株探米国株
日本語 英語
エドガーで原本を確認する
0001077183FALSE00010771832026-01-092026-01-09

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)
January 9, 2026
 
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:

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 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 2.02 Results of Operations and Financial Condition.
On January 12, 2026, NeoGenomics, Inc. (the “Company”) issued a press release announcing select preliminary unaudited financial results for the fourth quarter and fiscal year ended December 31, 2025, consisting of preliminary revenue, as well as the planned transition of Mr. Sherman from the role of Chief Financial Officer and the appointment of Abhishek Jain as the Company’s Executive Vice President, Finance.

The selected financial results are based on preliminary unaudited information and management estimates, are not a comprehensive statement of the Company’s financial results for either the fourth quarter or fiscal year ended December 31, 2025 and are subject to change. Such changes may be material. Our independent registered public accounting firm has not conducted an audit or review of, and does not express an opinion or provide any other form of assurance with respect to, these preliminary results.

A copy of the press release containing this announcement is furnished as Exhibit 99.1 to this Current Report on Form 8-K. All of the information included in Items 2.02 and 9.01 of this report and Exhibit 99.1 hereto is being furnished and shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, and shall not be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filings, unless expressly incorporated by specific reference in such filing.

Item 5.02 Departure of Directors of Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On January 12, 2026, the Company announced that, on January 9, 2026, Jeffrey S. Sherman, the Company’s Chief Financial Officer, notified the Board of Directors of the Company (the "Board") of his intention to retire. The Board and Mr. Sherman have agreed that Mr. Sherman will transition to the role of Executive Vice President, Finance effective March 2, 2026, upon the completion of the Company's audit and reporting of its financial results for the fiscal year ended December 31, 2025. Mr. Sherman is expected to serve as the Company's Executive Vice President, Finance through April 14, 2026, the effective date of his retirement. Mr. Sherman has agreed to continue to serve as a special advisor to the Company from April 14, 2026 through April 2028. In connection with his anticipated service as a special advisor to the Company, Mr. Sherman and the Company expect to enter into a Special Advisor Agreement.

On January 12, 2026, the Company announced the appointment of Abhishek Jain, 50, as Executive Vice President, Finance, effective as of January 12, 2025. Mr. Jain is expected to assume the role of Chief Financial Officer on March 2, 2026, when Mr. Sherman transitions to the role of Executive Vice President, Finance. Mr. Jain previously served as Chief Financial Officer of CareDx, a publicly traded precision medicine company focused on the discovery, development, and commercialization of clinically differentiated, high-value healthcare solutions for transplant patients and caregivers, from September 2022 to August 2025. He previously served as CareDx's Vice President, Corporate Controller from August 2021 to May 2022, and as CareDx's Interim Chief Financial Officer from May 2022 to September 2022. Before that, he served for nearly 20 years in finance and accounting roles of increasing responsibility at Agilent Technologies, Inc., a provider of instruments and services to pharmaceutical and diagnostic laboratories worldwide, and most recently held the position of WW Field Controller from May 2018 to August 2021. Mr. Jain is a Certified Public Accountant (inactive) from the State of Colorado, US and a Chartered Accountant from The Institute of Chartered Accountants of India.

In connection with his appointment as Executive Vice President, Finance, Mr. Jain will execute an employment agreement in the form of executive employment agreement between the Company and each of its executive officers, which was previously filed as Exhibit 10.2 to the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2024 and filed with the Securities and Exchange Commission (the "SEC") on February 18, 2025, as well as the Company's standard indemnification agreement. Mr. Jain will earn an annual base salary of $520,000 and a target annual incentive bonus of 60% of annual salary based on Mr. Jain’s performance and/or the Company’s performance against goals established by the Board or the Compensation Committee thereof. In addition, the Compensation Committee of the Board has approved an initial equity grant with respect to $2,750,000 of the common stock of the Company, 50% of which will be in the form of restricted stock units that vest ratably over three years and 50% of which will be in the form of premium-priced stock options that vest ratably over three years. There are no transactions in which Mr. Jain has an interest requiring disclosure under Item 404(a) of Regulation S-K.




