—] Shares1 NeoGenomics, Inc. Common Stock, par value $0.001 per share PURCHASE AGREEMENTPurchase Agreement • February 28th, 2013 • Neogenomics Inc • Services-testing laboratories • New York
NeoGenomics, Inc., a Nevada corporation (the “Company”), and the stockholder of the Company listed in Schedule I hereto (the “Selling Stockholder”) severally propose to sell to the several underwriters named in Schedule II hereto (the “Underwriters”) an aggregate of [—] shares (the “Firm Shares”) of common stock, $0.001 par value per share (the “Common Stock”), of the Company. The Firm Shares consist of [—] authorized but unissued shares of Common Stock to be issued and sold by the Company and [—] outstanding shares of Common Stock to be sold by the Selling Stockholder. The Company also has granted to the several Underwriters an option to purchase up to [—] additional shares of Common Stock on the terms and for the purposes set forth in Section 3 hereof (the “Option Shares”). The Firm Shares and any Option Shares purchased pursuant to this Purchase Agreement are herein collectively called the “Securities.”
