NEOGENOMICS INC — Director's Dealing 2014

May 27, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: NEOGENOMICS INC (NEO)
CIK: 0001077183
Period of Report: 2014-05-22

Reporting Person: GASPARINI ROBERT P (Chief Science Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-05-22	Common Stock	X	100000	$0.25	Acquired	108439	Direct
2014-05-22	Common Stock	S	100000	$3.4916	Disposed	8439	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-05-22	Stock Option (Right to buy)	$0.25	X	100000	Disposed	2015-01-03	Common Stock (0)	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock Option (Right to buy)	$1.47	2017-02-13	Common Stock (0)	100000	Direct
Stock Option (Right to buy)	$0.8	2015-03-12	Common Stock (0)	584000	Direct
Stock Option (Right to Buy)	$0.62	2016-02-01	Common Stock (0)	150000	Direct

Footnotes

F1: On March 12, 2008 Mr. Gasparini was granted an option to puchase 784,000 shares. The first vesting and exercisable date was March 12, 2008. On this date 24,000 options vested and then there was to be 45 additional monthly vesting of 8,000 shares for a total of 384,000 options. Included in this grant were 400,000 non-qualified options with an initial vesting on March 12, 2008. From this grant 200,000 options were cancelled. Of the remaining 200,000 non-qualified options 200,000 are vested and exercisable.

F2: On February 2, 2009 Mr. Gasparini was granted an option to purchase 200,000 shares. These were performance options which vest based on various milestones. To date 150,000 shares are vested and exercisable and 50,000 shares have been cancelled.