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 |
|
|||||||||||||||||||
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
1. Name and Address of Reporting Person*
(Street)
|
2. Issuer Name and Ticker or Trading Symbol
RADIO ONE INC [ ROIA/ROIAK ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
|
||||||||||||||||||||||||
3. Date of Earliest Transaction
(Month/Day/Year) 05/14/2003 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
|
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 |
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 | ||||||||
Contingent Variable Forward Contract(1)(2) | 0(3) | 05/14/2003 | 05/14/2003 | J(3) | 1(3) | 05/14/2003 | 05/13/2004 | Class D Common Stock | 400,000 | $0(3) | 1(3) | I | LRL Investmenmts, LP |
Explanation of Responses: |
1. The transaction reported on this Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on March 21, 2003. |
2. On August 10, 2001 (1) LRL Trading, LLC (LRL Trading) acquired 2,212,368 shares of Class D Common Stock of Radio One, Inc. (the Company), (2) LRC Love Limited Partnership (LRC Love LP) acquired 170,388 shares of Class D Common Stock, (3) Love Family Limited Partnership (Love Family LP) acquired 73,023 shares of Class D Common Stock and (4) Cheryl H. Love, the wife of the reporting person, acquired 91,979 shares of Class D Common Stock in connection with the Company's acquisition of Blue Chip Broadcasting, Inc. (Blue Chip). On April 16, 2003, the reporting person re-registerd 800,000 shares held by LRL Trading in the name of LRL Investments, LP (LRL Investments). |
3. On May 14, 2003, the reporting person, through LRL Investments, entered into a contingent variable forward contract (the "Contract") for 400,000 shares held by LRL Investments with a securities broker. Upon the expiration of the 12-month term of the Contract, the reporting person will be required to deliver to the broker the number of shares sold forward under the contract. The number of shares to be delivered will be determined as follows: on each day that the Company's Class D Common Stock remains above $16.30, 1600 shares will be sold forward at $19.14 per share. The reporting person will receive a monthly payment for shares sold forward during each month. |
Linda J. Eckard Vilardo, Attorney-in-fact | 05/16/2003 | |
** 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. |