SBA COMMUNICATIONS CORP — Director's Dealing 2012

May 4, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SBA COMMUNICATIONS CORP (SBAC)
CIK: 0001034054
Period of Report: 2012-05-03

Reporting Person: BAGWELL KURT L (President - International)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-05-03	Class A Common Stock	M	65000	$32.39	Acquired	163929	Direct
2012-05-03	Class A Common Stock	M	21083	$19.68	Acquired	185012	Direct
2012-05-03	Class A Common Stock	M	19571	$35.71	Acquired	204583	Direct
2012-05-03	Class A Common Stock	M	10879	$42.15	Acquired	215462	Direct
2012-05-03	Class A Common Stock	S	116533	$54.88	Disposed	98929	Direct
2012-05-04	Class A Common Stock	G	4000	—	Disposed	94929	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-05-03	Stock Options (Right to Buy)	$32.39	M	65000	Disposed	2015-02-28	Class A Common Stock (65000)	Direct
2012-05-03	Stock Options (Right to Buy)	$19.68	M	21083	Disposed	2016-03-05	Class A Common Stock (21083)	Direct
2012-05-03	Stock Options (Right to Buy)	$35.71	M	19571	Disposed	2017-03-04	Class A Common Stock (19571)	Direct
2012-05-03	Stock Options (Right to Buy)	$42.15	M	10879	Disposed	2018-03-04	Class A Common Stock (10879)	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Restricted Stock Units	$		Class A Common Stock (4467)	4467	Direct
Restricted Stock Units	$		Class A Common Stock (7512)	7512	Direct
Stock Options (Right to Buy)	$47.52	2019-03-06	Class A Common Stock (44908)	44908	Direct
Restricted Stock Units	$		Class A Common Stock (9931)	9931	Direct

Footnotes

F1: Represents the weighted average price of the shares sold. The prices of the shares sold pursuant to the transactions ranged from $54.56 to $55.21 per share. The Reporting Person, upon request, will provide the Securities and Exchange Commission staff, the issuer or a security holder of the issuer full information regarding the number of shares sold at each separate price.

F2: The reporting person transferred these shares as a gift in an exempt transaction pursuant to Rule 16b-5 of the Exchange Act.

F3: These options are immediately exercisable.

F4: These options vest in accordance with the following schedule: 21,083 vest on each of the first through fourth anniversaries of the grant date (March 5, 2009).

F5: These options vest in accordance with the following schedule: 9,785 vest on each of the first and the third anniversary of the grant date and 9,786 vest on each of the second and the fourth anniversary of the grant date (March 4, 2010).

F6: Each restricted stock unit represents a contingent right to receive one share of Class A Common Stock.

F7: These restricted stock units vest in accordance with the following schedule: 2,233 vest on each of the first through the third anniversaries of the grant date and 2,234 vest on the fourth anniversary of the grant date (March 4, 2010).

F8: These options vest in accordance with the following schedule: 10,879 vest on the first anniversary of the grant date and 10,880 vest on each of the second through fourth anniversaries of the grant date (March 4, 2011).

F9: These restricted stock units vest in accordance with the following schedule: 2,504 vest on each of the first through fourth anniversaries of the grant date (March 4, 2011).

F10: These options vest in accordance with the following schedule: 11,227 vest on each of the first through fourth anniversaries of the grant date (March 6, 2012).

F11: These restricted stock units vest in accordance with the following schedule: 2,482 vest on the first anniversary of the grant date and 2,483 vest on each of the second through fourth anniversaries of the grant date (March 6, 2012).