NEOGENOMICS INC — Director's Dealing 2011

May 2, 2011

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: NEOGENOMICS INC (NGNM.OB)
CIK: 0001077183
Period of Report: 2011-05-02

Reporting Person: PETERSON PETER M (Director, 10% Owner)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	8038123	Indirect
Common Stock	129427	Indirect
Common Stock	24000	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Warrant (Right to Buy)	$1.5	2012-06-07	Common Stock (100000)		Direct
Warrant (Right to Buy)	$0.75	2014-02-09	Common Stock (83333)		Indirect

Footnotes

F1: Aspen Select Healthcare, LP is a private investment fund. Medical Venture Partners, LLC is the sole general partner of Aspen Select Healthcare, LP, and Mr. Peterson is a Managing Member of Medical Venture Partners, LLC. Mr. Peterson disclaims beneficial ownership of such shares except to the extent of his respective pecuniary interests therein.

F2: An investment entity controlled by Peter Peterson. Mr. Peterson disclaims beneficial ownership of such shares except to the extent of his respective pecuniary interests therein.

F3: On April 27, 2011 the Board of Directors approved and granted a restricted stock award of 24,000 shares of NeoGenomics common stock. The terms of the award call for 2,000 shares to vest on the last day of the next 12 quarters starting on June 30, 2011 as long as Mr. Peterson remains a Director of the Company.