03/09/2026 | Press release | Distributed by Public on 03/09/2026 16:30
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FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) | ||
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1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) |
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 (Month/Day/Year) |
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) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Restricted Stock Units | (3) | 03/06/2026 | M | 270 | (4) | (4) | Class A Common Stock | 270 | $ 0 | 0 | D | ||||
| Performance Restricted Stock Units | (5) | 03/06/2026 | M | 809(2) | (6) | (6) | Class A Common Stock | 809 | $ 0 | 0 | D | ||||
| Performance Restricted Stock Units | (5) | 03/06/2026 | D | 809(7) | (8) | (8) | Class A Common Stock | 809 | $ 0 | 0 | D | ||||
| Restricted Stock Units | (3) | 03/06/2026 | M | 555 | (9) | (9) | Class A Common Stock | 555 | $ 0 | 555 | D | ||||
| Performance Restricted Stock Units | (5) | (10) | (10) | Class A Common Stock | 1,665 | 1,665 | D | ||||||||
| Restricted Stock Units | (3) | (11) | (11) | Class A Common Stock | 914 | 914 | D | ||||||||
| Restricted Stock Units | (3) | 03/06/2026 | M | 1,348 | (12) | (12) | Class A Common Stock | 1,348 | $ 0 | 2,697 | D | ||||
| Performance Restricted Stock Units | (5) | (13) | (13) | Class A Common Stock | 4,045 | 4,045 | D | ||||||||
| Restricted Stock Units | (3) | 03/05/2026 | A | 5,005 | (14) | (14) | Class A Common Stock | 5,005 | $ 0 | 5,005 | D | ||||
| Performance Restricted Stock Units | (5) | 03/05/2026 | A | 5,005 | (15) | (15) | Class A Common Stock | 5,005 | $ 0 | 5,005 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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DAY DONALD C/O SBA COMMUNICATIONS CORPORATION 8051 CONGRESS AVENUE BOCA RATON, FL 33487 |
EVP - SITE LEASING | |||
| /s/ Joshua Westerman, Attorney-in-Fact | 03/09/2026 | |
| **Signature of Reporting Person | Date |
| * | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
| ** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
| (1) | Shares withheld for payment of tax liability. |
| (2) | As previously reported on a Form 4, the Reporting Person was awarded 809 performance restricted stock units ("PSUs") on March 6, 2023 which were subject to increase or decrease based on the results of the performance condition. On March 6, 2026, these PSUs vested at 200% of target based on the results of the performance condition, such that 1618 shares of Class A Common Stock became issuable to the Reporting Person. |
| (3) | Each restricted stock unit represents a contingent right to receive one share of Class A Common Stock. |
| (4) | These restricted stock units vest in accordance with the following schedule: 269 vested on the first anniversary of the grant date and 270 vested on the second anniversary and 270 vested on the third anniversary of the grant date (March 6, 2023). |
| (5) | Each performance restricted stock unit represents a contingent right to receive one share of Class A Common Stock. |
| (6) | These performance restricted stock units have a three-year performance period and to the extent earned will vest on March 6, 2026. The number of shares of Class A Common Stock that will be earned is subject to increase (up to 200%) or decrease based on the results of the performance condition. |
| (7) | The PSUs previously reported as acquired by the reporting person were forfeited because the minimum performance criteria required for vesting was not met. |
| (8) | These performance restricted stock units have a three-year performance period and to the extent earned will vest on March 6, 2026. The number of shares of Class A Common Stock that will be earned is subject to increase (up to 200%) or decrease based on the results of the performance condition. |
| (9) | These restricted stock units vest in accordance with the following schedule: 555 vested on the first and second anniversary and 555 will vest on the third anniversaries of the grant date (March 6, 2024). |
| (10) | These performance restricted stock units will be earned based upon the Issuer's performance on each of three different financial metrics during the three-year performance period. Once earned, the performance restricted stock units will vest on March 6, 2027. 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 decrease or increase (up to 200%) based on the results of the performance conditions. |
| (11) | These restricted stock units vest in accordance with the following schedule: 456 vest on the first anniversary of the grant date and 457 vest on the second and third anniversaries of the grant date (August 1, 2024). |
| (12) | These restricted stock units vest in accordance with the following schedule: 1,348 vested on the first anniversary; 1,348 will vest on the second anniversary of the grant date and 1,349 vest on the third anniversary of the grant date (March 6, 2025). |
| (13) | These performance restricted stock units will be earned based upon the Issuer's performance on each of three different financial metrics during the three-year performance period. Once earned, the performance restricted stock units will vest on March 6, 2028. The number of shares of Class A Common Stock that will be earned is subject to decrease or increase (up to 200%) based on the results of the performance conditions. |
| (14) | These restricted stock units vest in accordance with the following schedule: 1,668 will vest on the first and second anniversaries and 1,669 will vest on the third anniversary of the grant date (March 5, 2026). |
| (15) | These performance restricted stock units will be earned based upon the Issuer's performance on each of three different financial metrics during the three-year performance period. Once earned, the performance restricted stock units will vest on March 5, 2029. The number of shares of Class A Common Stock that will be earned is subject to decrease or increase (up to 200%) based on the results of the performance conditions. |