SBA COMMUNICATIONS CORP — Director's Dealing 2014

May 10, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SBA COMMUNICATIONS CORP (SBAC)
CIK: 0001034054
Period of Report: 2014-05-07

Reporting Person: LANGER JACK (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-05-07	Class A Common Stock	M	483	—	Acquired	32293	Indirect
2014-05-07	Class A Common Stock	F	145	$96.53	Disposed	32148	Indirect
2014-05-09	Class A Common Stock	G	100	—	Disposed	32048	Indirect
2014-05-09	Class A Common Stock	S	10000	$97.12	Disposed	22048	Indirect
2014-05-07	Class A Common Stock	M	347	—	Acquired	347	Direct
2014-05-07	Class A Common Stock	F	105	$96.53	Disposed	242	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-05-07	Restricted Stock Units	$	M	483	Disposed		Class A Common Stock (483)	Indirect
2014-05-07	Restricted Stock Units	$	M	347	Disposed		Class A Common Stock (347)	Direct
2014-05-08	Stock Options (Right to Buy)	$96.80	A	2202	Acquired	2021-05-08	Class A Common Stock (2202)	Direct
2014-05-08	Restricted Stock Units	$	A	909	Acquired		Class A Common Stock (909)	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock Options (Right to Buy)	$32.81	2017-05-06	Class A Common Stock (681)	681	Indirect
Stock Options (Right to Buy)	$37.76	2018-05-04	Class A Common Stock (1343)	1343	Indirect
Stock Options (Right to Buy)	$50.35	2019-05-17	Class A Common Stock (1643)	1643	Indirect
Stock Options (Right to Buy)	$79.67	2020-05-09	Class A Common Stock (1999)	1999	Direct

Footnotes

F1: On May 7, 2014, 830 of the Reporting Person's restricted stock units were settled for an equal number of shares of Class A Common Stock.

F2: The securities are held by The Jack Langer 2012 Irrevocable Family Trust for estate planning purposes. The trustee of the trust is the reporting person's spouse. The reporting person disclaims beneficial ownership of these securities, except to the extent of his pecuniary interest therein.

F3: Shares withheld for payment of tax liability.

F4: The Reporting Person gifted these shares to a 501(c)(3) institution in an exempt transaction pursuant to Rule 16b-5 of the Securities Exchange Act of 1934, as amended.

F5: Represents the weighted average price of the shares sold. The prices of the shares sold pursuant to the transactions ranged from $97.00 to $97.25 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.

F6: These options are immediately exercisable.

F7: These options vest in accordance with the following schedule: 548 vest on the earlier of May 17, 2013 or the day immediately prior to the 2013 annual meeting of shareholders; 547 vest on the earlier of May 17, 2014 or the day immediately prior to the 2014 annual meeting of shareholders; and 548 vest on the earlier of May 17, 2015 or the day immediately prior to the 2015 annual meeting of shareholders.

F8: Each restricted stock unit represents a contingent right to receive one share of Class A Common Stock.

F9: These restricted stock units vest in accordance with the following schedule: 483 vest on the earlier of May 17, 2013 or the day immediately prior to the 2013 annual meeting of shareholders; 483 vest on the earlier of May 17, 2014 or the day immediately prior to the 2014 annual meeting of shareholders; and 483 vest on the earlier of May 17, 2015 or the day immediately prior to the 2015 annual meeting of shareholders.

F10: These options vest in accordance with the following schedule: 667 vest on the earlier of May 9, 2014 or the day immediately prior to the 2014 annual meeting of shareholders; 666 vest on the earlier of May 9, 2015 or the day immediately prior to the 2015 annual meeting of shareholders; and 666 vest on the earlier of May 9, 2016 or the day immediately prior to the 2016 annual meeting of shareholders.

F11: These restricted stock units vest in accordance with the following schedule: 347 vest on the earlier of May 9, 2014 or the day immediately prior to the 2014 annual meeting of shareholders; 346 vest on the earlier of May 9, 2015 or the day immediately prior to the 2015 annual meeting of shareholders; and 347 vest on the earlier of May 9, 2016 or the day immediately prior to the 2016 annual meeting of shareholders.

F12: These options vest in accordance with the following schedule: 734 vest on the earlier of May 8, 2015 or the day immediately prior to the 2015 annual meeting of shareholders; 734 vest on the earlier of May 8, 2016 or the day immediately prior to the 2016 annual meeting of shareholders; and 734 vest on the earlier of May 8, 2017 or the day immediately prior to the 2017 annual meeting of shareholders.

F13: These restricted stock units vest in accordance with the following schedule: 303 vest on the earlier of May 8, 2015 or the day immediately prior to the 2015 annual meeting of shareholders; 303 vest on the earlier of May 8, 2016 or the day immediately prior to the 2016 annual meeting of shareholders; and 303 vest on the earlier of May 8, 2017 or the day immediately prior to the 2017 annual meeting of shareholders.