DFP Sponsor LLC - 12 Nov 2021 Form 4 Insider Report for Oncology Institute, Inc. (TOI)

Source evidence Original filing metadata and source links for verification. 3 source fields
SEC form
4
Accepted by SEC
16 Nov 2021, 20:36:55 UTC
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
/s/ Lawrence Atinsky

Key filing fact

DFP Sponsor LLC filed Form 4 for Oncology Institute, Inc. (TOI) on 16 Nov 2021.

Key facts

  • This page summarizes DFP Sponsor LLC's Form 4 filing for Oncology Institute, Inc. (TOI).
  • 4 reported transactions and 3 derivative rows are listed below.
  • Accepted by SEC: 16 Nov 2021, 20:36.

Change

  • No earlier filing in this sequence is available for direct comparison.
  • Current net transaction value: $0.

Research use

  • This tells you what this filing adds before you inspect full transaction and derivative tables.
  • You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

TOIIW transaction

Class A Common Stock

Conversion of derivative security

Transaction value
Shares
+40
Change %
Price
Shares after
40
Date
12 Nov 2021
Ownership
Direct
Footnotes
F1, F2, F3

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

TOIIW transaction Derivative

Class B Common Stock

Other

Transaction value
$0
Shares
-707,960
Change %
-100%
Price
$0.000000
Shares after
40
Date
12 Nov 2021
Ownership
Direct
Underlying class
Class A Common Stock
Underlying amount
707,960
Exercise price
Footnotes
F2, F3, F4, F5
TOIIW transaction Derivative

Class B Common Stock

Conversion of derivative security

Transaction value
$0
Shares
-40
Change %
-100%
Price
$0.000000*
Shares after
0
Date
12 Nov 2021
Ownership
Direct
Underlying class
Class A Common Stock
Underlying amount
40
Exercise price
Footnotes
F1, F2, F3, F4
TOIIW transaction Derivative

Private Placement Warrants

Other

Transaction value
Shares
+3,177,543
Change %
Price
Shares after
3,177,543
Date
12 Nov 2021
Ownership
Direct
Underlying class
Class A Common Stock
Underlying amount
3,177,543
Exercise price
$11.50
Footnotes
F2, F3, F6
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

DFP Sponsor LLC is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may still apply in specific circumstances.

Explanation of responses 6 footnotes

Footnote F1

Upon the closing of the Issuer's initial business combination, each share of Class B Common Stock converted (automatically in accordance with its terms) into one share of Class A Common Stock for no consideration.

Footnote F2

This Form 4 is being filed by DFP Sponsor, LLC (the "Sponsor"), as well as Steven Hochberg and Lawrence Atinsky, each of whom is a manager of the Sponsor.

Footnote F3

In accordance with Instruction 4(b)(iv) to Form 4, the entire amount of the Issuer's securities held by the Sponsor is reported herein. For purposes of Section 16 of the Securities Exchange Act of 1934, as amended, each or Steven Hochberg and Lawrence Atinsky disclaims beneficial ownership of any such securities, except to the extent of his indirect pecuniary interest therein, if any, and this report shall not be deemed an admission that Mr. Hochberg or Mr. Atinsky is the beneficial owner of such securities for purposes of Section 16 or otherwise.

Footnote F4

The shares of Class B Common Stock were convertible into shares of the Issuer's Class A Common Stock as described under the heading "Description of Securities" in the Issuer's Registration Statement on Form S-1 (File No. 333-236578) and had no expiration date.

Footnote F5

In connection with, and immediately prior to, the closing of the Issuer's initial business combination, pursuant to the Stockholder Support Agreement, dated as of June 28, 2021, the Sponsor forfeited 707,960 shares of Class B Common Stock for no consideration.

Footnote F6

The Sponsor acquired the Private Placement Warrants from the Issuer in connection with the Issuer's initial public offering on March 13, 2020. As a result of the closing of the Issuer's initial business combination, the Private Placement Warrants will become exercisable as of the date that is 30 days after the closing of the Issuer's initial business combination (i.e., November 12, 2021). The Private Placement Warrants will expire on November 12, 2026 or earlier upon redemption or liquidation. Prior to the closing of the Issuer's initial business combination, the Sponsor elected to be governed by a Maximum Percentage (as defined in the Private Placement Warrants) of 4.9%.

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