STOCK TITAN

[8-K] URBAN ONE, INC. Reports Material Event

Filing Impact
(High)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Urban One, Inc. reported weak fourth quarter 2025 results, with net revenue of $97.8 million, down 16.5% from a year earlier. The company posted an operating loss of $54.0 million and a net loss of $54.4 million, or $(12.24) per share.

Profitability metrics softened as broadcast and digital operating income fell to $23.8 million and Adjusted EBITDA declined to $15.6 million. Full-year 2025 net revenue was $374.4 million with Adjusted EBITDA of $56.7 million, well below 2024 levels, driven in part by goodwill and intangible impairments totaling $191.8 million.

The company completed a major 2025 refinancing, exchanging $185.0 million of 7.375% 2028 Notes, issuing new 10.500% First Lien Notes due 2030 and 7.625% Second Lien Notes due 2031, and amending its ABL facility to commitments of up to $75.0 million. Total long-term debt, net, fell to $429.7 million at December 31, 2025, and management reported outstanding total debt of about $359.1 million as of March 12, 2026.

Positive

  • None.

Negative

  • None.

Insights

Results show revenue pressure, heavy impairments and a complex refinancing that extends debt maturities.

Urban One saw Q4 2025 net revenue drop to $97.8 million, down 16.5%, while net loss widened to $54.4 million. Full-year Adjusted EBITDA declined to $56.7 million from $103.5 million, reflecting weaker advertising, lower political spend and higher non-cash charges.

The company recorded sizeable goodwill and intangible impairments of $55.3 million in Q4 and $191.8 million for 2025, heavily concentrated in its cable television reporting unit. These write-downs, along with reduced cash (down to $26.4 million) and equity of $24.6 million, underscore balance sheet strain.

Management executed the 2025 Refinancing, exchanging $185.0 million of 2028 Notes, issuing new 10.500% 2030 First Lien and 7.625% 2031 Second Lien notes, and amending its ABL to commitments of up to $75.0 million plus $25.0 million incremental capacity. Long-term debt, net, decreased to $429.7 million, and outstanding total debt was about $359.1 million as of March 12, 2026. The refinancing was accounted for as a troubled debt restructuring and will lower effective interest rates on the new notes, but overall leverage remains elevated and future performance will need to support the extended maturity profile.

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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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): March 12, 2026
Urban_One_Logo snip.jpg
URBAN ONE, INC.
(Exact name of Registrant as specified in its charter)
Delaware0-2596952-1166660
(State or Other Jurisdiction
of Incorporation)
(Commission File No.)(IRS Employer
Identification No.)
1010 Wayne Avenue
14th Floor
Silver Spring, Maryland 20910
(301) 429-3200
(Address, Including Zip Code, and Telephone Number, Including Area Code, of Registrant’s Principal Executive Offices)
Not Applicable
(Former name or former address, if changed since last report)
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:
oWritten communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
oSoliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
oPre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
oPre-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:
ClassTrading SymbolName of Exchange on which Registered
Class A Common Stock, $.001 Par ValueUONENASDAQ Stock Market
Class D Common Stock, $.001 Par ValueUONEKNASDAQ Stock Market
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 under the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company o
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. o



Item 2.02     Results of Operations and Financial Condition.
On March 12, 2026, Urban One, Inc. (the “Company”) issued a press release setting forth the results for the three months ended December 31, 2025. A copy of the press release is attached as Exhibit 99.1.
Item 8.01     Other Events.
During its earnings call and/or in its press release, the Company gave certain updates with respect to its current outlook. First, management noted that core radio pacings for the first quarter were currently down approximately 5.4%. Given the current core radio pacings, certain operational changes, improvements in ratings within its cable business and the potential uplift of political revenues, the Company noted it would defer on giving guidance for calendar year 2026 until later in the year. Management did note that as of March 12, 2026, the Company’s current outstanding total debt balance was approximately $359.1 million as the Company continued to engage in debt reduction efforts. Finally, the Company noted it would continue a disciplined capital allocation strategy with a focus on debt management/reduction and accretive corporate development opportunities taking into consideration the current operating environment and persistent industry trends.

Item 9.01.      Financial Statements and Exhibits.
(c) Exhibits
Exhibit
Number
Description
99.1
Press release dated March 12, 2026: Urban One Reports Fourth Quarter 2025 Results
104Cover Page Interactive Data File (formatted in Inline XBRL and contained in Exhibit 101)
Forward Looking Statements

The Company cautions you certain of the statements in this Form 8-K or in this press release may represent "forward-looking statements" as defined in Section 27A of the United States Securities Act of 1933, as amended, and Section 21E of the United States Securities Exchange Act of 1934, as amended. These statements are based on assumptions believed by the Company to be reasonable and speak only as of the date on which such statements are made. Without limiting the generality of the foregoing, words such as "expect," "believe," "anticipate," "intend," "plan," "project," "will" or "estimate," or the negative or other variations thereof or comparable terminology are intended to identify forward-looking statements. Except as required by law, the Company undertakes no obligation to update such statements to reflect events or circumstances arising after such date and cautions investors not to place undue reliance on any such forward-looking statements. Forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from those described in the statements based on factors, including but not limited to the following: economic, public health, and/or political conditions that impact consumer confidence and spending; the cost and availability of capital or credit facility borrowings; the ability to obtain equity financing; general market conditions; the adequacy of cash flows or available debt resources to fund operations; and other risk factors described from time to time in the Company's Forms 10-K, Forms 10-Q, and Form 8-K reports (including all amendments to those reports).



