URBAN ONE, INC. — Director's Dealing 2022

May 13, 2022

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: URBAN ONE, INC. (UONE/UONEK)
CIK: 0001041657
Period of Report: 2022-05-11

Reporting Person: ARMSTRONG D GEOFFREY (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2022-05-11	Class D Common Stock	M	30120	—	Acquired	208541	Direct
2022-05-11	Class D Common Stock	S	14931	$6.06	Disposed	193610	Direct
2022-05-11	Class D Common Stock	S	15189	$6.05	Disposed	178421	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2022-05-11	Restricted Stock Unit	$0.83	M	30120	Disposed	2022-06-05	Class D Common Stick (30120)	Direct

Footnotes

F1: Represents the exercise of previously granted restricted stock unit options, with an exercise price of $0.83 per share. These options were to expire on June 5, 2022.

F2: A majority of the proceeds from these sales will be used to cover the reporting person's tax liability arising from option exercises.

F3: The price reported in Column 4 is a weighted average price upon sake after exercise of the underlying stock options. The reporting person undertakes to provide to Urban One, Inc., any security holder of Urban One, Inc. or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this Form 4.

F4: The total represents all Class A and Class D common stock shares held by the reporting person. After the transaction reported herein, the reporting person additionally beneficially owns 10,000 shares of Class A common stock and 168,421 shares of Class D common stock for a total of 178,421 shares across all classes of Urban One, Inc. stock, Classes A, B, C, and D. This number does not include options as per the transactions reported herein Mr. Armstrong no longer holds options.