URBAN ONE, INC. - Director's Dealing 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: URBAN ONE, INC. (ROIA/ROIAK)
CIK: 0001041657
Period of Report: 2017-08-07

Reporting Person: Thompson Peter (CFO / EVP)

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-08-07	Class D Common Stock	A	256579	$1.90	Acquired	664775	Direct

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2017-08-07	Option	$1.90	A	114035	Acquired	2028-08-07	Class D (114035)	Direct

F1: After the transaction, the reporting person beneficially owns a total of 664,775 shares of Class D common stock.

F2: Determined based on $1.90 closing price on August 7, 2017 and application of Black Scholes modeling factor.

F3: Options to purchase Class D common stock that will vest in increments of 33.33% over three years.

F4: After the transaction, the reporting person beneficially owns a total of 778,810 shares of Class D common stock.