SBA COMMUNICATIONS CORP — Director's Dealing 2020

Mar 5, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SBA COMMUNICATIONS CORP (SBAC)
CIK: 0001034054
Period of Report: 2020-03-02

Reporting Person: STOOPS JEFFREY (Director, Chief Executive Officer & Pres)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-03-02	Class A Common Stock	S	20823	$278.94	Disposed	242712	Direct
2020-03-02	Class A Common Stock	S	3921	$279.25	Disposed	238791	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Class A Common Stock	151515	Indirect
Class A Common Stock	259863	Indirect
Class A Common Stock	5675	Indirect
Class A Common Stock	5425	Indirect
Class A Common Stock	5175	Indirect
Class A Common Stock	3950	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock Options (Right to Buy)	$124.59	2022-03-05	Class A Common Stock (159913)	159913	Direct
Stock Options (Right to Buy)	$96.58	2023-03-04	Class A Common Stock (201614)	201614	Direct
Restricted Stock Units	$		Class A Common Stock (4927)	4927	Direct
Stock Options (Right to Buy)	$115.17	2024-03-06	Class A Common Stock (173635)	173635	Direct
Restricted Stock Units	$		Class A Common Stock (8912)	8912	Direct
Stock Options (Right to Buy)	$156.50	2025-03-06	Class A Common Stock (137601)	137601	Direct
Restricted Stock Units	$		Class A Common Stock (10758)	10758	Direct
Stock Options (Right to Buy)	$182.30	2026-03-06	Class A Common Stock (149994)	149994	Direct
Restricted Stock Units	$		Class A Common Stock (13950)	13950	Direct
Restricted Stock Units	$		Class A Common Stock (9768)	9768	Direct
Performance Restricted Stock Units	$		Class A Common Stock (9768)	9768	Direct
Performance Restricted Stock Units	$		Class A Common Stock (9768)	9768	Direct

Footnotes

F1: Represents the weighted average price of the shares sold. The prices of the shares sold pursuant to the transaction ranged from $278.16 to $279.15 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: Includes 105 shares acquired on February 28, 2020 pursuant to the SBA Communications Corporation 2018 Employee Stock Purchase Plan.

F3: Represents the weighted average price of the shares sold. The prices of the shares sold pursuant to the transaction ranged from $279.16 to $279.58 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.

F4: These shares are owned by Calculated Risk SBA Holdings, LLC, a Delaware limited liability company ("CRLLC"). The Reporting Person and his spouse control the manager of CRLLC. The Reporting Person disclaims beneficial
ownership of the stock owned by CRLLC except to the extent of his pecuniary interest therein.

F5: These shares are owned by Calculated Risk Partners, L.P., a Delaware limited partnership ("CRLP"). The Reporting Person and his spouse control the general partner of CRLP. The Reporting Person disclaims beneficial ownership of the stock owned by CRLP except to the extent of his pecuniary interest therein.

F6: Each of the four different trusts is for the benefit of one of the Reporting Person's four children.

F7: These options are immediately exercisable.

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: 4,926 vest on the first anniversary of the grant date and 4,927 vest on each of the second through fourth anniversaries of the grant date (March 4, 2016).

F10: These options vest in accordance with the following schedule: 43,408 vest on the first anniversary of the grant date and 43,409 vest on each of the second through fourth anniversaries of the grant date (March 6, 2017).

F11: These restricted stock units vest in accordance with the following schedule: 4,455 vest on the first anniversary of the grant date and 4,456 vest on each of the second through fourth anniversaries of the grant date (March 6, 2017).

F12: These options vest in accordance with the following schedule: 34,400 vest on each of the first through third anniversaries of the grant date and 34,401 vest on the fourth anniversary of the grant date (March 6, 2018).

F13: These restricted stock units vest in accordance with the following schedule: 3,585 vest on the first anniversary of the grant date and 3,586 vest on each of the second through fourth anniversaries of the grant date (March 6, 2018).

F14: These options vest in accordance with the following schedule: 37,498 vest on each of the first and third anniversaries of the grant date and 37,499 vest on each of the second and fourth anniversaries of the grant date (March 6, 2019).

F15: These restricted stock units vest in accordance with the following schedule: 3,487 vest on each of the first and third anniversaries of the grant date and 3,488 vest on each of the second and fourth anniversaries of the grant date (March 6, 2019).

F16: These restricted stock units vest in accordance with the following schedule: 3,256 vest on each of the first through third anniversaries of the grant date (February 25, 2020).

F17: Each performance restricted stock unit represents a contingent right to receive one share of Class A Common Stock.

F18: These performance restricted stock units have a three-year performance period and to the extent earned will vest 100% on February 25, 2023, which is the third anniversary of the grant date. The number of shares of Class A Common Stock that will be earned at the end of the three-year performance period is subject to increase or decrease based on the results of the performance condition.

F19: These performance restricted stock units have a three-year performance period and to the extent earned will vest 100% on February 25, 2023, which is the third anniversary of the grant date. The number of shares of Class A Common Stock that will be earned at the end of the three-year performance period is subject to increase or decrease based on the results of the performance condition.