Item 9.01
Financial Statements and Exhibits.

(a)
Not applicable
(b)
Not applicable
(c)
Not applicable
(d)
Exhibits.
99.1
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.
Date: January 12, 2025 By: /s/ Alicia C. Olivo
Name: Alicia C. Olivo
Title: Executive Vice President, General Counsel & Secretary


EX-99.1 2 neo_q4pre-announceandcfotr.htm EX-99.1 Document
image_0.jpg
Exhibit 99.1
NeoGenomics Announces Preliminary Fourth Quarter and Full-Year 2025 Revenue
– Anticipates preliminary unaudited fourth quarter 2025 revenue of approximately $190 million; full-year 2025 revenue of $727 million –
– Announces Chief Financial Officer transition –
FT. MYERS, Fla., January 12, 2026—NeoGenomics, Inc. (NASDAQ:NEO), a leading provider of oncology diagnostic solutions that enable precision medicine, today announced preliminary fourth quarter and full-year 2025 revenue and also announced a transition of the Company's Chief Financial Officer.
Preliminary, Unaudited Fourth Quarter and Full-Year 2025 Revenue
•For the fourth quarter of 2025, NeoGenomics expects to report total revenue of approximately $190 million, representing year-over-year growth of 11%.
•For the full-year 2025, NeoGenomics expects to report total revenue of approximately $727 million, representing year-over-year growth of 10%.
“Our preliminary fourth quarter revenue reflects our ongoing commitment to being the cancer testing ‘partner of choice’ to pathologists and oncologists in the community setting, where approximately 80% of cancer care is delivered today,” stated Tony Zook, CEO of NeoGenomics. “With one of the broadest oncology test menus in the industry, including the latest innovations in therapy selection and recurrence monitoring, I believe we are very well positioned to continue on our trajectory of double-digit revenue growth while helping improve outcomes for cancer patients across the U.S.”
Chief Financial Officer Transition
NeoGenomics also announced today a Chief Financial Officer succession plan. Life sciences tools and diagnostics industry veteran Abhishek Jain joined the company as Executive Vice President on January 12, 2026 and will transition to the role of CFO on March 2, 2026. NeoGenomics’ current CFO, Jeff Sherman, is retiring and will transition from the role of CFO to Executive Vice President on March 2, 2026, upon the completion of the Company's audit and reporting of its financial results for the fiscal year ended December 31, 2025. Mr. Sherman will remain with the Company through April 14, 2026, the effective date of his retirement, in order to ensure a smooth and seamless transition.
“Abhishek brings a proven track record of successfully guiding life sciences companies through periods of rapid growth and transformation, and I look forward to his financial leadership as we continue to scale our organization and pursue multi-billion-dollar addressable markets in advanced cancer testing,” continued Mr. Zook. “At the same time, on behalf of the entire NeoGenomics team and Board, I would like to thank Jeff for his valuable contributions to our growth and progress over the past three-plus years. Jeff has been instrumental in strengthening our financial foundation and positioning us for long-term success. We wish him all the best in his retirement.”
“I am honored to join the NeoGenomics team at this pivotal time in the company’s evolution,” stated Mr. Jain. “NeoGenomics has built a strong foundation in precision oncology diagnostics, and I look forward to working with the leadership team to further strengthen financial discipline, enhance operational efficiency, and support long-term value creation for shareholders while advancing our mission to improve patient care.”


