NeoGenomics (NEO) EVP nets new shares from RSU vesting and tax withholding

Rhea-AI Filing Summary

NeoGenomics EVP, GC & Business Development Alicia C. Olivo reported equity award activity. On February 21 and 23, 2026, she converted a total of 29,522 restricted stock units into an equal number of NeoGenomics common shares at no cash exercise price. To cover tax withholding on these vestings, 11,618 common shares were disposed of through share withholding rather than open-market sales. After these transactions, she directly held 93,224 shares of common stock, alongside multiple outstanding stock option, restricted stock unit, and performance stock unit awards that continue to vest over time.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Olivo Alicia C

(Last) (First) (Middle)

9490 NEOGENOMICS WAY

(Street)

FORT MYERS FL 33912

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
NEOGENOMICS INC [ NEO ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, GC & Business Development

3. Date of Earliest Transaction (Month/Day/Year)
02/21/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	02/21/2026		M		21,079	A	$0(1)	96,399	D
Common Stock	02/21/2026		F		8,295(2)	D	$0	88,104	D
Common Stock	02/23/2026		M		8,443	A	$0(1)	96,547	D
Common Stock	02/23/2026		F		3,323(2)	D	$0	93,224	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Unit	$0	02/21/2026		M			21,079	(3)	(4)	Common Stock	21,079	$0	42,159	D
Restricted Stock Unit	$0	02/23/2026		M			8,443	(5)	(4)	Common Stock	8,443	$0	8,443	D
Stock Option (Right to Buy)	$19.12							(6)	09/30/2026	Common Stock	1,046		1,046	D
Stock Option (Right to Buy)	$27.34							(7)	05/01/2027	Common Stock	1,024		1,024	D
Stock Option (Right to Buy)	$48.99							(8)	05/01/2028	Common Stock	516		516	D
Stock Option (Right to Buy)	$46.1							(9)	08/01/2028	Common Stock	1,117		1,117	D
Stock Option (Right to Buy)	$9.45							(10)	05/01/2029	Common Stock	22,222		22,222	D
Stock Option (Right to Buy)	$10.05							(11)	09/01/2029	Common Stock	46,355		46,355	D
Stock Option (Right to Buy)	$19.65							(12)	05/11/2030	Common Stock	36,508		36,508	D
Restricted Stock Unit	$0							(13)	(4)	Common Stock	6,503		6,503	D
Performance Stock Unit	$0							05/11/2026(14)	(4)	Common Stock	19,508		19,508	D
Stock Option (Right to Buy)	$16.45							(15)	02/23/2034	Common Stock	42,344		42,344	D
Restricted Stock Unit	$0							01/13/2026	(4)	Common Stock	59,382		59,382	D
Performance Stock Unit	$0							02/23/2027(16)	(4)	Common Stock	25,330		25,330	D
Stock Option (Right to Buy)	$13.05(17)							(18)	02/21/2035	Common Stock	107,450		107,450	D

Explanation of Responses:

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

2. 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.

3. On February 21, 2025, Ms. Olivo was granted 63,238 restricted stock units. The restricted stock units vest ratably over the first three anniversary dates of the grant date.

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

5. On February 23, 2024, Ms. Olivo was granted 25,329 restricted stock units. The restricted stock units vest ratably over the first three anniversary dates of the grant date.

6. On September 30, 2019, Ms. Olivo was granted 1,394 stock options. The options vest ratably over the first four anniversary dates of the grant date.

7. On May 1, 2020, Ms. Olivo was granted 1,024 stock options. The options vest ratably over the first four anniversary dates of the grant date.

8. On May 1, 2021, Ms. Olivo was granted 516 stock options. The options vest ratably over the first four anniversary dates of the grant date.

9. On August 1, 2021, Ms. Olivo was granted 1,117 stock options. The options vest ratably over the first four anniversary dates of the grant date.

10. On May 1, 2022, Ms. Olivo was granted 22,222 stock options. The options vest ratably over the first four anniversary dates of the grant date.

11. On September 1, 2022, Ms. Olivo was granted 55,332 stock options. The options vest ratably over the first four anniversary dates of the grant date.

12. On May 11, 2023, Ms. Olivo was granted 36,508 stock options. The options vest ratably over the first three anniversary dates of the grant date.

13. On May 11, 2023, Ms. Olivo was granted 19,508 restricted stock units. The restricted stock units vest ratably over the first three anniversary dates of the grant date.

14. On May 11, 2023, Ms. Olivo was granted 19,508 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 29,262. 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 theapplicable measurement dates, subject to continued service with the Company.

15. On February 23, 2024, Ms. Olivo was granted 42,344 stock options. The options vest ratably over the first three anniversary dates of the grant date.

16. On February 23, 2024, Ms. Olivo was granted 25,330 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 is37,996. 50% of 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 atthe 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 thecumulative fiscal year revenue goal at the applicable measurement amounts, subject to continued service with the Company.

17. 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%.

18. On February 21, 2025, Ms. Olivo was granted 107,450 stock options. The options vest ratably over the first three anniversary dates of the grant date.

Remarks:

	/s/ Alicia C. Olivo	02/24/2026
	** Signature of Reporting Person	Date
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FAQ

What insider transactions did NeoGenomics (NEO) report for Alicia C. Olivo?

NeoGenomics reported that EVP, GC & Business Development Alicia C. Olivo converted restricted stock units into common stock and had shares withheld to cover taxes. These were equity award vesting and tax-withholding events, not open-market stock purchases or sales.

How many NeoGenomics shares did Alicia C. Olivo acquire through RSU conversions?

Across February 21 and 23, 2026, Alicia C. Olivo acquired 29,522 shares of NeoGenomics common stock through the conversion of restricted stock units. Each unit is economically equivalent to one share and converts into stock upon vesting, according to the filing footnotes.

Were any of Alicia C. Olivo’s NeoGenomics (NEO) share disposals open-market sales?

The reported disposals totaling 11,618 common shares were coded as tax-withholding transactions. The company retained these shares to satisfy tax obligations on vested restricted stock units, rather than Ms. Olivo selling shares in the open market.

How many NeoGenomics common shares does Alicia C. Olivo hold after these transactions?

Following the February 2026 transactions, Alicia C. Olivo directly holds 93,224 shares of NeoGenomics common stock. This ownership figure reflects both the RSU conversions and the shares withheld to cover related tax liabilities, as disclosed in the Form 4 data.

What ongoing equity awards does Alicia C. Olivo have at NeoGenomics (NEO)?

The filing shows Ms. Olivo holds multiple stock options, restricted stock units, and performance stock units. Footnotes explain these awards generally vest ratably over three or four years and, for performance units, depend on share price and revenue growth goals being achieved.

How do the reported NeoGenomics RSUs for Alicia C. Olivo vest over time?

Footnotes state that several RSU grants to Ms. Olivo, including 63,238 units granted on February 21, 2025 and 25,329 units granted on February 23, 2024, vest ratably over the first three anniversaries of their grant dates, subject to her continued service with the company.