Sec Form 4 Filing - Cavanagh Brendan Thomas @ SBA COMMUNICATIONS CORP - 2024-03-04

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Cavanagh Brendan Thomas
2. Issuer Name and Ticker or Trading Symbol
SBA COMMUNICATIONS CORP [ SBAC]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
PRESIDENT AND CEO
(Last) (First) (Middle)
C/O SBA COMMUNICATIONS CORPORATION, 8051 CONGRESS AVENUE
3. Date of Earliest Transaction (MM/DD/YY)
03/04/2024
(Street)
BOCA RATON, FL33487
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Class A Common Stock 03/04/2024 M 1,291 A $ 0 43,137.757 D
Class A Common Stock 03/04/2024 F 508.008 ( 1 ) D $ 208.29 42,629.749 D
Class A Common Stock 03/04/2024 M 7,744 ( 2 ) A $ 0 50,373.749 D
Class A Common Stock 03/04/2024 F 3,053.863 ( 1 ) D $ 208.29 47,319.886 D
Class A Common Stock 03/04/2024 M 1,155 A $ 0 48,474.886 D
Class A Common Stock 03/04/2024 F 454.492 ( 1 ) D $ 208.29 48,020.394 D
Class A Common Stock 19,052 I By LLC ( 3 )
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Options (Right to Buy) $ 156.5 ( 4 ) 03/06/2025 Class A Common Stock 50,212 50,212 D
Stock Options (Right to Buy) $ 182.3 ( 4 ) 03/06/2026 Class A Common Stock 55,741 55,741 D
Restricted Stock Units ( 5 ) 03/04/2024 M 1,291 ( 6 ) ( 6 ) Class A Common Stock 1,291 $ 0 0 D
Performance Restricted Stock Units ( 7 ) 03/04/2024 M 7,744 ( 2 ) ( 8 ) ( 8 ) Class A Common Stock 7,744 $ 0 0 D
Restricted Stock Units ( 5 ) 03/04/2024 M 1,155 ( 9 ) ( 9 ) Class A Common Stock 1,155 $ 0 0 D
Performance Restricted Stock Units ( 7 ) ( 10 ) ( 10 ) Class A Common Stock 3,465 3,465 D
Performance Restricted Stock Units ( 7 ) ( 11 ) ( 11 ) Class A Common Stock 3,465 3,465 D
Restricted Stock Units ( 5 ) ( 12 ) ( 12 ) Class A Common Stock 4,335 4,335 D
Performance Restricted Stock Units ( 7 ) ( 13 ) ( 13 ) Class A Common Stock 4,335 4,335 D
Performance Restricted Stock Units ( 7 ) ( 14 ) ( 14 ) Class A Common Stock 4,335 4,335 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Cavanagh Brendan Thomas
C/O SBA COMMUNICATIONS CORPORATION
8051 CONGRESS AVENUE
BOCA RATON, FL33487
X PRESIDENT AND CEO
Signatures
/s/ Joshua Koenig, Attorney-in-Fact 03/06/2024
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Shares withheld for payment of tax liability.
( 2 )As previously reported on a Form 4, the Reporting Person was awarded 3,872 performance restricted stock units (PSUs) on March 4, 2021 which were subject to increase or decrease based the results of the performance condition. On March 4, 2024, these PSUs vested at 200% of target based on the results of the performance condition, such that 7,744 shares of Class A Common Stock became issuable to the Reporting Person.
( 3 )These shares are owned by Cavanagh Investments, LLC. The Reporting Person is the manager of Cavanagh Investments, LLC and a trust for the benefit of the Reporting Person's spouse owns all of the equity interests in Cavanagh Investments, LLC. The Reporting Person disclaims beneficial ownership of the shares owned by Cavanagh Investments, LLC, except to the extent of his pecuniary interest therein.
( 4 )These stock options are fully vested and exercisable.
( 5 )Each restricted stock unit represents a contingent right to receive one share of Class A Common Stock.
( 6 )These restricted stock units vest in accordance with the following schedule: 1,290 vest on the first anniversary of the grant date and 1,291 vest on the second and third anniversaries of the grant date (March 4, 2021).
( 7 )Each performance restricted stock unit represents a contingent right to receive one share of Class A Common Stock.
( 8 )These performance restricted stock units have a three-year performance period and to the extent earned will vest 100% on March 4, 2024, 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 conditions.
( 9 )These restricted stock units vest in accordance with the following schedule: 1,155 vest on the first through third anniversaries of the grant date (March 4, 2022)
( 10 )These performance restricted stock units have a three-year performance period and to the extent earned will vest 100% on March 4, 2025, 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 conditions.
( 11 )These performance restricted stock units have a three-year performance period and to the extent earned will vest 100% on March 4, 2025, 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 conditions.
( 12 )These restricted stock units units vest in accordance with the following schedule: 1,445 vet on the first through third anniversaries of the grant date (March 6, 2023).
( 13 )These performance restricted stock units have a three-year performance period and to the extent earned will vest 100% on March 6, 2026, 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 conditions.
( 14 )These performance restricted stock units have a three-year performance period and to the extent earned will vest 100% on March 6, 2026, 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 conditions.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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