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, 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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(Print or Type Responses)

1. Name and Address of Reporting Person * ALBITAR MAHER   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 Medical Officer (Last) (First) (Middle) 12701 COMMONWEALTH DRIVE SUITE 9 3. Date of Earliest Transaction (Month/Day/Year) 08/19/2016 (Street) FORT MYERS, FL 33913 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               63,492 I Shares owned by Albitar Oncology Defined Benefit Plan Common Stock 08/19/2016   M   200,000 A $ 1.43 263,492 D   Common Stock 08/19/2016   M   20,000 A $ 3.45 283,492 D   Common Stock 08/19/2016   M   100,000 A $ 4.78 383,492 D   Common Stock 08/19/2016   M   250,000 A $ 1.43 633,492 D   Common Stock 08/19/2016   S   370,000 D $ 8.23 263,492 D   Common Stock 08/19/2016   F   34,625 (1) D $ 8.26 (2) 228,867 D

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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

Warrants (Right to Buy)

$ 1.43

08/19/2016

X

200,000

05/09/2014(3)

01/09/2017

Common Stock

200,000

$ 1.43

0

D

Stock Option (Right to Buy)

$ 3.45

08/19/2016

X

20,000

03/05/2015(4)

03/05/2019

Common Stock

20,000

$ 3.45

10,000

D

Stock Option (Right to Buy)

$ 4.78

08/19/2016

X

100,000

05/05/2016(5)

05/05/2020

Common Stock

100,000

$ 4.78

200,000

D

Stock Option (Right to Buy)

$ 1.43

08/19/2016

X

250,000

01/09/2013(6)

01/09/2017

Common Stock

250,000

$ 1.43

0

D

Stock Option (Right to Buy)

$ 7.15

04/20/2017(7)

04/20/2021

Common Stock

200,000

200,000

D

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
ALBITAR MAHER 12701 COMMONWEALTH DRIVE SUITE 9 FORT MYERS, FL 33913			Chief Medical Officer

Signatures

/s/ Maher Albitar		08/23/2016
**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)	Shares withheld by NeoGenomics, Inc. to satisfy the cost of shares in connection with the August 19, 2016 warrant exercise.
(2)	Closing stock price on date of exercise, August 19, 2016.
(3)	These warrants were issued to Dr. Albitar upon the start of his service to the Company and vest upon the achievement of certain milestones.
(4)	On March 5, 2014 Dr. Albitar was granted 30,000 stock options. The options vest ratably over the first three anniversary dates of the grant date.
(5)	On May 5, 2015 Dr. Albitar was granted 300,000 stock options. The options vest ratably over the first three anniversary dates of the grant date.
(6)	These stock options were granted upon the start of Dr. Albitar's service to the Company and vest ratably over each of his first four anniversaries with the Company.
(7)	On April 20, 2016, Dr. Albitar was granted 200,000 stock options. These options vest ratably over the first three anniversary dates of the grant date.

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