SIGNATURE
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 thereunto duly authorized.
URBAN ONE, INC.
/s/ Peter D. Thompson
March 17, 2026Peter D. Thompson
Chief Financial Officer and Principal Accounting Officer


Exhibit 99.1
NEWS RELEASE
March 12, 2026
Contact: Peter D. Thompson, EVP and CFO
FOR IMMEDIATE RELEASE(301) 429-4638
Silver Spring, MD
URBAN ONE, INC. REPORTS FOURTH QUARTER 2025 RESULTS
Silver Spring, MD: - Urban One, Inc. (NASDAQ: UONEK and UONE, referred to as, “Urban One,” the “Company”, “we”, “our” and/or “us”) today reported its results for the three months ended December 31, 2025. For the three months ended December 31, 2025, net revenue was approximately $97.8 million, a decrease of 16.5% from the same period in 2024. The Company reported operating loss of approximately $54.0 million for the three months ended December 31, 2025, compared to operating loss of approximately $1.9 million for the three months ended December 31, 2024. Broadcast and digital operating income1 was approximately $23.8 million for the three months ended December 31, 2025, a decrease of 38.3% from the same period in 2024. Net loss was approximately $54.4 million or $(12.24) per share (basic) for the three months ended December 31, 2025, compared to net loss of $35.7 million or $(7.81) per share (basic) for the same period in 2024. Adjusted EBITDA2 was approximately $15.6 million for the three months ended December 31, 2025, compared to approximately $26.9 million for the same period in 2024.
On December 18, 2025, the Company closed a private placement debt exchange with holders of the 7.375% Senior Secured Notes (the “2028 Notes”) representing more than 97% of the aggregate principal amount outstanding. Pursuant to the private placement, the Company (i) tendered for $185.0 million aggregate principal amount of 2028 Notes which the Company purchased for cancellation for $111.0 million and $1.1 million consent fee in cash, (ii) issued $60.6 million aggregate principal amount of 10.500% first lien senior secured notes due 2030 (the “2030 First Lien Notes”), and (iii) issued $291.0 million aggregate principal amount of 7.625% Second Lien Secured Notes due 2031 (the “2031 Second Lien Notes”). Following the transactions (collectively “2025 Refinancing”), $11.8 million of the 2028 Notes remained outstanding.
On December 18, 2025, the Company also entered into an Amended and Restated Credit Agreement, among the Company, as the administrative borrower, together with the other borrowers party thereto, the lenders party thereto and Bank of America, N.A., as administrative agent (the “Amended and Restated ABL Credit Agreement”). The Amended and Restated ABL Credit Agreement amended and restated the Company’s ABL Credit Agreement, dated as of February 19, 2021 and was also entered into facilitate the Exchange Offer and Consent Solicitation. The Amended and Restated ABL Credit Agreement provides for, among other things, commitments in the aggregate principal amount of up to $75.0 million, with incremental capacity to incur an additional principal amount of up to $25.0 million thereunder, with the proceeds thereof to be used primarily for working capital and general corporate purposes, including capital expenditures, permitted acquisitions, permitted investments and permitted dividends, in each case, in accordance with the terms of the Amended and Restated ABL Credit Agreement.
Alfred C. Liggins, III, Urban One’s CEO and President stated, “As expected, we had a tough fourth quarter due to a combination of non-recurring political advertising, soft radio markets and declining audience delivery in our cable television (cable TV) business. Despite this, we were able to achieve full year Adjusted EBITDA within our previous guidance range at $56.7 million. The biggest revenue drag in the fourth quarter resulted from weak cable TV prime delivery, down approximately 20.0% from the third quarter, although we have seen a significant recovery in the first quarter 2026 as the revised Nielsen methodology has given us an approximate 40.0% - 50.0% lift compared to the fourth quarter 2025. Radio pacings in the first quarter of 2026 are currently (5.0)%, but we remain positive on the outlook for mid-term political revenues later in the year. I was pleased that we were able to repurchase a significant amount of our 2028 Notes at a discount, extend out the maturity on all but a small stub of the notes, and increase the size and term of our ABL Credit Agreement. This transaction sets up the company with a stable capital structure and extended maturity runway to allow us to continue to de-lever the business. In January 2026 we also regained compliance with the Nasdaq listing requirements by effectuating a 1-for-10 reverse stock split.”



PAGE 2-- URBAN ONE, INC. REPORTS FOURTH QUARTER 2025 RESULTS
Three Months Ended December 31, Year Ended December 31, 
2025202420252024
(unaudited)
CONSOLIDATED STATEMENTS OF OPERATIONS(in thousands, except share data)(in thousands, except share data)
NET REVENUE$97,828$117,127$374,371$449,674
OPERATING EXPENSES
Programming and technical, excluding stock-based compensation31,44635,409125,396135,235
Selling, general and administrative, excluding stock-based compensation(a)
58,70955,663207,300224,837
Stock-based compensation2922,1011,9075,716
Depreciation and amortization6,1311,63518,0737,716
Impairment of goodwill and intangible assets55,29524,174191,816151,755
Total operating expenses 151,873118,982544,492525,259
Operating loss(54,045)(1,855)(170,121)(75,585)
INTEREST AND INVESTMENT INCOME3981,1172,4925,980
INTEREST EXPENSE(8,730)(11,520)(38,806)(48,571)
GAIN ON RETIREMENT OF DEBT4,50044,00923,271
OTHER (EXPENSE) INCOME, NET(1,138)(78)(463)896
Loss from consolidated operations before benefit from (provision for) income taxes(63,515)(7,836)(162,889)(94,009)
BENEFIT FROM (PROVISION FOR) INCOME TAXES9,165(27,583)16,010(9,759)
NET LOSS FROM CONSOLIDATED OPERATIONS(54,350)(35,419)(146,879)(103,768)
LOSS FROM UNCONSOLIDATED JOINT VENTURE(411)
NET LOSS(54,350)(35,419)(146,879)(104,179)
NET INCOME (LOSS) ATTRIBUTABLE TO NON-CONTROLLING INTERESTS45239(10)1,215
NET LOSS ATTRIBUTABLE TO COMMON STOCKHOLDERS$(54,395)$(35,658)$(146,869)$(105,394)
Weighted-average shares outstanding - basic(3, b)
4,444,4584,565,9594,458,3254,740,287
Weighted-average shares outstanding - diluted(4, b)
4,444,4584,565,9594,458,3254,740,287
(a) Corporate selling, general and administrative expenses have been collapsed with Selling, general and administrative expenses in the consolidated statements of operations.
(b) Weighted-average shares outstanding used in the computation of basic and diluted net loss to common stockholders per share have been retroactively adjusted to reflect the 1-for-10 Reverse Stock Split that occurred on January 22, 2026.



