Form: 4

Statement of changes in beneficial ownership of securities

December 30, 2021

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 OF SECURITIES

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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(Print or Type Responses)
1. Name and Address of Reporting Person *
McKenzie Kathryn B
   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 Financial Officer
(Last)
(First)
(Middle)
9490 NEOGENOMICS WAY		 3. Date of Earliest Transaction (Month/Day/Year)
12/30/2021
(Street)

FORT MYERS, FL 33912		 4. If Amendment, Date 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
(City)
(State)
(Zip)
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 12/30/2021   A(1)   30,572 A $ 0 47,261 D  

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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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 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) $ 9.07               (2) 10/18/2022 Common Stock 20,000.00   20,000 D  
Stock Option (Right to Buy) $ 8.03               (3) 02/26/2023 Common Stock 40,000.00   40,000 D  
Stock Option (Right to Buy) $ 19.60               (4) 03/01/2024 Common Stock 13,894.00   13,894 D  
Stock Option (Right to Buy) $ 28.33               (5) 03/02/2027 Common Stock 37,514.00   37,514 D  
Stock Option (Right to Buy) $ 53.17               (6) 03/02/2028 Common Stock 35,171.00   35,171 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
McKenzie Kathryn B
9490 NEOGENOMICS WAY
FORT MYERS, FL 33912		       Chief Financial Officer  

Signatures

 /s/ Kathryn B McKenzie   12/30/2021
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) On December 30, 2021, Ms. McKenzie was granted 30,572 restricted stock awards. These awards vest ratably over three years with the first tranche vesting on December 31, 2022.
(2) On October 17, 2017, Ms. McKenzie was granted 25,000 stock options. These options vested ratably over the first three anniversary dates of the grant date.
(3) On February 26, 2018, Ms. McKenzie was granted 48,000 stock options. These options vested ratably over the first three anniversary dates of the grant date.
(4) On March 1, 2019, Ms. McKenzie was granted 13,894 stock options. These options vest ratably over the first four anniversary dates of the grant date.
(5) On March 2, 2020, Ms. McKenzie was granted 37,514 stock options. These options vest ratably over the first four anniversary dates of the grant date.
(6) On March 2, 2021, Ms. McKenzie was granted 35,171 stock options. These options vest ratably over the first four anniversary dates of the grant date.

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