Form 3 - Initial statement of beneficial ownership of securities
September 30 2024 - 3:30PM
Edgar (US Regulatory)
EXHIBIT 24
LIMITED POWER OF ATTORNEY
Know all by
these presents, that the undersigned’s hereby makes,
constitutes and appoints Mark Hueppelsheuser as the undersigned’s true and
lawful attorney-in-fact, with full power and
authority as hereinafter described on behalf of and
in the name, place and stead of the
undersigned to:
(1) prepare, execute, acknowledge, deliver and
file with the Securities and Exchange Commission (“SEC”) on behalf of
the undersigned, a Form ID, including any 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;
(2) prepare, execute, acknowledge, deliver and
file with the SEC on behalf of the undersigned, any Forms 3, 4, and 5 as considered
necessary or advisable in accordance with
Section 16(a) of the Securities Exchange Act
of 1934, as amended, and the rules promulgated
thereunder (the “Exchange Act”), as well
as any Forms 144 (including any amendments
thereto) required pursuant to Rule 144
promulgated under the Securities Act of 1933,
as amended (the “Securities Act”), and
any Schedules 13D or 13G (including any amendments
thereto) required or deemed advisable
under Section 13 of the Exchange Act and the
rules and regulations promulgated thereunder, all with
respect to the securities of The Oncology Institute, Inc.,
a Delaware corporation (the “Company”);
(3) seek or obtain, as the undersigned’s
representative and on the undersigned’s
behalf, information on transactions in
the Company’s securities from
any third party, including
brokers, employee benefit plan administrators
and trustees, and the undersigned hereby
authorizes any such person to release any such
information to the undersigned and approves and
ratifies any such release of information; and
(4) perform any and all other acts which
in the discretion of such attorney-in-fact are
necessary or desirable for and on behalf of
the undersigned in connection with the foregoing.
The undersigned
acknowledges that:
(i)
this Power of Attorney authorizes, but
does not require, such attorney-in-fact to act in their discretion on information provided
to such attorney-in-fact without independent verification of such information;
(ii) any documents prepared and/or executed by such
attorney-in-fact on behalf of the undersigned pursuant to this Power
of Attorney will be in such form and
will contain such information and
disclosure as such attorney-in-fact, in
his or her discretion, deems necessary or desirable;
(iii) neither
the Company nor such attorney-in-fact assumes (i) any liability for
the undersigned’s responsibility to comply with
the requirement of the Exchange Act,
(ii) any liability of the undersigned for any
failure to comply with such requirements,
or (iii) any obligation or liability of the undersigned for profit disgorgement
under Section 16(b) of the Exchange Act;
and
(iv) this
Power of Attorney does not relieve the undersigned from responsibility for
compliance with the undersigned’s obligations under
the Exchange Act, including without limitation the
reporting requirements under Section 16 or Section 13 of the Exchange Act or pursuant
to the requirements of Rule 144 promulgated
under the Securities Act.
The undersigned
hereby gives and grants the foregoing attorney-in-fact full
power and authority to do and perform all and
every act and thing whatsoever requisite, necessary or
appropriate to be done in and about
the foregoing matters as fully
to all intents and purposes as the undersigned
might or could do if present,
hereby ratifying all that such attorney-in-fact
of, for and on behalf of the undersigned, shall lawfully do or cause
to be done by virtue of this Limited Power
of Attorney.
This Power
of Attorney shall remain in full force and
effect until the undersigned is no longer required to file
Forms 144, 3, 4, 5 and/or any Schedules 13D or 13G
with respect to the securities of the Company or unless
earlier revoked by the undersigned in a signed writing delivered to the
foregoing attorney-in-fact.
IN WITNESS WHEREOF, the undersigned
has caused this Power of Attorney to
be executed as of this 27th day of September, 2024.
|
/s/
Rob Carter |
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Print Name: Rob
Carter |
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