“It has been an honor and privilege to work alongside the talented team at NeoGenomics and position the company for long-term sustainable, profitable growth,” stated Jeff Sherman, CFO of NeoGenomics. “I have every confidence in the company's ability to bring the latest innovations in therapy election and MRD to oncologists and pathologists in the community channel, where these advancements have historically lagged NCI designated cancer centers.”
Prior to joining NeoGenomics, Mr. Jain served as Chief Financial Officer of CareDx, a publicly traded precision medicine company focused on the discovery, development, and commercialization of clinically differentiated, high-value healthcare solutions for transplant patients and caregivers, from September 2022 to August 2025. Before joining CareDx, he served for nearly 20 years in finance and accounting roles of increasing responsibility at Agilent Technologies, Inc., global leader in analytical and clinical laboratory technologies. Mr. Jain is a Certified Public Accountant (inactive) and a Chartered Accountant from The Institute of Chartered Accountants of India.
Note Regarding Preliminary, Unaudited Financial Results
NeoGenomics has not completed preparation of its financial statements for the fourth quarter or fiscal year ended December 31, 2025. The estimated revenues presented in this press release for the fourth quarter of 2025 and for the year ended December 31, 2025 are based on preliminary unaudited information and management estimates, are not a comprehensive statement of the Company's financial results for either the fourth quarter or fiscal year ended December 31, 2025, and are subject to change. NeoGenomics is in the process of completing its customary year-end close procedures, and there can be no assurance that final results will not differ from these estimates. During the course of the preparation of NeoGenomics’ consolidated financial statements for the year ended December 31, 2025, the company's independent auditors may identify items that could cause final reported results to be materially different from the preliminary financial estimates presented today.
NeoGenomics plans to report full fourth-quarter and full-year 2025 financial results during its February 2026 earnings call.
About NeoGenomics
NeoGenomics, Inc. is a premier cancer diagnostics company specializing in cancer genetics testing and information services. We offer one of the most comprehensive oncology-focused testing menus across the cancer continuum, serving oncologists, pathologists, hospital systems, academic centers, and pharmaceutical firms with innovative diagnostic and predictive testing to help them diagnose and treat cancer. Headquartered in Fort Myers, FL, NeoGenomics operates a network of CAP-accredited and CLIA-certified laboratories for full-service sample processing and analysis services throughout the US and a CAP-accredited full-service sample-processing laboratory in Cambridge, United Kingdom.
Forward Looking Statements This press release includes forward-looking statements. These forward-looking statements generally can be identified by the use of words such as “anticipate,” “expect,” “plan,” “can,” “could,” “would,” “may,” “will,” “believe,” “estimate,” “forecast,” “goal,” “project,” “guidance,” “potential” and other words of similar meaning, although not all forward-looking statements include these words.


These forward-looking statements include statements regarding the Company's commitment to being the cancer testing partner of choice to pathologists and oncologists in the community setting; its ability to provide the latest innovations in therapy selections and recurrence monitoring; its ability to continue its trajectory of double-digit revenue growth while helping improve outcomes for millions of cancer patients across the U.S.; its ability to continue to scale the organization and pursue multi-billion dollar addressable markets in advanced cancer testing; its positioning for long-term success and sustainable, profitable growth; its ability to further strengthen financial discipline, enhance operational efficiency, and support long-term value creation for shareholders while advancing its mission to improve patient care; and its ability to bring the latest innovations in therapy election and MRD to oncologists and pathologists in the community channel. Each forward-looking statement contained in this press release is subject to a number of risks and uncertainties that could cause actual results to differ materially from those expressed or implied by such statements. Applicable risks and uncertainties include, among others, those related to the Company's ability to successfully identify and implement appropriate financial and operational initiatives, to execute on its strategic priorities, to assemble and maintain an effective executive management team, and to successfully manage its growth, as well as the risks identified under the heading "Risk Factors" contained in the Company's Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and the Company's other filings with the Securities and Exchange Commission.
We caution investors not to place undue reliance on the forward-looking statements contained in this press release. You are encouraged to read our filings with the SEC, available at www.sec.gov and in the “Investors” section of our website at ir.neogenomics.com, for a discussion of these and other risks and uncertainties. The forward-looking statements in this press release speak only as of the date of this document (unless another date is indicated), and we undertake no obligation to update or revise any of these statements. Our business is subject to substantial risks and uncertainties, including those referenced above. Investors, potential investors, and others should give careful consideration to these risks and uncertainties.
Investor Contact
Kendra Webster
InvestorRelations@neogenomics.com
Media Contact
Andrea Sampson
asampson@sampsonprgroup.com