PAGE 3 -- URBAN ONE, INC. REPORTS FOURTH QUARTER 2025 RESULTS
Effective January 1, 2025, the Company modified the composition of two of our reportable segments to reflect changes in how they operate their business. The Company transferred the CTV offering within our Digital segment to our Cable Television segment. This change aligns the CTV offering with the results of operations within our Cable Television segment. Prior period Cable Television and Digital segment information has been reclassified to conform to the current period presentation. In addition, prior period segment information has been recast between the Sales and marketing and the General and administrative to conform the presentation of significant segment expenses used to evaluate performance by the Chief Operating Decision Maker (“CODM”).
Detailed segment data for the three and twelve months ended December 31, 2025 and 2024 is presented in the following tables:
Three Months Ended
December 31, 2025
(in thousands, unaudited)
ConsolidatedRadio BroadcastingReach MediaDigitalCable TelevisionCorporate/ Eliminations/ Other
NET REVENUE$97,828$35,063$13,831$14,683$34,941$(690)
OPERATING EXPENSES:
Programming and technical31,44610,6833,0103,56114,369(177)
Sales and marketing34,21810,1459,1958,3526,987(461)
General and administrative24,4935,3957489604,34113,049
Add back/(deduct):
Severance-related costs(86)(142)(21)— — 77 
Debt refinancing costs(c)
7,098 — — — — 7,098 
Other income (costs)956 — (2)— 957 
Adjusted EBITDA(2)
$15,639 $8,699 $857 $1,808 $9,244 $(4,969)
Three Months Ended
December 31, 2024
(in thousands, unaudited)
ConsolidatedRadio BroadcastingReach Media
Digital (a)
Cable Television (a)
Corporate/ Eliminations/ Other
NET REVENUE$117,127 $47,736 $9,613 $18,270 $42,014 $(506)
OPERATING EXPENSES:
Programming and technical35,409 11,814 3,652 4,179 15,920 (156)
Sales and marketing(b)
32,44612,4912,28510,9587,110(398)
General and administrative(b)
23,2177,5821,0236685,0068,938
Add back/(deduct):
Severance-related costs1,8811,08614125234260
Other income (costs)(1,066)(1,367)5136160
Adjusted EBITDA(2)
$26,870$15,568$2,799$2,717$14,456$(8,670)



PAGE 4 -- URBAN ONE, INC. REPORTS FOURTH QUARTER 2025 RESULTS
Twelve Months Ended
December 31, 2025
(in thousands)
ConsolidatedRadio BroadcastingReach MediaDigitalCable TelevisionCorporate/ Eliminations/ Other
NET REVENUE$374,371$139,091$31,146$47,845$158,994$(2,705)
OPERATING EXPENSES:
Programming and technical125,39646,245 12,645 13,252 53,918 (664)
Sales and marketing119,84145,778 16,997 29,957 29,075 (1,966)
General and administrative87,46325,8283,2362,18915,59840,612
Total key operating expenses332,700117,85132,87845,39898,59137,982
Add back/(deduct):
Severance-related costs1,7531,158177376375
Litigation settlement costs(d)
3,0783,078
Debt refinancing costs(c)
7,0987,098
Other costs3,0571282,929
Adjusted EBITDA(2)
$56,657 $25,604 $(1,555)$2,484 $60,409 $(30,285)
Twelve Months Ended
December 31, 2024
(in thousands)
ConsolidatedRadio BroadcastingReach Media
Digital (a)
Cable Television (a)
Corporate/ Eliminations/ Other
NET REVENUE$449,674$165,803$47,260$62,820$176,127$(2,336)
OPERATING EXPENSES:
Programming and technical135,23546,35714,47514,68360,610(890)
Sales and marketing(b)
130,68350,94116,85932,30032,356(1,773)
General and administrative(b)
94,15431,3143,7022,31017,06139,767
Total key operating expenses360,072128,61235,03649,293110,02737,104
Add back/(deduct):
Severance-related costs2,7121,350137252431542
Other income (costs)11,149(444)(733)(720)13612,910
Adjusted EBITDA(2)
$103,463 $38,097 $11,628 $13,059 $66,667 $(25,988)
(a) Effective January 1, 2025, segment information for the prior periods has been recast to include reclassification of a portion of revenues from our CTV offering from the Digital segment to the Cable Television segment.
(b) Effective January 1, 2025, prior period segment information has been recast between Sales and marketing and General and administrative to conform the presentation of significant expenses used to evaluate performance by the CODM.
(c) Debt refinancing costs include third-party transaction costs related to the First Lien Senior Secured Notes and Second Lien Senior Secured Notes.
(d) Non-recurring litigation settlement costs include a $3.1 million charge related to the rate increase for royalties for historical periods.



