[SCHEDULE 13G] Neogen Corp SEC Filing

Rhea-AI Filing Summary

A group led by Clarkston Capital Partners, Clarkston Companies and Modell Capital jointly reported beneficial ownership of 14,005,725 shares of Neogen Corporation common stock, representing 6.44% of the company's 217,205,186 outstanding shares used for the calculation. The report breaks ownership down as 5,125,000 shares with sole voting and dispositive power and 8,838,775 (voting) / 8,880,725 (dispositive) shares with shared powers. The filing is presented as a joint Schedule 13G and includes a certification that the securities are held in the ordinary course of business and not with the purpose or effect of changing control.

Positive

• Material disclosure: The group reports 14,005,725 shares, equal to 6.44% of the class, exceeding the 5% reporting threshold.
• Clear ownership breakdown: Filing specifies 5,125,000 shares with sole voting/dispositive power and 8,838,775/8,880,725 with shared powers.
• Joint and transparent filing: Multiple related entities and individuals filed jointly and included a certification that holdings are held in the ordinary course and not for control.

Negative

• None.

Insights

Financial Analyst

TL;DR Group holds 14,005,725 shares (6.44%), showing a material passive stake with split voting/dispositive rights.

The filing discloses a 6.44% position based on 217,205,186 shares outstanding, which is above the 5% reporting threshold and therefore material to investors monitoring ownership concentration. The breakdown of 5,125,000 shares with sole voting/dispositive power and the larger shared holdings clarifies how control and economic exposure are distributed among the reporting entities and individuals. The Schedule 13G classification and the certification indicate the reporters characterize this position as passive, not intended to influence control.

Corporate Governance Expert

TL;DR Joint filing by affiliated entities and individuals reveals coordinated ownership but is certified as passive.

The Schedule 13G is a joint disclosure by related entities (CCP, CC, MC) and three individuals, showing combined beneficial ownership and delineating sole versus shared voting and dispositive powers. The explicit split—5,125,000 sole and 8,838,775/8,880,725 shared—provides transparency about who can direct votes or dispositions. The reporters include a certification that the holdings are in the ordinary course of business and not held to change control, which affects how governance implications should be interpreted.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

Neogen Corporation

(Name of Issuer)

Common Stock

(Title of Class of Securities)

640491106

(CUSIP Number)

06/30/2025

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

SCHEDULE 13G

CUSIP No. 640491106

1

Names of Reporting Persons

Clarkston Capital Partners, LLC

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

MICHIGAN

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 5,125,000.00
6	Shared Voting Power 8,838,775.00
7	Sole Dispositive Power 5,125,000.00
8	Shared Dispositive Power 8,880,725.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

14,005,725.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

6.44 %

12

Type of Reporting Person (See Instructions)

IA

SCHEDULE 13G

CUSIP No. 640491106

1

Names of Reporting Persons

Clarkston Companies, Inc.

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

MICHIGAN

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 5,125,000.00
6	Shared Voting Power 8,838,775.00
7	Sole Dispositive Power 5,125,000.00
8	Shared Dispositive Power 8,880,725.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

14,005,725.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

6.44 %

12

Type of Reporting Person (See Instructions)

HC, CO

SCHEDULE 13G

CUSIP No. 640491106

1

Names of Reporting Persons

Modell Capital LLC

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

MICHIGAN

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 5,125,000.00
6	Shared Voting Power 8,838,775.00
7	Sole Dispositive Power 5,125,000.00
8	Shared Dispositive Power 8,880,725.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

14,005,725.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

6.44 %

12

Type of Reporting Person (See Instructions)

HC, OO

SCHEDULE 13G

CUSIP No. 640491106

1

Names of Reporting Persons

Jeffrey A. Hakala

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 5,125,000.00
6	Shared Voting Power 8,838,775.00
7	Sole Dispositive Power 5,125,000.00
8	Shared Dispositive Power 8,880,725.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

14,005,725.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

6.44 %

12

Type of Reporting Person (See Instructions)

HC, IN

SCHEDULE 13G

CUSIP No. 640491106

1

Names of Reporting Persons

Gerald W. Hakala

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 5,125,000.00
6	Shared Voting Power 8,838,775.00
7	Sole Dispositive Power 5,125,000.00
8	Shared Dispositive Power 8,880,725.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

14,005,725.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

6.44 %

12

Type of Reporting Person (See Instructions)

HC, IN

SCHEDULE 13G

CUSIP No. 640491106

1

Names of Reporting Persons

Jeremy J. Modell

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 5,125,000.00
6	Shared Voting Power 8,838,775.00
7	Sole Dispositive Power 5,125,000.00
8	Shared Dispositive Power 8,880,725.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

