Gabriel Ling
About Gabriel Ling
Gabriel Ling, 43, is an independent director of The Oncology Institute, Inc. (TOI) and co-founder of M33 Growth, a Boston-based growth equity firm focused on technology and healthcare. He has served on TOI’s board since September 21, 2022. Ling holds a B.A. from Yale University and has over a decade of investing and board experience in healthcare and technology growth companies .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| M33 Growth, LLC | Co-Founder | May 2017–present | Leads investments in emerging tech/healthcare; partner to founders |
| General Catalyst | Partner | Prior to 2017 (over a decade) | Helped build portfolio companies; board roles in multiple growth outcomes |
| Datalogix Inc. (acquired by Oracle) | Director (prior) | Not disclosed | Oversaw growth leading to strategic sale |
| CLEAResult (acquired by General Atlantic) | Director (prior) | Not disclosed | Guided energy efficiency services expansion |
| Oceans Healthcare (acquired by Webster Capital) | Director (prior) | Not disclosed | Behavioral health growth oversight |
| OGSystems (acquired by Parsons) | Director (prior) | Not disclosed | Gov’t tech services scale to exit |
| Brighter Inc. (acquired by Cigna) | Director (prior) | Not disclosed | Healthcare tech payer platform exit |
External Roles
| Organization | Role | Public/Private | Notes |
|---|---|---|---|
| Multiple private companies | Director | Private | Current board service; specific companies not disclosed |
| M33 Growth I GP LLC / TOI M, LLC | Manager (with others) | Private | M33-related entities manage a 20.1% stake in TOI via M33 Growth I L.P. and TOI M, LLC (see Equity Ownership) |
Board Governance
- Independence: Board determined Ling is an independent director under Nasdaq standards; he serves only on committees composed entirely of independent directors .
- Committee assignments (2024): Audit Committee (member); Nominating & Corporate Governance Committee (member). Not a committee chair .
- Attendance: The board met 18 times in 2024; each director attended at least 75% of board and committee meetings during their service period .
- Committee meeting cadence: Audit Committee met 5 times in 2024; Nominating & Corporate Governance Committee met 4 times in 2024 .
- Board structure: Separate Chair and CEO; no Lead Independent Director; independent directors meet in executive sessions without management .
Fixed Compensation
| Component | Amount/Terms | Source |
|---|---|---|
| Annual cash retainer (non-employee directors) | $75,000 cash, pro-rated for time served | |
| Meeting fees | Not disclosed (no separate meeting fees stated) | |
| 2024 cash received by Ling | $75,000 |
Performance Compensation
| Equity Element | Policy/Grant | Vesting | 2024 Actuals for Ling |
|---|---|---|---|
| Annual RSU grant (non-employee directors) | $100,000 in RSUs annually (since 2023) | 2024 RSUs granted in Nov 2024 vest at 2025 Annual Meeting (service-based) | Stock awards fair value reported: $6,200 for 2024 |
| Committee chair RSU retainers | Audit Chair: $30,000; Other Chairs: $20,000 | Same as above | N/A (not a chair) |
| Committee member RSU retainers | Audit member: $15,000; Other committees: $10,000 | Same as above | Member, Audit and Nominating (policy applies) |
| Unvested RSUs outstanding (12/31/2024) | — | — | 40,000 unvested RSUs |
| Sources | Policy and timing: ; 2024 vesting timing: ; Ling’s 2024 stock awards $ value and unvested RSUs: |
Notes:
- Director equity awards are time-based; no disclosed performance metrics (e.g., revenue, EBITDA, TSR) tied to director equity grants in 2024 .
Other Directorships & Interlocks
| Company | Type | Role | Potential Interlock/Conflict Consideration |
|---|---|---|---|
| Multiple private companies (not named) | Private | Director | Broad private-company exposure in healthcare/tech; potential network benefits |
| M33 Growth I L.P. / TOI M, LLC | Private funds/entities | Manager (with others) | Affiliates collectively hold 20.1% of TOI; Ling is a manager of the GP and TOI M; potential related-party considerations mitigated by independent committee oversight |
Expertise & Qualifications
- Growth equity investor in healthcare and technology; co-founded M33 Growth; prior decade as partner at General Catalyst .
