NEOGENOMICS INC — Director's Dealing 2011

May 20, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: NEOGENOMICS INC (NGNM.OB)
CIK: 0001077183
Period of Report: 2011-05-18

Reporting Person: SMITS MARK W (Chief Commercial Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-05-18	Common Stock	M	45000	$1.02	Acquired	45000	Direct
2011-05-18	Common Stock	S	45000	$1.37	Disposed	0	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-05-18	Stock option (Right to Buy)	$1.02	M	45000	Disposed	2015-08-30	Common Stock (45000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	6667	Direct

Footnotes

F1: On August 30, 2010 Mr. Smits was granted an option to purchase 425,000 shares of common stock. The first date that options became exercisable was August 30, 2010 and the remaining options vest based on time and performance based criteria.

F2: Mr. Smits has resigned his position with NeoGenomics, Inc. As a result he does not have any further beneficial ownership of derivative securities.