NEOGENOMICS INC — Director's Dealing 2026

Feb 24, 2026

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: NEOGENOMICS INC (NEO)
CIK: 0001077183
Period of Report: 2026-02-21

Reporting Person: Sherman Jeffrey Scott (Chief Financial Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2026-02-21	Common Stock	M	42158	—	Acquired	218986	Direct
2026-02-21	Common Stock	F	10729	—	Disposed	208257	Direct
2026-02-23	Common Stock	M	15535	—	Acquired	223792	Direct
2026-02-23	Common Stock	F	3783	—	Disposed	220009	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2026-02-21	Restricted Stock Unit	$0	M	42158	Disposed		Common Stock (42158)	Direct
2026-02-23	Restricted Stock Unit	$0	M	15535	Disposed		Common Stock (15535)	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock Option (Right to Buy)	$11.62	2029-12-05	Common Stock (249169)	249169	Direct
Stock Option (Right to Buy)	$19.65	2030-05-11	Common Stock (73016)	73016	Direct
Restricted Stock Unit	$0		Common Stock (13006)	13006	Direct
Performance Stock Unit	$0		Common Stock (39016)	39016	Direct
Stock Option (Right to Buy)	$16.45	2034-02-23	Common Stock (77913)	77913	Direct
Performance Stock Unit	$0		Common Stock (46606)	46606	Direct
Restricted Stock Unit	$0		Common Stock (59382)	59382	Direct
Stock Option (Right to Buy)	$13.05	2035-02-21	Common Stock (214900)	214900	Direct

Footnotes

F1: Each restricted stock unit is the economic equivalent of one share of NeoGenomics common stock and is converted into common stock upon vesting.

F2: This balance includes 434 shares that were acquired pursuant to NeoGenomics' Employee Stock Purchase Plan. The shares were acquired in transactions exempt from Section 16b-3.

F3: Disposition of shares was in connection with the Issuer's withholding of common stock to satisfy tax withholding obligations related to the issuance of common stock upon release of restricted stock units.

F4: On February 21, 2025, Mr. Sherman was granted 126,476 restricted stock units. The restricted stock units vest ratably over the first three anniversary dates of the grant date.

F5: Once vested, the shares of common stock are not subject to expiration.

F6: On February 23, 2024, Mr. Sherman was granted 46,606 restricted stock units. The restricted stock units vest ratably over the first three anniversary dates of the grant date.

F7: On December 5, 2022, Mr. Sherman was granted 249,169 stock options. The options vest ratably over four years with the first tranche vesting on December 7, 2023.

F8: On May 11, 2023, Mr. Sherman was granted 73,016 stock options. The options vest ratably over the first three anniversary dates of the grant date.

F9: On May 11, 2023, Mr. Sherman was granted 39,016 restricted stock units. The restricted stock units vest ratably over the first three anniversary dates of the grant date.

F10: On May 11, 2023, Mr. Sherman was granted 39,016 performance stock units representing the number of shares that may vest at target performance. The maximum number of shares that may vest pursuant to the performance criteria is 58,524. The number of performance stock units that may vest is based on the achievement of certain share growth goals based on the weighted average price of the Company's common stock over the 20-day trailing trading period at the applicable measurement dates, subject to continued service with the Company.

F11: On February 23, 2024, Mr. Sherman was granted 77,913 stock options. The options vest ratably over the first three anniversary dates of the grant date.

F12: On February 23, 2024, Mr. Sherman was granted 46,606 performance stock units representing the number of shares that may vest at target performance. The maximum number of shares that may vest pursuant to the performance criteria is 69,910. 50% of the number of performance stock units that may vest is based on the achievements of certain share growth goals based on the weighted average price of the Company's common stock over the 20-day trailing trading period at the applicable measurement dates, subject to continued service with the Company. 50% of the number of performance stock units that may vest is based on the achievement of certain revenue growth goals based on the achievement of the cumulative fiscal year revenue goal at the applicable measurement amounts, subject to continued service with the Company.

F13: This stock option was granted as a premium-price stock option. To calculate the premium exercise price we used the closing price on February 20, 2025 and multiplied by 110%.

F14: On February 21, 2025, Mr. Sherman was granted 214,900 stock options. The options vest ratably over the first three anniversary dates of the grant date.