D Non-Qualified Stock Option (right to buy) $ 0.481 ( 8 ) 03/17/2033 Common Stock 31,903 D Non-Qualified Stock Option (right to buy) $ 2 ( 9 ) 05/21/2034 Common Stock 38,956 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Carter Robert Ross C/O THE ONCOLOGY INSTITUTE, INC. 18000 STUDEBAKER ROAD, SUITE 800 CERRITOS, CA90703 Chief Financial Officer Signatures /s/ Mark Hueppelsheuser, Attorney-in-Fact for Robert Ross Carter 09/30/2024 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Shares of Common Stock issued upon vesting and settlement of restricted stock units ("RSUs") prior to the reporting person's appointment as an executive officer of the Company. ( 2 )Represents unvested RSUs awarded to the reporting person on March 21, 2022 (the "March 2022 Grant Date"). 1/4 of the RSUs vested on the first anniversary of the March 2022 Grant Date (the "March 2022 Vesting Commencement Date"), with the remaining RSUs vesting in three equal annual installments on each successive anniversary of the March 2022 Vesting Commencement Date, subject to the reporting person's continued service with the Company through the respective vesting dates. ( 3 )Represents unvested RSUs awarded to the reporting person on November 17, 2022 (the "November 2022 Grant Date"). 1/4 of the RSUs vested on the first anniversary of the November 2022 Grant Date (the "November 2022 RSU Vesting Commencement Date"), with the remaining RSUs vesting in three equal annual installments on each anniversary of the November 2022 Vesting Commencement Date, subject to the reporting person's continued service with the Company through the respective vesting dates. ( 4 )Represents unvested RSUs awarded to the reporting person on March 17, 2023 (the "2023 Grant Date"). 1/4 of the RSUs vested on the first anniversary of the 2023 Grant Date (the "2023 Vesting Commencement Date"), with the remaining RSUs vesting in three equal annual installments on each successive anniversary of the 2023 Vesting Commencement Date, subject to the reporting person's continued service with the Company through the respective vesting dates. ( 5 )Represents unvested RSUs awarded to the reporting person on May 21, 2024 (the "2024 Grant Date"). 1/4 of the RSUs will vest on the first anniversary of the 2024 Grant Date (the "2024 Vesting Commencement Date"), with the remaining RSUs vesting in three equal annual installments on each successive anniversary of the 2024 RSU Vesting Commencement Date, subject to the reporting person's continued service with the Company through the respective vesting dates. ( 6 )The stock options vest as to 1/4 of the options granted on the March 2022 Vesting Commencement Date, with the remaining options vesting in three equal annual installments on each successive anniversary of the March 2022 Vesting Commencement Date, subject to the reporting person's continued service with the Company through the respective vesting dates. ( 7 )The stock options vest as to 1/4 of the options granted on the November 2022 Vesting Commencement Date, with the remaining options vesting in three equal annual installments on each successive anniversary of the November 2022 Vesting Commencement Date, subject to the reporting person's continued service with the Company through the respective vesting dates. ( 8 )The stock options vest as to 1/4 of the options granted on the 2023 Vesting Commencement Date, with the remaining options vesting in three equal annual installments on each successive anniversary of the 2023 Vesting Commencement Date, subject to the reporting person's continued service with the Company through the respective vesting dates. ( 9 )The stock options vest as to 1/4 of the options granted on the 2024 Vesting Commencement Date, with the remaining options vesting in three equal annual installments on each successive anniversary of the 2024 Vesting Commencement Date, subject to the reporting person's continued service with the Company through the respective vesting dates.

Remarks: **Exhibit List: Exhibit 24 - Power of Attorney

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).

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