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SBA COMMUNICATIONS CORP Director's Dealing 2014

May 7, 2014

30276_dirs_2014-05-06_bf9c9eeb-4a25-45e0-9067-178a7ba4377c.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SBA COMMUNICATIONS CORP (SBAC)
CIK: 0001034054
Period of Report: 2014-05-04

Reporting Person: CARR BRIAN C (Director)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2014-05-04 Class A Common Stock M 307 Acquired 1988 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2014-05-04 Restricted Stock Units $ M 307 Disposed Class A Common Stock (307) Direct

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Stock Options (Right to Buy) $32.81 2017-05-06 Class A Common Stock (1021) 1021 Direct
Stock Options (Right to Buy) $37.76 2018-05-04 Class A Common Stock (1007) 1007 Direct
Stock Options (Right to Buy) $50.35 2019-05-17 Class A Common Stock (822) 822 Direct
Restricted Stock Units $ Class A Common Stock (483) 483 Direct
Stock Options (Right to Buy) $79.67 2020-05-09 Class A Common Stock (999) 999 Direct
Restricted Stock Units $ Class A Common Stock (520) 520 Direct

Footnotes

F1: Includes the impact of the disposition of an aggregate of 1,311 restricted stock units and options to purchase an aggregate of 3,850 shares of Class A common stock, pursuant to a transaction exempt from reporting under Rule 16a-12 under the Exchange Act.

F2: On May 4, 2014, 307 of the Reporting Person's restricted stock units were settled for an equal number of shares of Class A Common Stock.

F3: Includes the impact of the disposition of 1,680 shares of Class A common stock pursuant to a transaction exempt from reporting under Rule 16a-12 under the Exchange Act.

F4: These options are immediately exercisable.

F5: Each restricted stock unit represents a contingent right to receive one share of Class A common stock.

F6: These restricted stock units vest in accordance with the following schedule: 307 vest on the earlier of May 4, 2014 or the day immediately prior to the 2014 annual meeting of shareholders.

F7: These options vest in accordance with the following schedule: 274 are vested; 274 vest on the earlier of May 17, 2014 or the day immediately prior to the 2014 annual meeting of shareholders; and 274 vest on the earlier of May 17, 2015 or the day immediately prior to the 2015 annual meeting of shareholders.

F8: These restricted stock units vest in accordance with the following schedule: 242 vest on the earlier of May 17, 2014 or the day immediately prior to the 2014 annual meeting of shareholders and 241 vest on the earlier of May 17, 2015 or the day immediately prior to the 2015 annual meeting of shareholders.

F9: These options vest in accordance with the following schedule: 333 vest on the earlier of May 9, 2014 or the day immediately prior to the 2014 annual meeting of shareholders; 333 vest on the earlier of May 9, 2015 or the day immediately prior to the 2015 annual meeting of shareholders; and 333 vest on the earlier of May 9, 2016 or the day immediately prior to the 2016 annual meeting of shareholders.

F10: These restricted stock units vest in accordance with the following schedule: 174 vest on the earlier of May 9, 2014 or the day immediately prior to the 2014 annual meeting of shareholders; 173 vest on the earlier of May 9, 2015 or the day immediately prior to the 2015 annual meeting of shareholders; and 173 vest on the earlier of May 9, 2016 or the day immediately prior to the 2016 annual meeting of shareholders.