PAGE 5 -- URBAN ONE, INC. REPORTS FOURTH QUARTER 2025 RESULTS
Three Months Ended December 31, Year Ended December 31, 
2025202420252024
(unaudited)
PER SHARE DATA - basic and diluted:(in thousands, except per share data)(in thousands, except per share data)
Net loss attributable to common stockholders (basic)(a)
$(12.24)$(7.81)$(32.94)$(22.23)
Net loss attributable to common stockholders (diluted)(a)
$(12.24)$(7.81)$(32.94)$(22.23)
Broadcast and digital operating income(1)
$23,804$38,601$92,442$140,181
Broadcast and digital operating income(1) reconciliation:
Net loss attributable to common stockholders$(54,395)$(35,658)$(146,869)$(105,394)
Add back/(deduct) certain non-broadcast and digital operating income items included in net loss:
Interest and investment income(398)(1,117)(2,492)(5,980)
Interest expense8,73011,52038,80648,571
(Benefit from) provision for income taxes(9,165)27,583(16,010)9,759
Corporate selling, general and administrative expenses(e)
16,13112,54650,76750,579
Stock-based compensation2922,1011,9075,716
Gain on retirement of debt(4,500)(44,009)(23,271)
Other expense (income), net1,13878463 (896)
Loss from unconsolidated joint venture411
Depreciation and amortization6,1311,63518,0737,716
Net income (loss) attributable to non-controlling interests45239(10)1,215
Impairment of goodwill and intangible assets55,29524,174191,816151,755
Broadcast and digital operating income(1)
$23,804$38,601$92,442$140,181
Adjusted EBITDA(2)
$15,639$26,870$56,657$103,463
Adjusted EBITDA(2) reconciliation:
Net loss attributable to common stockholders$(54,395)$(35,658)$(146,869)$(105,394)
Interest and investment income(398)(1,117)(2,492)(5,980)
Interest expense8,73011,52038,80648,571
(Benefit from) provision for income taxes(9,165)27,583(16,010)9,759
Depreciation and amortization6,1311,63518,0737,716
EBITDA(2)
$(49,097)$3,963$(108,492)$(45,328)
Stock-based compensation2922,101 1,907 5,716 
Gain on retirement of debt(4,500)(44,009)(23,271)
Other expense (income), net1,13878463(896)
Loss from unconsolidated joint venture411
Net income (loss) attributable to non-controlling interests45239(10)1,215
Corporate costs(b)
578(1,574)2,2118,658
Debt refinancing costs(c)
7,6987,698
Litigation Settlement costs(d)
3,078
Severance-related costs(86)1,8811,7532,712
Impairment of goodwill and intangible assets55,295 24,174191,816151,755
(Income) loss from ceased non-core businesses initiatives(224)508 2422,491
Adjusted EBITDA(2)
$15,639$26,870$56,657$103,463
(a) Weighted-average shares outstanding used in the computation of basic and diluted net loss to common stockholders per share have been retroactively adjusted to reflect the 1-for-10 Reverse Stock Split that occurred on January 22, 2026.
(b) Corporate costs primarily include professional fees and other nonrecurring items related to the material weakness remediation efforts.
(c) Debt refinancing costs include third-party transaction costs related to the First Lien Senior Secured Notes and Second Lien Senior Secured Notes.
(d) Non-recurring litigation settlement costs include a $3.1 million charge related to the rate increase for royalties for historical periods.
(e) Corporate selling, general and administrative expenses consists of expenses associated with our corporate headquarters and facilities, including personnel as well as other corporate overhead functions.



PAGE 6 -- URBAN ONE, INC. REPORTS FOURTH QUARTER 2025 RESULTS
As of December 31, 2025
As of December 31, 2024
(in thousands)
SELECTED CONSOLIDATED BALANCE SHEET DATA:
Cash and cash equivalents and restricted cash$26,358 $137,574 
Intangible assets, net(a)
279,653 490,024 
Total assets592,994 944,790 
Total long-term debt, net429,742 579,069 
Total liabilities565,760 765,857 
Total stockholders' equity24,603 170,945 
Redeemable non-controlling interests2,631 7,988 
(a) Intangible assets, net includes Goodwill, net, Radio Broadcasting Licenses, net, Other Intangible Assets, net, and Current Portion of Launch Assets, net.
As of December 31, 2025
As of December 31, 2024
SELECTED LEVERAGE DATA:(in thousands)
10.500% First Lien Senior Secured Notes due 2030$60,600 $
7.625% Second Lien Secured Notes due 2031291,020 
7.375% senior secured notes due February 2028(b)
11,816 584,575 
Less: Unamortized debt issuance costs(2,868)(5,506)
Add: Premium69,174 
Long-term debt, net$429,742 $579,069 
(b) Subsequent to the effectiveness of the supplemental indenture on December 18, 2025, these notes are no longer secured. While these notes are styled as senior secured notes they are no longer secured by collateral.

2025 Refinancing
The Company performed an assessment of the 2025 Refinancing and determined it met the criteria of a troubled debt restructuring under Accounting Standards Codification No. 470-60, Troubled Debt Restructurings by Debtors ("ASU 470-60"). For each series of the 2028 Notes exchanged, the undiscounted future cash flows associated with the 2030 First Lien Notes and 2031 Second Lien Notes were compared to the carrying value of the 2028 Notes, including deferred issuance costs. As the undiscounted cash flows associated with the 2030 First Lien Notes and 2031 Second Lien Notes exceeded the carrying value of the applicable 2028 Notes exchanged, no gain was recorded.
In accordance with ASU 470-60, the carrying value of the 2030 First Lien Notes and 2031 Second Lien Notes was established at the carrying value of the applicable 2028 Notes. The difference between the principal amount of the 2031 Second Lien Notes and 2030 First Lien Notes and the carrying value of the applicable 2028 Notes was recorded as a premium and is included in long-term debt, net on the Company’s consolidated balance sheets. The Company recorded a premium of approximately $69.2 million on the 2031 Second Lien Notes and 2030 First Lien Notes as the difference between the principal balance of the 2031 Second Lien Notes and 2030 First Lien Notes and the carrying value of the 2028 Notes exchanged.
The premium will result in interest expense being recognized at an effective interest rate of approximately 2.68% and 3.91% through the term of the 2030 First Lien Notes and 2031 Second Lien Notes. The difference in the contractual interest payments and interest expense will reduce the premium.




