NeoGenomics (NASDAQ: NEO) EVP discloses RSU vesting, tax share withholding

Rhea-AI Filing Summary

NeoGenomics EVP, GC & Business Development Alicia C. Olivo reported equity transactions tied to previously granted awards. On January 13, 2026, 59,382 shares of common stock were acquired at $0 per share under transaction code M, reflecting the release of vested restricted stock units. In connection with this vesting, 15,145 shares were disposed of under transaction code F at $0 to cover tax withholding obligations.

Following these transactions, Ms. Olivo directly owned 75,320 shares of NeoGenomics common stock. She also held a range of equity awards, including stock options with various exercise prices and expiration dates, as well as restricted stock units and performance stock units that convert into common stock upon vesting.

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)
01/13/2026

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	01/13/2026		M		59,382	A	$0(1)	90,465	D
Common Stock	01/13/2026		F		15,145(2)	D	$0	75,320	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
Stock Option (Right to Buy)	$19.12							(3)	09/30/2026	Common Stock	1,046		1,046	D
Stock Option (Right to Buy)	$27.34							(4)	05/01/2027	Common Stock	1,024		1,024	D
Stock Option (Right to Buy)	$48.99							(5)	05/01/2028	Common Stock	516		516	D
Stock Option (Right to Buy)	$46.1							(6)	08/01/2028	Common Stock	1,117		1,117	D
Stock Option (Right to Buy)	$9.45							(7)	05/01/2029	Common Stock	22,222		22,222	D
Stock Option (Right to Buy)	$10.05							(8)	09/01/2029	Common Stock	46,355		46,355	D
Stock Option (Right to Buy)	$19.65							(9)	05/11/2030	Common Stock	36,508		36,508	D
Restricted Stock Unit	$0							(10)	(11)	Common Stock	6,503		6,503	D
Performance Stock Unit	$0							05/11/2026(12)	(11)	Common Stock	19,508		19,508	D
Stock Option (Right to Buy)	$16.45							(13)	02/23/2034	Common Stock	42,344		42,344	D
Restricted Stock Unit	$0							01/13/2026	(11)	Common Stock	59,382		59,382	D
Performance Stock Unit	$0							02/23/2027(14)	(11)	Common Stock	25,330		25,330	D
Restricted Stock Unit	$0							(15)	(11)	Common Stock	16,886		16,886	D
Stock Option (Right to Buy)	$13.05(16)							(17)	02/21/2035	Common Stock	107,450		107,450	D
Restricted Stock Unit	$0							(18)	(11)	Common Stock	63,238		63,238	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 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.

4. 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.

5. 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.

6. 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.

7. 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.

8. 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.

9. 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.

10. 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.

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

12. 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 is29,262. 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.

13. 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.

14. 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.

15. 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.

16. 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%.

17. 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.

18. 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.

Remarks:

	/s/ Alicia C. Olivo	01/15/2026
	** Signature of Reporting Person	Date
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FAQ

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

The filing shows that EVP, GC & Business Development Alicia C. Olivo had restricted stock units vest into 59,382 shares of NeoGenomics common stock on January 13, 2026, with some shares withheld to satisfy tax obligations.

How many NeoGenomics shares were withheld for taxes in this Form 4?

The filing reports a disposition of 15,145 shares of NeoGenomics common stock under transaction code F, described as withholding of shares to satisfy tax withholding obligations related to the RSU release.

How many NeoGenomics shares does Alicia C. Olivo own after the reported transactions?

After the January 13, 2026 transactions, Alicia C. Olivo directly owned 75,320 shares of NeoGenomics common stock.

What types of equity awards does Alicia C. Olivo hold at NeoGenomics?

The Form 4 lists multiple stock options with different exercise prices and expiration dates, as well as restricted stock units and performance stock units. These units are each economically equivalent to one share of common stock and convert into common stock upon vesting.

How do the performance stock units for NeoGenomics’ Alicia C. Olivo vest?

Performance stock units referenced in the filing may vest based on achieving specified share price growth and, for certain grants, revenue growth goals, with maximum share amounts defined in the footnotes and subject to continued service.

Are the vested NeoGenomics shares held by Alicia C. Olivo subject to expiration?

The filing explains that once vested, the resulting shares of common stock are not subject to expiration, distinguishing them from stock options, which have stated expiration dates.