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).
1. Name and Address of Reporting Person *
Harris Melody
(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)
Chf Ops Off, Pres, Informatics
3. Date of Earliest Transaction (Month/Day/Year)
05/02/2024
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               102,955 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) $ 9.24               (1) 01/01/2030 Common Stock 201,613   201,613 D  
Stock Option (Right to Buy) $ 19.65               (2) 05/11/2030 Common Stock 39,683   39,683 D  
Restricted Stock Unit $ 0               (3)   (4) Common Stock 21,204   21,204 D  
Performance Stock Unit $ 0             05/11/2026 (5)   (4) Common Stock 21,204   21,204 D  
Stock Option (Right to Buy) $ 0               (6) 02/23/2034 Common Stock 42,344   42,344 D  
Restricted Stock Unit $ 0               (7)   (4) Common Stock 25,329   25,329 D  
Performance Stock Unit $ 0             02/23/2027 (8)   (4) Common Stock 25,330   25,330 D  
Stock Option (Right to Buy) $ 13.96 05/02/2024   A   19,984     (9) 05/02/2034 Common Stock 19,984 $ 0 19,984 D  
Restricted Stock Unit $ 0 05/02/2024   A   11,939     (10)   (4) Common Stock 11,939 $ 0 11,939 D  
Performance Stock Unit $ 0 05/02/2024   A   11,939   05/02/2027 (11)   (4) Common Stock 11,939 $ 0 11,939 D  
Explanation of Responses:
1. On January 1, 2023, Ms. Harris was granted 201,613 stock options. These options vest ratably over the first four anniversary dates of the grant date.
2. On May 11, 2023, Ms. Harris was granted 39,683 stock options. These options vest ratably over the first three anniversary dates of the grant date.
3. On May 11, 2023, Ms. Harris was granted 21,204 restricted stock units. These 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 11, 2023, Ms. Harris was granted 21,204 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 31,806. 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 the applicable measurement dates, subject to continued service with the Company.
6. On February 23, 2024, Ms. Harris was granted 42,344 stock options. These options vest ratably over the first three anniversary dates of the grant date.
7. On February 23, 2024, Ms. Harris was granted 25,329 restricted stock units. These restricted stock units vest ratably over the first three anniversary dates of the grant date.
8. On February 23, 2024, Ms. Harris 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 is 37,996. 50% of the number of performance stock units that may vest is based on the achievements 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 the 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 the cumulative fiscal year revenue goal at the applicable measurement amounts, subject to continued service with the Company.
9. On May 2, 2024, Ms. Harris was granted 19,984 stock options. These options vest ratably over the first three anniversary dates of the grant date.
10. On May 2, 2024, Ms. Harris was granted 11,939 restricted stock units. These restricted stock units vest ratably over the first three anniversary dates of the grant date.
11. On May 2, 2024, Ms. Harris was granted 11,939 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 17,909. 50% of the number of performance stock units that may vest is based on the achievements 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 the 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 the cumulative fiscal year revenue goal at the applicable measurement amounts, subject to continued service with the Company.
/s/ Ali Olivo, Attorney-in-Fact 05/03/2024
** Signature of Reporting Person Date
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