Cautionary Note Regarding Forward-Looking Statements
This press release includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Forward-looking statements represent management's current expectations and are based upon information available to Urban One at the time of this release. These forward-looking statements involve known and unknown risks, uncertainties, and other factors, some of which are beyond Urban One's control, which may cause the actual results to differ materially from any future results, performance or achievements expressed or implied by such forward-looking statements. Important factors that could cause actual results to differ materially are described in Urban One’s reports on Forms 10-K, 10-Q, 8-K and other filings with the Securities and Exchange Commission (the “SEC”). Urban One does not undertake any duty to update any forward-looking statements.
PAGE 7 -- URBAN ONE, INC. REPORTS FOURTH QUARTER 2025 RESULTS
For the three months ended December 31, 2025, we recognized approximately $97.8 million in net revenue compared to approximately $117.1 million during the three months ended December 31, 2024. These amounts are net of agency commissions. We recognized approximately $35.1 million of revenue from our Radio Broadcasting segment during the three months ended December 31, 2025, compared to approximately $47.7 million for the three months ended December 31, 2024, a decrease of approximately $12.6 million, primarily driven by non-returning political revenues of $8.8 million and weaker overall market demand from the national and local advertisers. We recognized approximately $13.8 million of revenue from our Reach Media segment during the three months ended December 31, 2025, compared to approximately $9.6 million for the three months ended December 31, 2024, an increase of approximately $4.2 million. The increase was primarily driven by an increase in event revenue due to the timing of the Fantastic Voyage Cruise in the fourth quarter of 2025 vs. the second quarter of 2024. We recognized approximately $14.7 million of revenue from our Digital segment during the three months ended December 31, 2025, compared to approximately $18.3 million during the three months ended December 31, 2024, a decrease of approximately $3.6 million. The decrease was primarily driven by the decrease in direct revenue streams and political revenue. We recognized approximately $34.9 million of revenue from our Cable Television segment during the three months ended December 31, 2025, compared to approximately $42.0 million during the three months ended December 31, 2024, a decrease of approximately $7.1 million. The decrease was primarily driven by the churn of subscribers and lower advertising sales.
The following charts indicate the sources of our net revenues for the three months and year ended December 31, 2025:
Three Months Ended December 31, 
20252024$ Change% Change
Net revenue:(in thousands, unaudited)
Radio advertising$37,054 $43,978 $(6,924)(15.7)%
Political advertising836 13,479 (12,643)*NM
Digital advertising(a)
14,681 15,855 (1,174)(7.4)%
Cable Television advertising(a)
18,334 23,453 (5,119)(21.8)%
Cable Television affiliate fees16,532 18,161 (1,629)(9.0)%
Event revenues & other10,391 2,201 8,190 *NM
Net revenue$97,828$117,127$(19,299)(16.5)%




Year Ended December 31, 
20252024$ Change% Change
Net revenue:(in thousands)
Radio advertising$150,021$175,731$(25,710)(14.6)%
Political advertising1,43020,439(19,009)*NM
Digital advertising(a)
47,82959,064(11,235)(19.0)%
Cable Television advertising(a)
89,41098,532(9,122)(9.3)%
Cable Television affiliate fees69,39977,071(7,672)(10.0)%
Event revenues & other16,28218,837(2,555)(13.6)%
Net revenue $374,371$449,674$(75,303)(16.7)%
(a) Effective January 1, 2025, segment information for the prior periods has been recast to include reclassification of a portion of revenues from our CTV offering from the Digital segment to the Cable Television segment.
*NM - Not meaningful.



