4//SEC Filing
HOCHBERG STEVEN 4
Accession 0001193805-21-001591
CIK 0001799191other
Filed
Nov 15, 7:00 PM ET
Accepted
Nov 16, 9:36 PM ET
Size
20.1 KB
Accession
0001193805-21-001591
Insider Transaction Report
Form 4
DFP Sponsor LLC
10% OwnerOther
Transactions
- Other
Class B Common Stock
2021-11-12−707,960→ 40 total→ Class A Common Stock (707,960 underlying) - Conversion
Class A Common Stock
2021-11-12+40→ 40 total - Conversion
Class B Common Stock
2021-11-12−40→ 0 total→ Class A Common Stock (40 underlying) - Other
Private Placement Warrants
2021-11-12+3,177,543→ 3,177,543 totalExercise: $11.50From: 2021-12-12Exp: 2026-11-12→ Class A Common Stock (3,177,543 underlying)
Atinsky Lawrence
10% OwnerOther
Transactions
- Conversion
Class B Common Stock
2021-11-12−40→ 0 total→ Class A Common Stock (40 underlying) - Other
Private Placement Warrants
2021-11-12+3,177,543→ 3,177,543 totalExercise: $11.50From: 2021-12-12Exp: 2026-11-12→ Class A Common Stock (3,177,543 underlying) - Conversion
Class A Common Stock
2021-11-12+40→ 40 total - Other
Class B Common Stock
2021-11-12−707,960→ 40 total→ Class A Common Stock (707,960 underlying)
HOCHBERG STEVEN
DirectorPresident and CEO10% Owner
Transactions
- Other
Class B Common Stock
2021-11-12−707,960→ 40 total→ Class A Common Stock (707,960 underlying) - Conversion
Class B Common Stock
2021-11-12−40→ 0 total→ Class A Common Stock (40 underlying) - Conversion
Class A Common Stock
2021-11-12+40→ 40 total - Other
Private Placement Warrants
2021-11-12+3,177,543→ 3,177,543 totalExercise: $11.50From: 2021-12-12Exp: 2026-11-12→ Class A Common Stock (3,177,543 underlying)
Footnotes (6)
- [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.
- [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.
- [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.
- [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.
- [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.
- [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%.
Documents
Issuer
Oncology Institute, Inc.
CIK 0001799191
Entity typeother
Related Parties
1- filerCIK 0001034123
Filing Metadata
- Form type
- 4
- Filed
- Nov 15, 7:00 PM ET
- Accepted
- Nov 16, 9:36 PM ET
- Size
- 20.1 KB