SEC Form 4/A · accession 0001209191-18-046863
URBAN ONE, INC. · UONEK
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
This is an amendment (Form 4/A). It replaces an earlier filing for the same period.
Reporting owner
Alfred C Liggins
Officer — CEO · Director · 10% Owner
Period of report
Aug 15, 2018
Accepted (ET)
Aug 15, 2018 · 5:23 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 StockF1 | Jun 1, 2018 | M | 1,150,000 | $1.41 | A | 15,093,799 | D | |
| Class D Common Stock | Jun 1, 2018 | F | 944,245 | $2.00 | D | 14,149,554 | D | |
| Class D Common StockF4 | Jun 1, 2018 | J | 205,755 | $2.00 | D | 13,943,799 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Options | $1.41 | Jun 1, 2018 | M | 1,150,000 | D | Jun 5, 2008 | Jun 5, 2018 | Class D Common Stock | 1,150,000 | 0 | D |
Explanation of responses
- F1This Form 4/A is being filed to add the line reporting the acquisition of 1,150,000 shares of Class D Common Stock upon the exercise of the reported stock option prior to disposition of the shares to the issuer in two previously reported transactions.
- F2Represents shares tendered to the issuer in payment of stock option exercise price and to satisfy withholding obligations.
- F3Represents a disposition of the shares to the issuer in exchange for cash at the fair market value of $2.00 per share on the date of repurchase by issuer.
- F4The total represents all shares held by the reporting person across all classes of Urban One Inc. stock, Classes A, B, C and D. The reporting person beneficially owns a total of 13,943,799 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) becomes 9,817,208 Class D Shares, including 920,059 shares of Class D common stock obtainable upon the exercise of stock options. More information on Mr. Liggins ownership is included in our most recent proxy filed April 30, 2018.