NEOGENOMICS INC — Director's Dealing 2012

Jun 7, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: NEOGENOMICS INC (NGNM.OB)
CIK: 0001077183
Period of Report: 2012-06-06

Reporting Person: JONES STEVEN C (Director, Executive VP of Finance, 10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-06-06	Common Stock	A	26251	$1.5	Acquired	430055	Direct
2012-06-06	Common Stock	A	100000	$1.5	Acquired	190000	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	8038123	Indirect
Common Stock	129412	Indirect
Common Stock	50476	Indirect
Common Stock	34857	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Warrant (Right to Buy)	$1.5	2017-05-03	Common Stock (0)	450000	Direct
Warrant (Right to Buy)	$0.75	2014-02-09	Common Stock (0)	83333	Indirect

Footnotes

F1: Mr. Jones did a cashless net exercise of 250,000 warrants which resulted in him receiving 26,251 shares of common stock.

F2: Mr. Jones, the trustee of Steven and Carisa Jones Defined Benefit Plan exercised 100,000 warrants for $150,000 in cash which resulted in the Plan receiving 100,000 shares of common stock.

F3: 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. Jones is a Managing Member of Medical Venture Partners, LLC. Mr. Jones disclaims beneficial ownership of such shares except to the extent of his respective pecuniary interests therein.

F4: An investment partnership entity controlled by Steven Jones and Peter Peterson.. Mr. Jones disclaims beneficial ownership of such shares except to the extent of his respective pecuniary interests therein.

F5: Such warrants were issued in connection with a consulting agreement, dated 5/3/2010. As of the date of this Form 4 all of such warrants were vested.