Sec Form 4 Filing - ROSS STEVEN A @ NEOGENOMICS INC - 2018-05-10

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

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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person ROSS STEVEN A 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) CIO (Last) (First) (Middle) 12701 COMMONWEALTH DRIVE SUITE 9 3. Date of Earliest Transaction (MM/DD/YY) 05/10/2018 (Street) FORT MYERS, FL33913 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 4,500 D Common Stock 05/10/2018 M 33,667 A $ 4.78 38,167 D Common Stock 05/10/2018 M 26,666 A $ 7.15 64,833 D Common Stock 05/10/2018 M 21,666 A $ 7.52 86,499 D Common Stock 05/10/2018 S 81,999 D $ 10.78 4,500 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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 7. Title and Amount of Underlying Securities (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 of Derivative Security: 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) $ 4.78 05/10/2018 X 33,667 05/06/2016 05/06/2020 Common Stock 33,667 $ 4.78 0 D Stock Option (Right to Buy) $ 7.15 05/10/2018 X 26,666 04/20/2017( 1 ) 04/20/2021 Common Stock 26,666 $ 7.15 13,334 D Stock Option (Right to Buy) $ 7.52 05/10/2018 X 21,666 04/28/2018( 2 ) 04/28/2022 Common Stock 21,666 $ 7.52 43,334 D Stock Option (Right to Buy) $ 8.03 02/26/2019( 3 ) 02/26/2023 Common Stock 72,500 72,500 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other ROSS STEVEN A 12701 COMMONWEALTH DRIVE SUITE 9 FORT MYERS, FL33913 CIO Signatures /s/ Steven Ross 05/10/2018 Signature of Reporting Person Date

Explanation of Responses:

( 1 )On April 20, 2016, Mr. Ross was granted 40,000 stock options. These options vest ratably over the first three anniversary dates of the grant date. Mr. Ross exercised 26,666 of these options in May 2018, leaving a balance of 13,334 options. ( 2 )On April 28, 2017, Mr. Ross was granted 65,000 stock options. These options vest ratably over the first three anniversary dates of the grant date. Mr. Ross exercised 21,666 of these options in May 2018, leaving a balance of 43,334 options. ( 3 )On February 26, 2018, Mr. Ross was granted 72,500 stock options. These options vest ratably over the first three anniversary dates of the grant 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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