SEC Form 4 · accession 0001628280-26-058913
NEOGENOMICS INC · NEO
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Warren Stone
Officer — Pres & Chief Operating Officer
Period of report
Aug 21, 2026
Accepted (ET)
Aug 25, 2026 · 4:33 pm EDT
Rule 10b5-1 plan
box not checked
Issuer CIK
0001077183
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Aug 21, 2026 | M | 28,106 | $0.00 | A | 192,138 | D | |
| Common Stock | Aug 21, 2026 | F | 11,060 | $0.00 | D | 181,078 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitF1,F2 | $0.00 | Aug 21, 2026 | M | 28,106 | D | — | — | Common Stock | 28,106 | 28,106 | D |
| Stock Option (Right to Buy)F3 | $11.21 | holding | — | — | — | — | Dec 1, 2029 | Common Stock | 166,113 | 166,113 | D |
| Stock Option (Right to Buy)F4 | $19.65 | holding | — | — | — | — | May 11, 2030 | Common Stock | 53,969 | 53,969 | D |
| Restricted Stock UnitF5,F2 | $0.00 | holding | — | — | — | — | — | Common Stock | 3,783 | 3,783 | D |
| Performance Stock UnitF6,F2 | $0.00 | holding | — | — | — | May 11, 2026 | — | Common Stock | 21,204 | 21,204 | D |
| Stock Option (Right to Buy)F7 | $16.45 | holding | — | — | — | — | Feb 23, 2034 | Common Stock | 42,344 | 42,344 | D |
| Performance Stock UnitF8,F2 | $0.00 | holding | — | — | — | Feb 23, 2027 | — | Common Stock | 25,330 | 25,330 | D |
| Restricted Stock UnitF9,F2 | $0.00 | holding | — | — | — | — | — | Common Stock | 8,443 | 8,443 | D |
| Stock Option (Right to Buy)F10 | $13.96 | holding | — | — | — | — | May 2, 2034 | Common Stock | 29,976 | 29,976 | D |
| Performance Stock UnitF11,F2 | $0.00 | holding | — | — | — | May 2, 2027 | — | Common Stock | 17,908 | 17,908 | D |
| Restricted Stock UnitF12,F2 | $0.00 | holding | — | — | — | — | — | Common Stock | 11,939 | 11,939 | D |
| Restricted Stock UnitF2 | $0.00 | holding | — | — | — | Jan 13, 2026 | — | Common Stock | 59,382 | 59,382 | D |
| Stock Option (Right to Buy)F13,F14 | $13.05 | holding | — | — | — | — | Feb 21, 2035 | Common Stock | 143,266 | 143,266 | D |
| Stock Option (Right to Buy)F15,F16 | $10.44 | holding | — | — | — | — | Apr 1, 2035 | Common Stock | 94,518 | 94,518 | D |
| Restricted Stock UnitF17,F2 | $0.00 | holding | — | — | — | — | — | Common Stock | 35,125 | 35,125 | D |
| Stock Option (Right to Buy)F18,F19 | $10.81 | holding | — | — | — | — | Mar 1, 2036 | Common Stock | 253,378 | 253,378 | D |
| Restricted Stock UnitF20,F2 | $0.00 | holding | — | — | — | — | — | Common Stock | 152,594 | 152,594 | D |
Explanation of responses
- F1On February 21, 2025, Mr. Stone was granted 84,317 restricted stock units. At the time of the grant, the restricted stock units vested ratably over the first three anniversary dates of the grant date. In connection with Mr. Stone's promotion to President & Chief Operating Officer on April 1, 2025, the vesting schedule of these restricted stock units was modified so that they now vest ratably on the 12-month, 18-month and 24-month anniversary dates of the grant date.
- F10On May 2, 2024, Mr. Stone was granted 29,976 stock options. The options vest ratably over the first three anniversary dates of the grant date.
- F11On May 2, 2024, Mr. Stone was granted 17,908 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 26,862. 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 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 the cumulative fiscal year revenue goal at the applicable measurement amounts, subject to continued service with the Company.
- F12On May 2, 2024, Mr. Stone was granted 17,905 restricted stock units. The restricted stock units vest ratably over the first three anniversary dates of the grant date.
- F13This 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%
- F14On February 21, 2025, Mr. Stone was granted 143,266 stock options. At the time of the grant, the options vested ratably over the first three anniversary dates of the grant date. In connection with Mr. Stone's promotion to President & Chief Operating Officer on April 1, 2025, the vesting schedule of these options was modified so that they now vest ratably on the 12-month, 18-month and 24-month anniversary dates of the grant date.
- F15This stock option was granted as a premium-price stock option. To calculate the premium exercise price we used the closing price on April 1, 2025 and multiplied by 110%.
- F16On April 1, 2025, Mr. Stone was granted 94,518 stock options. The options vest ratably on the 12-month, 18-month and 24-month anniversary dates of the grant date.
- F17On April 1, 2025, Mr. Stone was granted 52,687 restricted stock units. The restricted stock units vest ratably on the 12-month, 18-month and 24-month anniversary dates of the grant date.
- F18This stock option was granted as a premium-price stock option. To calculate the premium exercise price we used the closing price on February 27, 2026 multiplied by 110%.
- F19On March 1, 2026, Mr. Stone was granted 253,378 stock options. The options vest ratably over the first three anniversary dates of the grant date.
- F2Once vested, the shares of common stock are not subject to expiration.
- F20On March 1, 2026, Mr. Stone was granted 152,594 restricted stock units. The restricted stock units vest ratably over the first three anniversary dates of the grant date.
- F3On December 1, 2022, Mr. Stone was granted 166,113 stock options. The options vest ratably over the first four anniversary dates of the grant date.
- F4On May 11, 2023, Mr. Stone was granted 53,969 stock options. The options vest ratably over the first three anniversary dates of the grant date.
- F5On May 11, 2023, Mr. Stone was granted 28,838 restricted stock units. The restricted stock units vest ratably over the first three anniversary dates of the grant date.
- F6On May 11, 2023, Mr. Stone 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 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.
- F7On February 23, 2024, Mr. Stone was granted 42,344 stock options. The options vest ratably over the first three anniversary dates of the grant date.
- F8On February 23, 2024, Mr. Stone 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.
- F9On February 23, 2024, Mr. Stone was granted 25,329 restricted stock units. The restricted stock units vest ratably over the first three anniversary dates of the grant date.