- Board experience with multiple growth companies leading to strategic exits; deep network in healthcare services and technology .
- Education: B.A., Yale University .
- Financial literacy: Audit Committee requires financial literacy for all members; Board designated Audit Chair as financial expert; Ling meets committee financial literacy requirements .
Equity Ownership
| Holder | Shares Beneficially Owned | % Outstanding | Notes |
|---|---|---|---|
| Gabriel Ling (individual) | 109,057 | <1% | Includes 40,000 RSUs vesting within 60 days of record date |
| M33 Growth I L.P. | 13,703,803 | — | General partner M33 Growth I GP LLC; managers include Michael Anello, Gabriel Ling, Brian Shortsleeve |
| TOI M, LLC | 1,552,580 | — | M33 is a member; managers include Ling, Anello, Shortsleeve |
| M33 Growth I L.P. + TOI M, LLC (combined) | 15,256,383 | 20.1% | 5%+ holder; address 888 Boylston St., Suite 500, Boston, MA |
| Shares outstanding (record date) | 75,753,229 | — | As of March 17, 2025 |
| Sources | Ling individual and footnote: ; M33/TOI M and 20.1% calc: ; Shares outstanding: |
Ownership alignment and policies:
- Insider trading policy prohibits hedging, pledging, and derivatives (puts/calls) for directors, officers, and employees, supporting alignment with shareholders .
Governance Assessment
Key findings:
- Independence and committee roles: Ling is an independent director serving on two key governance bodies—Audit and Nominating & Corporate Governance—both composed solely of independent directors; this supports strong oversight of financial reporting and board effectiveness .
- Attendance and engagement: Board and committee workload was high in 2024 (18 board meetings; 5 Audit; 4 Nominating). All directors met the ≥75% attendance threshold, indicating baseline engagement; no director-specific attendance shortfalls were disclosed for Ling .
- Compensation structure: Policy emphasizes equity via annual RSUs and additional committee retainers; however, 2024 reported stock award value for Ling was modest ($6,200) relative to the policy targets, with 40,000 unvested RSUs at year-end. Equity awards are time-based (no disclosed performance metrics), limiting pay-for-performance linkage at the director level .
- Ownership and potential conflicts: Ling personally holds <1% of shares, but is a manager of entities that collectively hold 20.1% of TOI (M33 Growth I L.P. and TOI M, LLC). The board still deems him independent, and related-party transactions are overseen under a formal policy by the Audit Committee, which Ling serves on, though directors must recuse from approvals where they are related persons. This dual role requires careful ongoing oversight to avoid conflicts in matters affecting M33 .
- Risk indicators and mitigants: Company prohibits hedging/pledging by insiders and maintains an insider trading pre-clearance regime; Section 16 compliance was satisfactory in 2024 with one late filing noted for another director (not Ling) . Independent-only executive sessions further mitigate governance risk .
Red flags and watch items:
- Potential conflict: Significant shareholder affiliation. Ling is a manager of entities controlling 20.1% of TOI. While independence is affirmed, investor scrutiny is warranted on recusals and Audit/Nominating agenda items that may affect M33’s interests .
- Pay-for-performance linkage for directors: Equity is service-based with no performance metrics disclosed for director RSUs, reducing explicit performance alignment at the board level (common market practice, but a consideration for governance purists) .
Positive signals:
- Independent committee structure, financial literacy on Audit, and strong meeting cadence indicate active oversight .
- Prohibitions on hedging/pledging enhance alignment; independent sessions without management support candid oversight .
- No related-party transactions involving Ling were disclosed; company has a robust related-party policy and Audit Committee pre-approval regime .
Overall implication for investor confidence:
- Ling brings deep growth equity and healthcare/tech board experience to key oversight committees, which is supportive of board effectiveness. The primary governance sensitivity is his affiliation with a 20.1% holder, requiring clear recusals and transparent oversight on any potential conflicts. Absent specific related-party transactions, policy and committee structures mitigate (but do not eliminate) this risk .