NeoGenomics (NEO) CAO converts RSUs to stock and withholds shares for taxes

Rhea-AI Filing Summary

NeoGenomics Chief Accounting Officer Greg D. Aunan reported equity compensation activity. On February 21, 2026, he exercised 6,323 restricted stock units, converting them into the same number of shares of common stock at $0.00 per share, reflecting vesting of prior RSU grants. On the same date, 1,875 common shares were withheld and disposed of to cover tax obligations related to the RSU release, rather than an open-market sale. Following these transactions, he directly held 22,027 shares of common stock and maintained multiple outstanding stock option and RSU awards that vest over future anniversaries of their respective grant dates.

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^*

Aunan Greg D

(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)
	Chief Accounting Officer

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		6,323	A	$0(1)	23,902	D
Common Stock	02/21/2026		F		1,875(2)	D	$0	22,027	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			6,323	(3)	(4)	Common Stock	6,323	$0	12,648	D
Stock Option (Right to Buy)	$14.62							(5)	05/01/2030	Common Stock	28,662		28,662	D
Stock Option (Right to Buy)	$13.96							(6)	05/02/2034	Common Stock	26,978		26,978	D
Restricted Stock Unit	$0							(7)	(4)	Common Stock	16,117		16,117	D
Stock Option (Right to Buy)	$11.86							(8)	02/21/2035	Common Stock	31,163		31,163	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, Mr. Aunan was granted 18,971 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 May 1, 2023, Mr. Aunan was granted 28,662 stock options. The options vest ratably over the first four anniversary dates of the grant date.

6. On May 2, 2024, Mr. Aunan was granted 26,978 stock options. The options vest ratably over the first three anniversary dates of the grant date.

7. On May 2, 2024, Mr. Aunan was granted 16,117 restricted stock units. The restricted stock units vest ratably over the first three anniversary dates of the grant date.

8. On February 21, 2025, Mr. Aunan was granted 31,163 stock options. The options vest ratably over the first three anniversary dates of the grant date.

Remarks:

	/s/ Ali Olivo, Attorney-in-Fact	02/24/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
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FAQ

What insider transaction did NeoGenomics (NEO) disclose for Greg D. Aunan?

NeoGenomics reported equity compensation activity for Chief Accounting Officer Greg D. Aunan. He converted 6,323 restricted stock units into common shares and had 1,875 shares withheld to satisfy tax obligations, reflecting vesting of prior awards rather than an open-market share purchase or sale.

Did NeoGenomics (NEO) CAO buy or sell shares on the open market?

The filing shows no open-market buy or sell by the CAO. Shares were issued through RSU vesting and some were disposed of only to cover tax withholding obligations, a common administrative step tied to equity compensation rather than a discretionary trading decision.

How many NeoGenomics (NEO) shares does Greg D. Aunan hold after these transactions?

After the reported transactions, Greg D. Aunan directly holds 22,027 NeoGenomics common shares. He also continues to hold several stock option and restricted stock unit awards that vest over multiple years, providing additional potential future equity exposure as those awards vest.

What happened to the 6,323 restricted stock units in the NeoGenomics (NEO) Form 4?

The 6,323 restricted stock units were converted into 6,323 NeoGenomics common shares at $0.00 per share upon vesting. Each restricted stock unit is economically equivalent to one share of common stock and becomes actual stock once vesting conditions under the grant are met.

Why were 1,875 NeoGenomics (NEO) shares disposed of in this Form 4?

The 1,875-share disposition was for tax withholding tied to the RSU vesting. The issuer withheld these shares to satisfy the associated tax liability, a standard mechanism for employees receiving equity awards, and not an open-market sale to third-party investors.

What longer-term equity awards does the NeoGenomics (NEO) CAO hold?

Footnotes show multiple stock option and RSU grants, including options granted in May 2023 and May 2024 and RSUs granted in May 2024 and February 2025. These awards generally vest ratably over three or four years from their grant dates, supporting ongoing equity alignment.