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) July 28, 2026
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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 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
On July 28, 2026, The Oncology Institute, Inc., a Delaware corporation (the “Company”) filed with the Secretary of State of the State of Delaware a Certificate of Amendment (the “Certificate of Amendment”) to the Company’s Third Amended and Restated Certificate of Incorporation changing the Company’s name from “The Oncology Institute, Inc.” to “Starling Oncology, Inc.”, effective immediately. A copy of the Certificate of Amendment is attached hereto as Exhibit 3.1 and is incorporated herein by reference.
Pursuant to Section 242 of the General Corporation Law of the State of Delaware, no stockholder approval was required for the Certificate of Amendment because it only related to a name change.
In connection with the name change, the Company’s trading symbol for its common stock begins trading on the Nasdaq Stock Market LLC on August 3, 2026, as “STLN”.
Neither the name change, nor the symbol change, affects the rights of the Company’s stockholders, and stockholders do not need to take any action in connection therewith. The CUSIP number for the Company’s common stock remains 68236X100.
Item 7.01 Regulation FD Disclosure
On August 3, 2026, the Company issued a press release announcing the name change and the symbol change from TOI to STLN. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
The information in this Item 7.01, including Exhibit 99.1 attached hereto, is being furnished, shall not be deemed “filed” for any purpose, and shall not be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended (the “Securities Act”), or the Securities Exchange Act of 1934, as amended (the “Exchange Act”), except as expressly set forth by specific reference in such a filing.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
| Exhibit No. | Description of Exhibit | ||
| 3.1 | Certificate of Amendment to the Third Amended and Restated Certificate of Incorporation dated July 28, 2026 | ||
| 99.1 | Press Release dated August 3, 2026 | ||
| 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: August 3, 2026 | THE ONCOLOGY INSTITUTE, INC. | |
| By: | /s/ Minh Merchant | |
| Name: | Minh Merchant | |
| Title: | Chief Legal Officer | |