PAGE 8 -- URBAN ONE, INC. REPORTS FOURTH QUARTER 2025 RESULTS
Operating expenses, excluding depreciation and amortization, stock-based compensation, and impairment of goodwill and intangible assets, were approximately $90.2 million for the three months ended December 31, 2025, compared to approximately $91.1 million for the comparable period in 2024. Operating expenses in the three months ended December 31, 2025 include $7.7 million of debt refinancing costs as well as $6.7 million of expenses related to the Fantastic Voyage cruise, which took place in the fourth quarter of 2025 vs. the second quarter of 2024. Excluding these expense items, operating expenses were down by approximately 17.0%, driven mainly by revenue-related variable expenses such as commissions, sales rep fees, traffic acquisition costs as well as headcount related costs and third-party professional fees.
Impairment of goodwill and intangible assets was approximately $55.3 million during the three months ended December 31, 2025, compared to $24.2 million for the three months ended December 31, 2024. The impairment loss of $55.3 million during the three months ended December 31, 2025 consists of impairment losses of $0.5 million within the Reach Media reporting unit, $53.1 million within the Cable Television reporting unit and $1.7 million within the Digital reporting unit.
Depreciation and amortization expense was approximately $6.1 million for the three months ended December 31, 2025, compared to approximately $1.6 million for the three months ended December 31, 2024, an increase of approximately $4.5 million which is primarily driven by the additional TV One Trade Name and radio broadcasting license amortization of approximately $4.4 million.
Interest and investment income was approximately $0.4 million for the three months ended December 31, 2025, compared to approximately $1.1 million for the three months ended December 31, 2024. The decrease was driven by lower cash and cash equivalents balances in interest bearing accounts during the three months ended December 31, 2025, than in the corresponding period in 2024.
Interest expense was approximately $8.7 million for the three months ended December 31, 2025, compared to approximately $11.5 million for the three months ended December 31, 2024, a decrease of approximately $2.8 million. The decrease was driven by lower outstanding balance of the 2028 Notes due to repurchases of approximately $96.7 million of its 2028 Notes at an average price of approximately 53.6% of par, during the first nine months in 2025.
For the three months ended December 31, 2025, we recorded a benefit from income taxes of approximately $9.2 million on the pre-tax loss of approximately $63.5 million resulting with an annual effective tax rate of 14.4%. The difference between the effective rate and the Company’s statutory rate relates primarily to the effect of state taxes, changes in our valuation allowance, and permanent differences associated with non-deductible expenses. For the three months ended December 31, 2024, we recorded a benefit from income taxes of approximately $27.6 million on pre-tax loss of approximately $7.8 million resulting with an annual effective tax rate of 352.0%.
Other pertinent financial information includes capital expenditures of approximately $3.2 million and $1.3 million for the three months ended December 31, 2025 and 2024, respectively. The increase in capital expenditure is driven by the build-out of a studio in the Indianapolis radio market.
During the three months ended December 31, 2025, the Company did not repurchase any shares of Class A Common Stock. During the three months ended December 31, 2025, the Company repurchased 13,773 shares of Class D Common Stock in the amount of approximately $0.1 million at an average price of $8.20 per share. During the three months ended December 31, 2024, the Company repurchased 138,654 shares of Class A Common Stock in the amount of approximately $2.1 million at an average price of $15.02 per share, of which 90,889 shares of Class A were held in treasury stock as of December 31, 2024. During the three months ended December 31, 2024, the Company repurchased 70,329 shares of Class D Common Stock in the amount of approximately $0.7 million at an average price of $10.22 per share. All share information and average share prices have been retroactively adjusted to reflect the 1-for-10 Reverse Stock Split that occurred on January 22, 2026.
Supplemental Financial Information:
For comparative purposes, the following more detailed statements of operations for the three months December 31, 2025 are included.



PAGE 9 -- URBAN ONE, INC. REPORTS FOURTH QUARTER 2025 RESULTS
Three Months Ended December 31, 2025
(in thousands, unaudited)
Consolidated
Radio
Broadcasting
Reach
Media
Digital
Cable
Television
All Other -
Corporate/
Eliminations
NET REVENUE$97,828$35,063$13,831$14,682$34,941$(689)
OPERATING EXPENSES:
Programming and technical 31,44610,6833,0103,56114,369(177)
Selling, general and administrative(a)
58,70915,5409,9439,31311,32812,585 
Stock-based compensation292110(37)38181
Depreciation and amortization6,1314,80534400702190
Impairment of goodwill and intangible assets55,2955021,67553,118
Total operating expenses151,87331,13813,45214,98779,51712,779
Operating (loss) income(54,045)3,925379(305)(44,576)(13,468)
INTEREST AND INVESTMENT INCOME398398
INTEREST EXPENSE(8,730)(2)(8,728)
OTHER EXPENSE, NET(1,138)(464)(674)
(Loss) income from consolidated operations before benefit from (provision for) income taxes(63,515)3,459379(305)(44,576)(22,472)
BENEFIT FROM (PROVISION FOR) INCOME TAXES9,165(4,032)(270)(44)9,664 3,847
NET (LOSS) INCOME(54,350)(573)109(349)(34,912)(18,625)
NET INCOME ATTRIBUTABLE TO NON-CONTROLLING INTERESTS4545
NET (LOSS) INCOME ATTRIBUTABLE TO COMMON STOCKHOLDERS$(54,395)$(573)$64 $(349)$(34,912)$(18,625)
Adjusted EBITDA(2)
$15,639$8,699$857$1,808$9,244$(4,969)
(a) Corporate selling, general and administrative expenses have been collapsed with Selling, general and administrative expenses in the consolidated statements of operations.





PAGE 10 -- URBAN ONE, INC. REPORTS FOURTH QUARTER 2025 RESULTS
Three Months Ended December 31, 2024
(in thousands, unaudited)
Consolidated
Radio
Broadcasting
Reach
Media
Digital (a)
Cable
Television (a)
All Other -
Corporate/
Eliminations
NET REVENUE$117,127$47,736$9,613$18,270$42,014$(506)
OPERATING EXPENSES:
Programming and technical 35,40911,8143,6524,17915,920(156)
Selling, general and administrative(b, c)
55,66320,0733,30911,62512,1168,540 
Stock-based compensation2,10128539363071,434
Depreciation and amortization1,6351,163(18)3746353
Impairment of goodwill and intangible assets24,17424,174
Total operating expenses118,98233,3356,98216,21452,5809,871
Operating (loss) income(1,855)14,4012,6312,056(10,566)(10,377)
INTEREST AND INVESTMENT INCOME1,1171,117
INTEREST EXPENSE(11,520)(60)1(11,461)
GAIN ON RETIREMENT OF DEBT4,5004,500
OTHER EXPENSE, NET(78)(18)(10)(50)
(Loss) income from consolidated operations before (provision for) benefit from income taxes(7,836)14,3232,631 2,046(10,565)(16,271)
(PROVISION FOR) BENEFIT FROM INCOME TAXES(27,583)(4,055)(1,213)(8,976)383 (13,722)
NET (LOSS) INCOME(35,419)10,2681,418(6,930)(10,182)(29,993)
NET INCOME (LOSS) ATTRIBUTABLE TO NON-CONTROLLING INTERESTS239 — 1,215 — — (976)
NET (LOSS) INCOME ATTRIBUTABLE TO COMMON STOCKHOLDERS$(35,658)$10,268 $203 $(6,930)$(10,182)$(29,017)
Adjusted EBITDA(2)
$26,870$15,568$2,799$2,717$14,456$(8,670)
(a) Effective January 1, 2025, segment information for the prior periods has been recast to include reclassification of a portion of revenues from our CTV offering from Digital to Cable Television.
(b) Corporate selling, general and administrative expenses have been collapsed with Selling, general and administrative expenses in the consolidated statements of operations.
(c) Effective January 1, 2025, prior period segment information has been realigned between the Sales and marketing and the General and administrative significant segment expenses. This provides the CODM with a more appropriate alignment of significant segment expenses used to evaluate segment performance.



