Mohit Kaushal
About Mohit Kaushal
Mohit Kaushal, MD, MBA (age 46), is an independent director of The Oncology Institute (TOI) who has served on the Board since March 2020. He is currently a Senior Advisor at General Atlantic, with a background spanning clinical medicine, investing, and public policy, and holds an MBA from Stanford and an MD with distinction from Imperial College London; he is also an Adjunct Professor at Stanford (Biomedical Data Science) . His policy work includes serving on the White House Health IT task force and building the first dedicated healthcare team at the FCC; he sits on various private boards, is a director of Emyria Pty Ltd. (ASX), and previously served on Oak Street Health’s board until its 2023 acquisition by CVS .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Federal Communications Commission | Built and led first dedicated healthcare team | Obama administration period | Launched FDA collaboration leading to mobile medical apps guidance; reformed Rural Healthcare Fund into Healthcare Connect Fund |
| White House Health IT Task Force | Member | Obama administration period | Implemented ACA technology aspects; testified to Congress on tech and payment reform |
| Aberdare Ventures | Partner | 2013–2014 | Healthcare investing |
| Oak Street Health (public; acquired by CVS in 2023) | Director | 2016–2023 | Board member of a primary care clinic network until acquisition |
| Emergency Medicine | Emergency Room Physician | Not disclosed | Clinical practice |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| General Atlantic | Senior Advisor | Current | Focus on healthcare/technology investing |
| Emyria Pty Ltd (ASX: EMD) | Director | Current | Public company directorship |
| Stanford University | Adjunct Professor (Biomedical Data Science) | Current | Academic appointment |
| Various private companies | Director/Advisor | Current | Multiple private boards/advisory roles |
Board Governance
- Committee leadership and independence: Dr. Kaushal is independent under Nasdaq rules and chairs both the Compensation Committee and the Compliance Committee .
- Meetings and engagement: The Board met 18 times in 2024; every director, including Dr. Kaushal, attended at least 75% of Board and relevant committee meetings .
- Board structure: Separate Chair and CEO roles; the Board does not have a Lead Independent Director .
| Committee | Role | 2024 Meetings | Notes |
|---|---|---|---|
| Compensation | Chair | 5 | Fully independent; oversight of executive and director pay; can appoint and oversee consultants |
| Compliance | Chair | 4 | Oversees healthcare regulatory compliance risk and program |
| Audit | Not a member | 5 | Independent membership; financial expert designated (McGeorge) |
| Nominating & Corporate Governance | Not a member | 4 | Independent membership |
Additional governance controls:
- Compensation recovery (clawback) policy adopted Oct 17, 2023 for executives .
- Insider Trading/anti-hedging and anti-pledging policy applicable to directors, officers, and employees (prohibits hedging, pledging, margin) .
- Compensation Committee interlocks: none .
Fixed Compensation
| Component | 2024 Amount | Notes |
|---|---|---|
| Annual cash retainer | $75,000 | Standard non-employee director cash retainer |
| Meeting fees | None disclosed | No per-meeting fees disclosed |
| Committee chair cash fees | None (equity-based retainers policy applies) | Policy provides additional RSUs for committee chairs: Audit $30,000; other committees $20,000; committee members: Audit $15,000, others $10,000 (values determined by grant-date stock price) |
2024 mix (cash vs equity) for Dr. Kaushal: Cash $75,000 vs Stock Awards $8,680 (≈90% cash / 10% equity) .
Performance Compensation
| Component | Grant Date | 2024 Value | Vesting | Performance Metrics |
|---|---|---|---|---|
| RSUs (annual director award + committee equity retainers) | November 2024 | $8,680 | Vests at 2025 Annual Meeting (May 7, 2025), subject to continued service | None disclosed; awards are time-based, not performance-conditioned |
Change in control protection for directors: If a non-employee director is asked to resign or removed within 12 months commencing on or following a change in control, all director equity awards vest in full .
Other Directorships & Interlocks
| Company | Type | Role | Dates | Interlock/Conflict Note |
|---|---|---|---|---|
| Emyria Pty Ltd (ASX) | Public | Director | Current | No related-party transactions involving TOI disclosed in 2024 proxy |
| Oak Street Health | Public (NYSE; acquired by CVS in 2023) | Director | 2016–2023 | Prior public company board; ended upon acquisition |
| Various private entities | Private | Director/Advisor | Current | Not specified; no related-party transactions disclosed |
Compensation Committee interlocks and insider participation: None involving TOI executives and Dr. Kaushal’s committee .
Expertise & Qualifications
- Investing, clinical, and policy expertise: career spans venture capital (Aberdare), ER medicine, and federal policy (White House Health IT task force; FCC healthcare team lead) .
- Education: MBA (Stanford), MD with distinction (Imperial College London); Adjunct Professor, Stanford (Biomedical Data Science) .
- Industry governance exposure: current public directorship (Emyria ASX); prior public board (Oak Street Health) .
Equity Ownership
| Item | Amount | As of |
|---|---|---|
| Total beneficial ownership (shares) | 198,045 | March 17, 2025 |
| Ownership % of outstanding shares | <1% | March 17, 2025 |
| Unvested RSUs outstanding | 56,000 units | December 31, 2024 |
| Hedging/Pledging | Prohibited by company policy; no pledging disclosed | Policy in effect and filed with 2024 Form 10-K |
Notes: Footnote for Dr. Kaushal indicates his beneficial ownership includes 56,000 RSUs vesting on the annual meeting date (within 60 days of the record date) .
Insider Trades (Form 4) – Monitoring Note
| Year | Transactions | Filing Timeliness |
|---|---|---|
| 2024 | Not disclosed in proxy for Dr. Kaushal | Company states Section 16(a) filings were satisfied for 2024 except one Form 4 for Brad Hively; no delinquency noted for Dr. Kaushal |
Governance Assessment
- Strengths for investor confidence:
- Independent director chairing two critical committees (Compensation and Compliance), enhancing oversight of pay practices and regulatory risk in a healthcare services issuer .
- Solid engagement baseline: Board met 18 times in 2024 and all directors met at least the 75% attendance threshold; Compensation met 5x and Compliance 4x, indicating active committee cadence .
- Alignment and safeguards: Equity grants (albeit modest) plus anti-hedging/pledging policy reduce misalignment risks; company-wide clawback policy in place for executives .
- Potential risk indicators to monitor:
- External affiliations: Senior Advisor to General Atlantic and multiple external boards—no related-party transactions were disclosed in 2024, but continued monitoring for conflicts is prudent (TOI has a formal related-party approval policy) .
- Broader governance environment: Company received Nasdaq minimum-bid deficiency in 2024 and is seeking reverse split authorization; not a director-specific red flag but relevant context for Board oversight intensity .
- Compensation perspective (director): 2024 pay skewed toward cash ($75k cash vs $8,680 equity), implying relatively low at-risk equity for directors; committee chair “pay” is equity-only via RSU retainers (policy-based) .
No director-specific legal proceedings, related-party transactions, or say-on-pay anomalies involving Dr. Kaushal were disclosed in the 2025 proxy; Section 16 compliance showed no Kaushal delinquencies for 2024 .