SEC Form 4 · accession 0001209191-17-049725

URBAN ONE, INC. · UONEK

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Alfred C Liggins

Officer — CEO · Director · 10% Owner

Period of report

Aug 7, 2017

Accepted (ET)

Aug 21, 2017 · 4:57 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001041657

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Class D Common Stock^F1,F2	Aug 7, 2017	A	749,383	$1.90	A	13,077,208	D

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Option^F4,F3,F5,F6	$1.90	Aug 7, 2017	A	333,059	A	Aug 7, 2018	Aug 7, 2028	Class D	333,059	13,410,267	D

Explanation of responses

F1The total represents all shares held by the reporting person across all classes of Radio One Inc. stock, Classes A, B, C and D. The reporting person beneficially owns a total of 13,077,208 shares of Radio One, Inc. stock as follows: (1) 558,309 shares of Class A common stock held by Alfred C. Liggins; (2) 16,600 shares of Class A common stock held by the Alfred C Liggins Revocable Trust; (3) 2,010,307 shares of Class B common stock held by the Alfred C. Liggins Revocable Trust; (4) 605,313 shares of Class C common stock held by the Alfred C. Liggins Revocable Trust; (5) 920,456 shares of Class C common stock held by the Dynastic Trust U/A/D; (6) 15,605 shares of Class C common stock held by the Hughes-Liggins Co. LLC; (7) 5,621,365 shares of Class D common stock held by the Alfred C. Liggins Revocable Trust; (8) 338,808 shares of Class D common stock held by the Dynastic Trust U/A/D
F2CONTINUED: (9) 31,499 shares of Class D common stock held by the Hughes-Liggins Co., LLC; and (10) 2,958,946 shares of Class D common stock held by Alfred C. Liggins.
F3Determined based on $1.90 closing price on August 7, 2017 and application of Black Scholes modeling factor.
F4Options to purchase Class D common stock that will vest in increments of 33.33% over three years
F5The total represents all shares held by the reporting person across all classes of Radio One Inc. stock, Classes A, B, C and D. The reporting person beneficially owns a total of 13,410,267 shares of Radio One, Inc. stock as follows: (1) 558,309 shares of Class A common stock held by Alfred C. Liggins; (2) 16,600 shares of Class A common stock held by the Alfred C Liggins Revocable Trust; (3) 2,010,307 shares of Class B common stock held by the Alfred C. Liggins Revocable Trust; (4) 605,313 shares of Class C common stock held by the Alfred C. Liggins Revocable Trust; (5) 920,456 shares of Class C common stock held by the Dynastic Trust U/A/D; (6) 15,605 shares of Class C common stock held by the Hughes-Liggins Co. LLC; (7) 5,621,365 shares of Class D common stock held by the Alfred C. Liggins Revocable Trust; (8) 338,808 shares of Class D common stock held by the Dynastic Trust U/A/D
F6CONTINUED: (9) 31,499 shares of Class D common stock held by the Hughes-Liggins Co., LLC; (10) 2,542,622 shares of Class D common stock held by Alfred C. Liggins; and (11) options to purchase 333,059 shares of Class D common stock as reported on Form 8K on August 17, 2017