PAGE 11 -- URBAN ONE, INC. REPORTS FOURTH QUARTER 2025 RESULTS
Year Ended December 31, 2025
(in thousands)
Consolidated
Radio
Broadcasting
Reach
Media
Digital
Cable
Television
All Other -
Corporate/
Eliminations
NET REVENUE$374,371$139,091$31,146$47,845$158,994$(2,705)
OPERATING EXPENSES:
Programming and technical 125,39646,24512,64513,25253,918(664)
Selling, general and administrative(a)
207,30071,60420,23332,14644,67338,644 
Stock-based compensation1,90749333243497641
Depreciation and amortization18,07312,8851391,5712,781697
Impairment of goodwill and intangible assets191,816131,6315026,56653,117
Total operating expenses544,492262,85833,55253,778154,98639,318
Operating (loss) income(170,121)(123,767)(2,406)(5,933)4,008 (42,023)
INTEREST AND INVESTMENT INCOME2,4922,492
INTEREST EXPENSE(38,806)(9)(145)(38,652)
GAIN ON RETIREMENT OF DEBT44,00944,009
OTHER EXPENSE, NET(463)(6)(457)
(Loss) income from consolidated operations before benefit from (provision for) income taxes(162,889)(123,782)(2,551)(5,933)4,008(34,631)
BENEFIT FROM (PROVISION FOR) INCOME TAXES16,01030,951(28)2,453(932)(16,434)
NET (LOSS) INCOME FROM CONSOLIDATED OPERATIONS(146,879)(92,831)(2,579)(3,480)3,076 (51,065)
NET (LOSS) INCOME(146,879)(92,831)(2,579)(3,480)3,076(51,065)
NET LOSS ATTRIBUTABLE TO NON-CONTROLLING INTERESTS(10)(10)
NET (LOSS) INCOME ATTRIBUTABLE TO COMMON STOCKHOLDERS$(146,869)$(92,831)$(2,569)$(3,480)$3,076$(51,065)
Adjusted EBITDA(2)
$56,657$25,604$(1,555)$2,484$60,409$(30,285)



PAGE 12 -- URBAN ONE, INC. REPORTS FOURTH QUARTER 2025 RESULTS
Year Ended December 31, 2024
(in thousands)
Consolidated
Radio
Broadcasting
Reach
Media
Digital (a)
Cable
Television (a)
All Other -
Corporate/
Eliminations
NET REVENUE$449,674$165,803$47,260$62,820$176,127$(2,336)
OPERATING EXPENSES:
Programming and technical 135,23546,35714,47514,68360,610(890)
Selling, general and administrative(b, c)
224,83782,25520,56134,61049,41737,994 
Stock-based compensation5,7166471171741,1183,660
Depreciation and amortization7,7164,6341031,589411979
Impairment of goodwill and intangible assets151,755118,49233,263
Total operating expenses525,259252,38535,25651,056144,81941,743
Operating (loss) income(75,585)(86,582)12,00411,76431,308(44,079)
INTEREST AND INVESTMENT INCOME5,9805,980
INTEREST EXPENSE(48,571)(235)1(48,337)
GAIN ON RETIREMENT OF DEBT23,27123,271
OTHER INCOME (EXPENSE), NET896(30)(10)936
(Loss) income from consolidated operations before (provision for) benefit from income taxes(94,009)(86,847)12,00411,75431,309(62,229)
(PROVISION FOR) BENEFIT FROM INCOME TAXES(9,759)18,368(3,327)(8,133)(7,699)(8,968)
NET (LOSS) INCOME FROM CONSOLIDATED OPERATIONS(103,768)(68,479)8,6773,62123,610(71,197)
LOSS FROM UNCONSOLIDATED JOINT VENTURE, net of tax(411)(411)
NET (LOSS) INCOME(104,179)(68,479)8,6773,62123,610(71,608)
NET INCOME ATTRIBUTABLE TO NON-CONTROLLING INTERESTS1,2151,215
NET (LOSS) INCOME ATTRIBUTABLE TO COMMON STOCKHOLDERS$(105,394)$(68,479)$7,462$3,621$23,610$(71,608)
Adjusted EBITDA(2)
$103,463$38,097$11,628$13,059$66,667$(25,988)
(a) Effective January 1, 2025, segment information for the prior periods has been recast to include reclassification of a portion of revenues from our CTV offering from Digital to Cable Television.
(b) Corporate selling, general and administrative expenses have been collapsed with Selling, general and administrative expenses in the consolidated statements of operations.
(c) Effective January 1, 2025, prior period segment information has been realigned between the Sales and marketing and the General and administrative significant segment expenses. This provides the CODM with a more appropriate alignment of significant segment expenses used to evaluate segment performance.



