Urban One director receives restricted stock grant

JONES TERRY L reported acquisition or exercise transactions in this Form 4 filing.

Rhea-AI Filing Summary

JONES TERRY L reported acquisition or exercise transactions in this Form 4 filing.

URBAN ONE, INC. director Terry L. Jones received a grant of 17,442 shares of Class D Common Stock as a restricted stock award under Rule 16b-3, at no cash cost. The award, valued at $75,000 based on a $4.30 closing price on July 15, 2026, will vest in two equal annual installments beginning July 15, 2027. Following this grant, Jones directly holds 66,616 Class D shares.

Insider Trade Summary

Grant/Award: 17,442 shares

Grant/Award 1 txn

Insider JONES TERRY L

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Class D Common Stock F1	17,442	$0.00	$0.00

Holdings After Transaction: Class D Common Stock — 66,616 shares (Direct)

Footnotes (1)

1. F1. Represents an award of restricted stock, pursuant to Rule 16b-3, which will vest in two equal annual installments beginning July 15, 2027. The number of shares was determined by dividing $75,000 by the closing price of the Company's Class D shares on July 15, 2026. The closing price on that date was $4.30.

Key Figures

Restricted shares granted: 17,442 shares of Class D Common Stock Award value: $75,000 Closing price used for grant: $4.30 per share +2 more

5 metrics

Restricted shares granted 17,442 shares of Class D Common Stock Award of restricted stock to director Terry L. Jones on July 15, 2026

Award value $75,000 Number of shares determined by dividing $75,000 by the closing price

Closing price used for grant $4.30 per share Closing price of Class D shares on July 15, 2026 used to size award

Post-grant holdings 66,616 shares Total Class D shares directly held by Terry L. Jones after the award

Vesting schedule Two equal annual installments Restricted stock begins vesting July 15, 2027 in two equal annual installments

Key Terms

restricted stock, Rule 16b-3, Class D Common Stock, vesting

4 terms

restricted stock financial

"Represents an award of restricted stock, pursuant to Rule 16b-3"

Shares granted to an individual that carry limits on transfer or sale until certain conditions are met, such as staying with the company for a set time or hitting performance targets. Think of them as a locked gift that gradually opens; for investors they matter because they affect how many shares may enter the market later, signal management incentives and potential dilution, and reveal confidence in future company performance.

Rule 16b-3 regulatory

"Represents an award of restricted stock, pursuant to Rule 16b-3, which will vest"

Rule 16b-3 is a Securities and Exchange Commission regulation that exempts certain routine, pre-approved transactions by company insiders from automatic liability for short-term trading profits. It acts like a safe harbor: if an insider follows a formal plan or the board approves specific transactions in advance, profits from buying and selling company stock within six months are not automatically reclaimed. Investors care because the rule clarifies when insider trades are permissible and reduces uncertainty about potential clawbacks.

Class D Common Stock financial

"security_title": "Class D Common Stock""

vesting financial

"which will vest in two equal annual installments beginning July 15, 2027"

Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did Urban One (UONE) report for Terry L. Jones?

Urban One reported that director Terry L. Jones received a restricted stock award of 17,442 Class D shares. The grant was made at no cash cost to him and is structured as equity compensation under Rule 16b-3 with future vesting conditions.

How many Urban One (UONE) shares were granted to Terry L. Jones and of which class?

Terry L. Jones was granted 17,442 shares of Urban One’s Class D Common Stock. These shares are in the form of a restricted stock award, meaning they are subject to vesting conditions before becoming fully owned and freely transferable.

What is the dollar value and pricing basis of Terry L. Jones’s Urban One (UONE) stock award?

The award represents $75,000 in value, calculated by dividing that amount by Urban One’s Class D share closing price of $4.30 on July 15, 2026. This price was used solely to determine the number of shares granted in the award.

When will Terry L. Jones’s Urban One (UONE) restricted stock award vest?

The restricted stock award will vest in two equal annual installments beginning July 15, 2027. Each year, half of the granted 17,442 Class D shares is scheduled to vest, assuming all vesting conditions are satisfied at those dates.

How many Urban One (UONE) shares does Terry L. Jones hold after this grant?

After the grant, Terry L. Jones directly holds 66,616 shares of Urban One’s Class D Common Stock. This figure includes the newly granted 17,442 restricted shares, which are subject to vesting, along with any previously held Class D shares.

Was Terry L. Jones’s Urban One (UONE) stock award an open-market purchase?

No. The transaction was a grant/award acquisition of restricted stock under Rule 16b-3, with a reported price of $0.00 per share. It reflects equity compensation rather than an open-market buy of Urban One Class D shares.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 07/16/2026 - 05:32 PM EDT Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
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hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

JONES TERRY L

(Last) (First) (Middle)

C/O CYBER DIGITAL INC

400 OSER AVENUE

(Street)

HAUPPAUGE NEW YORK 11788

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
URBAN ONE, INC. [ UONEK ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
07/15/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Class D Common Stock	07/15/2026		A		17,442(1)	A	$0	66,616	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents an award of restricted stock, pursuant to Rule 16b-3, which will vest in two equal annual installments beginning July 15, 2027. The number of shares was determined by dividing $75,000 by the closing price of the Company's Class D shares on July 15, 2026. The closing price on that date was $4.30.

	Karen Wishart	07/16/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)