14,005,725.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

6.44 %

12

Type of Reporting Person (See Instructions)

HC, IN

SCHEDULE 13G

Item 1.
(a)	Name of issuer: Neogen Corporation
(b)	Address of issuer's principal executive offices: 620 Lesher Place, Lansing, MI 48912
Item 2.
(a)	Name of person filing: This Schedule 13G is filed jointly pursuant to that certain Joint Filing Agreement filed herewith as Exhibit 99.1 by: Clarkston Capital Partners, LLC ("CCP"), Clarkston Companies, Inc. ("CC"), Modell Capital LLC ("MC"), Jeffrey A. Hakala, Gerald W. Hakala, Jeremy J. Modell
(b)	Address or principal business office or, if none, residence: 303 E Third St., Suite 110, Rochester, MI 48307
(c)	Citizenship: CCP and MC are Michigan limited liability companies. CC is a Michigan corporation. Jeffrey A. Hakala, Gerald W. Hakala, and Jeremy J. Modell (the "Individual Reporting Persons") are citizens of the United States of America.
(d)	Title of class of securities: Common Stock
(e)	CUSIP No.: 640491106
Item 3.	If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(k)	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.	Ownership
(a)	Amount beneficially owned: The information required by Item (4) is set forth in Row 9 of cover page for each of the Reporting Persons and is incorporated herein by reference. Based upon 217,205,186 shares of Common Stock, par value $0.16 per share ("Common Stock"), of Neogen Corporation (the "Issuer") outstanding as of June 30, 2025, as reported in the Issuer's annual report on Form 10-K filed with the Securities and Exchange Commission on July 30, 2025.
(b)	Percent of class: 6.44%
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: 5,125,000
	(ii) Shared power to vote or to direct the vote: 8,838,775
	(iii) Sole power to dispose or to direct the disposition of: 5,125,000
	(iv) Shared power to dispose or to direct the disposition of: 8,880,725
Item 5.	Ownership of 5 Percent or Less of a Class.
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required. The shares reported in this statement have been purchased by CCP on behalf of CCP's discretionary clients or by a control person of CCP in an account over which such control person has beneficial ownership. CCP's clients have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of such securities held in their accounts, subject to CCP's general authority to invest and reinvest the assets in each account under its management.
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	If a parent holding company has filed this schedule, pursuant to Rule 13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary. If a parent holding company has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification of the relevant subsidiary. With respect to CC, MC and the Individual Reporting Persons, see Item 4.
Item 8.	Identification and Classification of Members of the Group.
	Not Applicable
Item 9.	Notice of Dissolution of Group.
	Not Applicable

Item 10.

Certifications:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Clarkston Capital Partners, LLC

Signature:	/s/ Jeffrey A. Hakala
Name/Title:	Chief Executive Officer
Date:	08/13/2025

Clarkston Companies, Inc.

Signature:	/s/ Jeffrey A. Hakala
Name/Title:	Chief Executive Officer and President
Date:	08/13/2025

Modell Capital LLC

Signature:	/s/ Jeremy J. Modell
Name/Title:	Member
Date:	08/13/2025

Jeffrey A. Hakala

Signature:	/s/ Jeffrey A. Hakala
Name/Title:	Jeffrey A. Hakala
Date:	08/13/2025

Gerald W. Hakala

Signature:	/s/ Gerald W. Hakala
Name/Title:	Gerald W. Hakala
Date:	08/13/2025

Jeremy J. Modell

Signature:	/s/ Jeremy J. Modell
Name/Title:	Jeremy J. Modell
Date:	08/13/2025

Exhibit Information

Joint Filing Agreement

FAQ

What stake in Neogen (NEOG) did Clarkston and affiliates report?

They reported beneficial ownership of 14,005,725 shares, representing 6.44% of outstanding common stock.

How is the reported ownership split between voting and dispositive power?

The filing shows 5,125,000 shares with sole voting and dispositive power and 8,838,775 (voting) / 8,880,725 (dispositive) shares with shared powers.

Who are the reporting persons on the Schedule 13G for NEOG?

The joint filers are Clarkston Capital Partners, LLC, Clarkston Companies, Inc., Modell Capital LLC and the individuals Jeffrey A. Hakala, Gerald W. Hakala and Jeremy J. Modell.

Is the position reported as passive or active?

The Schedule 13G includes a certification that the securities are held in the ordinary course of business and were not acquired to change or influence control, indicating a passive filing approach.

What share count was used to calculate the 6.44% figure?

The percentage is based on 217,205,186 shares of Neogen common stock outstanding used for the calculation.