UONE trims 2025 Adj. EBITDA outlook amid soft market conditions

Rhea-AI Filing Summary

Urban One (UONE) reported that it released third-quarter results and updated its outlook. The company reduced its full-year 2025 Adjusted EBITDA guidance to $56.0 million–$58.0 million, down from $60.0 million, citing “soft overall market conditions.” Adjusted EBITDA is a cash-flow proxy that excludes interest, taxes, depreciation, and amortization to show underlying operating performance.

Management reaffirmed a “disciplined capital allocation strategy” focused on debt management/reduction and pursuing accretive corporate development opportunities. The press release with third-quarter 2025 results (for the period ended September 30, 2025) was furnished as Exhibit 99.1.

Insights

Earnings and Guidance Analyst

Guidance cut to $56–$58 million Adjusted EBITDA; emphasis on debt reduction.

Urban One reduced full-year 2025 Adjusted EBITDA guidance from $60.0 million to $56.0-$58.0 million, citing soft overall market conditions. This is a downward revision to expected operating performance and indicates weaker demand versus prior expectations. The company also released Q3 2025 results via Exhibit 99.1.

Management highlighted a continued focus on a disciplined capital allocation strategy centered on debt management/reduction and accretive corporate development. That signals priority on balance sheet resilience while selectively pursuing opportunities, but it also underscores near-term earnings pressure reflected in the revised range. These statements are forward-looking and subject to risks the company enumerated.

Key items to watch: realized Adjusted EBITDA versus the new range for full-year 2025, any concrete debt reduction actions or facility changes, and further updates in subsequent 8‑K/10‑Q filings. The press release dated November 4, 2025 (Exhibit 99.1) contains the detailed Q3 metrics that will frame whether the new guidance proves achievable.

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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): November 4, 2025

URBAN ONE, INC.

(Exact name of Registrant as specified in its charter)

Delaware			0-25969			52-1166660
(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:

o			Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o			Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o			Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o			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:

Class

Trading Symbol

Name of Exchange on which Registered

Class A Common Stock, $.001 Par Value

UONE

NASDAQ Stock Market

Class D Common Stock, $.001 Par Value

UONEK

NASDAQ 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 November 4, 2025, Urban One, Inc. (the “Company”) issued a press release setting forth the results for the third quarter ended September 30, 2025. A copy of the press release is attached as Exhibit 99.1.

Item 8.01     Other Events.

During the course of its earnings call and/or in its press release, the Company gave certain updates with respect to its current outlook. First, the Company noted that, in light of the soft overall market conditions, it was reducing its full year 2025 guidance from $60.0 million of Adjusted EBITDA to a range of $56.0 million to $58.0 million. The Company also noted that it would continue its disciplined capital allocation strategy with a focus on debt management/reduction and accretive corporate development opportunities.

Item 9.01     Financial Statements and Exhibits.

(c) Exhibits

Exhibit Number						Description
99.1						Press release dated November 4, 2025: Urban One Reports Third Quarter 2025 Results
104						Cover 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
November 4, 2025			Peter D. Thompson
			Chief Financial Officer (Principal Accounting Officer)

FAQ

What did Urban One (UONE) announce in its 8-K?

The company released third-quarter 2025 results and lowered its full-year 2025 Adjusted EBITDA guidance.

What is Urban One’s new 2025 Adjusted EBITDA guidance?

Guidance was reduced to $56.0 million–$58.0 million from $60.0 million.

Why did Urban One lower guidance?

The company cited “soft overall market conditions.”

What strategic priorities did Urban One emphasize?

A continued focus on debt management/reduction and accretive corporate development opportunities.

Which period do the reported results cover?

The press release covers the third quarter ended September 30, 2025.

What exhibits accompanied the 8-K filing?

Exhibit 99.1: press release “Urban One Reports Third Quarter 2025 Results”; Exhibit 104: cover page iXBRL data file.

What are Urban One’s trading symbols and listings?

Class A Common Stock: UONE (NASDAQ); Class D Common Stock: UONEK (NASDAQ).