In February 2026, the Company entered into a lease in Auckland City, New Zealand (the "New Zealand Lease") that commenced in March 2026 with a term of 2 years with an option to extend for 2 additional years to support the ABACUS-2 clinical trial. Terms include monthly rent payments of approximately $2.2 thousand, adjusting annually based on CPI and a security deposit of $21.8 thousand. The Company recorded a ROU asset and lease liability, with a term of 2 years, ending in February 2028.

In January 2025, the Company entered into a lease in Perth, Australia (the "Perth Lease") and another in Brisbane, Australia (the "Brisbane Lease"). Both leases commenced in February 2025, at which time the Company recorded a ROU asset and lease liability, with a term of 2 years through January 2027 to support the ABACUS-2 clinical trial. Monthly rent payments are approximately $6.0 thousand, and the total security deposit is $32.2 thousand. The Company has rent abatement for the first 2 months of the Brisbane Lease and for the first 3 months of the Perth Lease.

In May 2022, the Company entered into a 12-month lease for office space in Adelaide, Australia (the "Adelaide Lease") which expired in May 2023. Following expiration, the landlord agreed to extend the Adelaide Lease on a month-month basis, whereby the Company must provide 90-day notice of termination. The Adelaide Lease is a short-term lease which is exempt for ROU asset and lease liability reporting. Monthly rent payments are approximately $1.5 thousand. The Adelaide lease is being used as a clinical trial site for ABACUS-2, with rent costs fully reimbursed by TOI.

In March 2025, the Company entered into a new lease in Encinitas, California (the "New Encinitas Lease") which is the current headquarters for the Company. The New Encinitas Lease commenced in June 2025 with a term of 3 years and 3 months through August 31, 2028. Monthly rent payments are approximately $8.4 thousand per month and will increase by approximately 4% each year on the anniversary of the lease commencement, starting in 2026. The Company has rent abatement for 3 months of the lease in the form of half rent in months two, three, four, five, thirteen and fourteen, and maintains a security deposit of $9.4 thousand. The Company received $72.8 thousand from the lessor for tenant improvements.

The Company also entered into a lease for office space in Vienna, Austria (the "Vienna Lease"). The Vienna Lease commenced on October 15, 2023 with a term of 5 years through October 14, 2028. The Company recorded a ROU asset and lease liability upon lease commencement in October 2023. Monthly rent payments are approximately $1.3 thousand, and the security deposit is $5.3 thousand.

Operating lease expense, consisting of the reduction of the right-of-use asset and the imputed interest on the lease liability, totaled $67.0 thousand and $37.5 thousand for the three months ended June 30, 2026 and 2025, respectively, and $122.7 thousand and $66.5 thousand for the six months ended June 30, 2026 and 2025, respectively. The remaining lease terms range from less than 0.6 years to 2.3 years.

Future annual minimum lease payments under non-cancellable operating leases as of June 30, 2026 are as follows:


Years Ending December 31,
2026 (remaining months)	$	106,211
2027	155,881
2028	89,962


Total Lease Liabilities	352,054
Less Amounts Representing Interest	(19,032)
Total	333,022
Less Current Portion	(172,425)
	$	160,597

The Company is party to one option agreement, the details of which have been previously disclosed in Note 12 to the consolidated financial statements in the Company's Annual Report on Form 10-K for the year ended December 31, 2025. There have been no material changes to the terms of this agreement during the six months ended June 30, 2026.

The Company is a party to five license agreements, the details of which have been previously disclosed in Note 12 to the consolidated financial statements in the Company's Annual Report on Form 10-K for the year ended December 31, 2025. There have been no material changes to the terms of these agreements during the six months ended June 30, 2026.

The purchase price of various acquisitions in prior periods included contingent consideration, which consisted of various earn-out payments payable in cash or shares upon the achievement of certain milestones. Below are the maximum obligation payments per the respective agreements and estimated fair value of contingent consideration payments remaining as of June 30, 2026.

In March 2025, the Company entered into a credit line with UBS (the “Credit Line”) providing for a $10.0 million revolving line of credit. The Credit Line bears interest at the 30-day Secured Overnight Financing Rate ("SOFR") average, plus 1.5%. The SOFR rate is variable. The Credit Line is secured by a first priority lien and security interest in the Company’s marketable securities held in its managed investment accounts with UBS.

In the normal course of business, the Company periodically becomes involved in various claims and lawsuits, as well as governmental proceedings and investigations that are incidental to the business. The Company accrues a liability when a loss is considered probable and the amount can be reasonably estimated. When a material loss contingency is reasonably possible but not probable, the Company does not record a liability, but instead discloses the nature and amount of the claim, and an estimate of the possible loss or range of loss, if such an estimate can be made. Legal fees are expensed as incurred. With respect to governmental proceedings and investigations, like other companies in the industry, the Company is subject to extensive regulation by national, state and local governmental agencies in the U.S. and in other jurisdictions in which the Company and its affiliates operate. As a result, interaction with governmental agencies is ongoing. The Company’s standard practice is to cooperate with regulators and investigators in responding to inquiries.

The Company currently maintains insurance for risks associated with the operation of its business, provision of professional services and ownership of property. These policies provide coverage for a variety of potential losses, including loss or damage to property, bodily injury, general commercial liability, professional errors and omissions and medical malpractice.