AMERICAN TOWER CORP /MA/ — Director's Dealing 2015

Mar 12, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AMERICAN TOWER CORP /MA/ (AMT)
CIK: 0001053507
Period of Report: 2015-03-10

Reporting Person: Marshall Steven C. (EVP & President, U.S. Tower)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-03-10	Common Stock	A	9702	—	Acquired	85258	Direct
2015-03-10	Common Stock	F	4550	$94.57	Disposed	80708	Direct
2015-03-11	Common Stock	F	2081	$94.63	Disposed	78627	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2015-03-10	Option to Purchase Common Stock	$94.57	A	121604	Acquired	2025-03-10	Common Stock (121604)	Direct

Footnotes

F1: These Restricted Stock Units (RSUs) were granted pursuant to the 2007 Equity Incentive Plan and vest in 25% cumulative annual increments beginning March 10, 2016. Each RSU respresents a contingent right to receive one share of Common Stock.

F2: Amount includes 240 and 70 shares acquired under the Company's employee stock purchase plan in May 2014 and November 2014, respectively.

F3: The issuer's method of reporting RSUs has been revised to report such grants in Table I rather than as previously reported in Table II. Accordingly, amount includes unvested RSUs previously reported in Table II.

F4: Shares delivered to the issuer for the payment of withholding taxes in connection with the vesting of RSUs previously granted under the 2007 Equity Incentive Plan.

F5: This option was granted pursuant to the 2007 Equity Incentive Plan and is exercisable in 25% cumulative annual increments beginning March 10, 2016.