UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported)

~~August~~October 528, 2025

NEOGENOMICS, INC.

(Exact name of registrant as specified in its charter)

Nevada

001-35756

74-2897368

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(I.R.S. Employer

Identification No.)


9490 NeoGenomics Way,	Fort Myers,	Florida	33912
(Address of principal executive offices)			(Zip Code)

(239) 768-0600

(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):


☐						Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐						Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐						Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐						Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Trading Symbol(s):

Name of each exchange on which registered:

Common Stock, par value $0.001 per share

NEO

The Nasdaq Stock Market LLC

Securities registered pursuant to Section 12(b) of the Act:

Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Title of each class

Trading Symbol

Name of each exchange on which registered

Common stock ($0.001 par value)

NEO

The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 52.02 ~~Departure~~Results of ~~Directors~~Operations orand ~~Certain~~Financial ~~Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers~~Condition.

~~Board~~On October 28, 2025, NeoGenomics, Inc. issued a press release reporting its results for its third fiscal quarter of ~~Director~~2025. ~~Resignation~~The press release is furnished herewith as Exhibit 99.1 and is incorporated herein by reference.

OnThis ~~August~~information 5,shall ~~2025,~~not ~~Elizabeth~~be ~~Floegel~~deemed ~~provided NeoGenomics, Inc., a Nevada corporation (the~~ “~~Company~~filed”), ~~with~~for ~~notice~~purposes of ~~her~~Section 18 ~~resignation~~of ~~from~~ the ~~Board~~Securities ofExchange ~~Directors~~Act of ~~the~~1934, ~~Company~~as amended (the “~~Board~~Exchange Act”), ~~effective~~or ~~immediately.~~otherwise ~~Ms.~~subject ~~Floegel’s~~to ~~decision~~the toliabilities ~~resign~~of ~~did~~that section, and it shall not ~~result~~be ~~from~~deemed incorporated by reference in any ~~disagreement~~filing ~~with~~under the ~~Company~~Securities onAct ~~any~~of ~~matter~~1933, ~~relating~~as toamended, or the ~~Company’s~~Exchange ~~operations~~Act, ~~policies~~except oras ~~practices~~expressly set forth by specific reference in such filing.


Item 9.01			Financial Statements and Exhibits.

(a) Not applicable

(b) Not applicable

(d) Exhibits.


99.1			Press Release of NeoGenomics, Inc. dated October 28, 2025.
104			Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

NEOGENOMICS, INC.

~~NEOGENOMICS, INC.~~

Date:

August 8, 2025

By:

/s/ Alicia C. Olivo

By:

/s/ Jeffrey S. Sherman

Alicia C. Olivo

Name:

Jeffrey S. Sherman

EVP, General Counsel & Business Development

Title:

Chief Financial Officer

and Corporate Secretary

Date:

October 28, 2025

Filing Compare · NEOGENOMICS INC