PAGE 13 -- URBAN ONE, INC. REPORTS FOURTH QUARTER 2025 RESULTS
Urban One, Inc. will hold a conference call to discuss its results for the fourth fiscal quarter of 2025. The conference call is scheduled for Thursday March 12, 2026 at 10:00 a.m. EDT. To participate on this call, U.S. callers may dial toll-free (+1) 888-596-4144; international callers may dial direct (+1) 646-968-2525. The Access Code is 9077729.
A replay of the conference call will be available from 2:00 p.m. EDT March 12, 2026 until 11:59 p.m. EDT March 19, 2026. Callers may access the replay by calling (+1) 800-770-2030; international callers may dial direct (+1) 609-800-9909. The replay Access Code is 9077729.
Access to live audio and a replay of the conference call will also be available on Urban One's corporate website at www.urban1.com. The replay will be made available on the website for seven days after the call.
Urban One Inc. (urban1.com), together with its subsidiaries, is the largest diversified media company that primarily targets Black Americans and urban consumers in the United States. The Company owns TV One, LLC (tvone.tv), a television network serving more than 30 million households, offering a broad range of original programming, classic series and movies designed to entertain, inform, and inspire a diverse audience of adult Black viewers. As of December 31, 2025, we owned and/or operated 76 independently formatted, revenue producing broadcast stations (including 58 FM or AM stations, 16 HD stations, and the 2 low power television stations we operate), located in 13 of the most populous African-American markets in the United States. Through its controlling interest in Reach Media, Inc. (blackamericaweb.com), the Company also operates syndicated programming including the Rickey Smiley Morning Show, and the DL Hughley Show. In addition to its radio and television broadcast assets, Urban One owns iOne Digital (ionedigital.com), our wholly owned digital platform serving the African American community through social content, news, information, and entertainment websites, including its Cassius, Bossip, HipHopWired and MadameNoire digital platforms and brands. Through our national multi-media operations, we provide advertisers with a unique and powerful delivery mechanism to the African American and urban audiences.
Notes:
1“Broadcast and digital operating income”: The radio broadcasting industry commonly refers to “station operating income” which consists of net loss before depreciation and amortization, income taxes, interest expense, interest and investment income, non-controlling interests in income of subsidiaries, other income, net, loss from unconsolidated joint venture, corporate selling, general and administrative expenses, stock-based compensation, impairment of goodwill and intangible assets, and (gain) loss on retirement of debt. However, given the diverse nature of our business, station operating income is not truly reflective of our multi-media operation and, therefore, we use the term “broadcast and digital operating income.” Broadcast and digital operating income is not a measure of financial performance under GAAP. Nevertheless, broadcast and digital operating income is a significant measure used by our management to evaluate the operating performance of our core operating segments. Broadcast and digital operating income provides helpful information about our results of operations, apart from expenses associated with our fixed assets and goodwill and intangible assets, income taxes, investments, impairment charges, debt financings and retirements, corporate overhead and stock-based compensation. Our measure of broadcast and digital operating income is similar to industry use of station operating income; however, it reflects our more diverse business and therefore is not completely analogous to “station operating income” or other similarly titled measures as used by other companies. Broadcast and digital operating income does not represent operating income or loss, or cash flow from operating activities, as those terms are defined under GAAP, and should not be considered as an alternative to those measurements as an indicator of our performance.
2“Adjusted EBITDA": Adjusted EBITDA consists of net (loss) income plus (1) depreciation and amortization, income taxes, interest expense, net income attributable to non-controlling interests, impairment of goodwill and intangible assets, stock-based compensation, (gain) loss on retirement of debt, employment agreement award and other compensation, corporate costs, non-recurring litigation settlement costs, non-recurring debt refinancing costs, severance-related costs, investment income, loss from unconsolidated joint venture, loss from ceased non-core business initiatives less (2) other income, net and interest and investment income. Net (loss) income before interest income, interest expense, income taxes, depreciation and amortization is commonly referred to in our business as “EBITDA.” Adjusted EBITDA and EBITDA are not measures of financial performance under GAAP. We believe Adjusted EBITDA is often a useful measure of a company’s operating performance and is a significant measure used by our management to evaluate the operating performance of our business. Accordingly, based on the previous description of Adjusted EBITDA, we believe that it provides useful information about the operating performance of our business, apart from the expenses associated with our fixed assets and goodwill and intangible assets, or capital structure. Adjusted EBITDA is frequently used as one of the measures for comparing businesses in the broadcasting industry, although our measure of Adjusted EBITDA may not be comparable to similarly titled measures of other companies, including, but not limited to the fact that our definition includes the results of all four of our operating segments (Radio Broadcasting, Reach Media, Digital, and Cable Television). Business activities unrelated to these four segments are included in an “all other” category which the Company refers to as “All other - corporate/eliminations.” Adjusted EBITDA and EBITDA do not purport to represent operating income or cash flow from operating activities, as those terms are defined under GAAP, and should not be considered as alternatives to those measurements as an indicator of our performance.
3For the three months ended December 31, 2025 and 2024, Urban One had 4,444,458 and 4,565,959 shares of common stock outstanding on a weighted average basis (basic), respectively. For the twelve months ended December 31, 2025 and 2024, Urban One had 4,458,325 and 4,740,287 shares of common stock outstanding on a weighted average basis (basic), respectively.
4For the three months ended December 31, 2025 and 2024, Urban One had 4,444,458 and 4,565,959 shares of common stock outstanding on a weighted average basis (fully diluted for outstanding stock awards), respectively. For the twelve months ended December 31, 2025 and 2024, Urban One had 4,458,325 and 4,740,287 shares of common stock outstanding on a weighted average basis (fully diluted for outstanding stock awards), respectively.

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31.33M
2.03M
Broadcasting
Radio Broadcasting Stations
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United States
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