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Urban One, Inc. 8-K Filings

UONE NASDAQ

Every 8-K that Urban One, Inc. (UONE) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.

A 8-K covers material events a company has to report between its quarterly reports, so if you follow UONE and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full UONE filings page.

Rhea-AI Summary

Urban One reported Q2 2026 results with lower revenue but a much narrower loss. Net revenue was approximately $85.8 million, down 6.4% year over year, as Cable Television, Digital, Radio and Reach Media all declined. Net loss attributable to common stockholders was $7.1 million, or $1.58 per share, compared with a $77.9 million loss a year earlier, when results included large impairment charges.

Adjusted EBITDA was $11.7 million versus $14.0 million, and broadcast and digital operating income fell to $22.2 million from $25.7 million. For the first half of 2026, net revenue decreased 11.1% to $163.4 million and Adjusted EBITDA declined to $16.4 million. Management reduced full‑year 2026 Adjusted EBITDA guidance to the mid‑fifty‑million dollar range from $60 million. The company repurchased $60.2 million of long‑term debt year‑to‑date, including $23.5 million of 2031 Second Lien Notes at about 42% of par, and ended June 30, 2026 with $16.2 million of cash and $399.3 million of long‑term debt, net.

Rhea-AI Summary

Urban One, Inc. reported a new employment agreement with its Chief Financial Officer, Peter D. Thompson, and the results of its 2026 annual stockholders meeting. Thompson will continue as Executive Vice President and CFO through January 6, 2029 with an annual base salary of $750,000, eligibility for an annual bonus up to $300,000 with a maximum of 132% for superior performance, and a signing bonus of $333,333 subject to pro-rata claw-back if he leaves before the end of the term.

He may receive an additional $850,000 Completion Bonus if previously identified material weaknesses in internal control are remediated by the end of the agreement. The contract also provides for multi-year Class D common stock grants and performance-based equity awards with specified target values for contract years ending 2026 through 2029. At the 2026 annual meeting, stockholders elected six directors, approved the 2026 Equity and Performance Incentive Plan, and ratified PricewaterhouseCoopers LLP as independent registered public accounting firm with over three million votes cast in favor.

Rhea-AI Summary

Urban One reported weaker results for the first quarter of 2026. Net revenue was about $77.7 million, down 15.8% from a year earlier, and the company posted an operating loss of about $2.2 million versus operating income previously. Broadcast and digital operating income fell to roughly $14.9 million, while Adjusted EBITDA declined to about $4.7 million from $12.9 million. Net loss improved to about $3.1 million, or $(0.69) per share, compared with a loss of $11.7 million, or $(2.64) per share. Urban One reduced long-term debt by $60.2 million year-to-date and guided to approximately $60 million in Adjusted EBITDA for full-year 2026, including contributions from recent station acquisitions and asset sales.

Rhea-AI Summary

Urban One, Inc. has entered into an agreement to acquire Service Broadcasting Group, LLC, including Dallas radio stations KKDA and KRNB, and separately agreed to sell station KZMJ to Fuzion Dallas, LLC. Both transactions are subject to Federal Communications Commission approval and other customary closing conditions.

The company describes the acquisition as accretive and part of its consolidation strategy to scale in high‑growth regions where its target audience is concentrated. Management highlights that adding KKDA and KRNB is intended to expand Urban One’s reach in the Dallas market, strengthen its ability to deliver local, community‑focused content, and offer advertisers broader market coverage.

Urban One notes that, as of March 31, 2026, it owned and/or operated 76 revenue‑producing broadcast stations across multiple markets, along with television, digital, and syndicated programming assets that collectively focus on Black American and urban audiences.

Rhea-AI 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.

Rhea-AI Summary

Urban One, Inc. entered into a First Amendment to its Amended and Restated Credit Agreement, clarifying the asset-based credit facility’s maturity. The amended agreement defines the maturity date as the earlier of December 18, 2030, a date 91 days before certain other major debt matures or expires, or the date a specified note-related condition is no longer satisfied.

The company also received a notice from Nasdaq confirming it has regained compliance with the exchange’s minimum bid price rule, which requires a closing bid of at least $1.00 per share. Nasdaq noted the Class D common stock closed at or above this level for ten consecutive business days from January 23 to February 6, 2026, and has closed its delisting proceedings.

Rhea-AI Summary

Urban One, Inc. is implementing a 1-for-10 reverse stock split of all classes of its common stock, including the publicly traded Class A and Class D shares. The split becomes effective at 11:59 p.m. Eastern Time on January 22, 2026, automatically converting every 10 existing shares into one share of the same class.

No fractional shares will be issued; instead, stockholders will receive cash for any fractional share based on the Class A or Class D closing sales price on Nasdaq on the effective date. The Class A stock will continue to trade under the symbol UONE with a new CUSIP 91705J 303, and Class D will continue under UONEK with CUSIP 91705J 402.

The reverse split will apply uniformly across all common stock classes and, aside from small effects from fractional share cash-outs, is stated not to change any stockholder’s percentage ownership, voting power, total stockholders’ equity, or the company’s underlying business operations.

Rhea-AI Summary

Urban One completed a major debt refinancing centered on an exchange offer for its existing 7.375% senior secured notes due 2028. The company issued $291.02 million of 7.625% second lien senior secured notes due 2031 and $60.6 million of 10.500% first lien senior secured notes due 2030, each guaranteed by material subsidiaries and secured under intercreditor arrangements.

Net proceeds from the new first lien notes, together with cash on hand, were used to purchase $185.0 million of existing notes for $111.0 million in cash, pay accrued interest, and cover related fees, with any remainder for general corporate purposes. Urban One also entered into an amended and restated asset-based credit agreement providing up to $75.0 million in commitments, with an additional $25.0 million incremental capacity, and memorialized the CEO’s total cash compensation terms in a transaction letter tied to the exchange transaction.

Rhea-AI Summary

Urban One, Inc. entered into a supplemental indenture with Wilmington Trust, National Association, covering its 7.375% senior secured notes due 2028. This new agreement amends the existing indenture originally dated February 2, 2021 for those notes.

The supplemental indenture will become operative only if a previously announced exchange offer and consent solicitation for the existing notes is consummated. The complete terms are set out in the supplemental indenture, which is filed as an exhibit.

Rhea-AI Summary

Urban One, Inc. entered into a Transaction Support Agreement with holders of approximately 73% of its 7.375% senior secured notes due 2028. The agreement underpins a set of liability management transactions, including an exchange offer for any and all of the existing notes into new 7.625% second lien senior secured notes due 2031 plus cash, a tender offer to purchase up to $185.0 million of existing notes for up to $111.0 million in cash, and a subscription offer for up to $60.6 million of new 10.500% first lien senior secured notes due 2030. Supporting noteholders agree to tender their notes, deliver consents to significantly amend the existing indenture and security documents, and backstop the full subscription offer in exchange for a 3.0% premium on the aggregate principal amount of first lien notes issued. The transactions require that at least 98% of the outstanding existing notes be tendered, and the company warns that failure to complete these offers on favorable terms could materially adversely affect its financial condition.

Rhea-AI 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.