STOCK TITAN

SBA Communications (SBAC) chair reports PSU vesting, tax share withholdings

Filing Impact
(High)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

SBA Communications Corp director and chairman Jeffrey Stoops reported equity award vesting and related share movements. On March 6, 2026, 3,468 restricted stock units and 10,404 performance restricted stock units were exercised or converted into Class A Common Stock, including 20,808 shares from performance units that vested at 200% of target based on a three-year performance condition. To cover tax liabilities, 1,283.159 and 8,187.947 Class A shares were withheld at a price of $195.6900 per share, leaving 140,831.520 Class A shares held directly after the reported non-derivative transactions. Footnotes show additional restricted stock units with scheduled vesting dates and an indirect holding of 259,863 Class A shares through Calculated Risk Partners, L.P.

Positive

  • None.

Negative

  • None.
Insider STOOPS JEFFREY
Role Director
Type Security Shares Price Value
Exercise Restricted Stock Units 3,468 $0.00 --
Exercise Performance Restricted Stock Units 10,404 $0.00 --
Disposition Performance Restricted Stock Units 10,404 $0.00 --
Exercise Class A Common Stock 3,468 $0.00 --
Tax Withholding Class A Common Stock 1,283.159 $195.69 $251K
Exercise Class A Common Stock 20,808 $0.00 --
Tax Withholding Class A Common Stock 8,187.947 $195.69 $1.60M
holding Restricted Stock Units -- -- --
holding Restricted Stock Units -- -- --
holding Class A Common Stock -- -- --
Holdings After Transaction: Restricted Stock Units — 0 shares (Direct); Performance Restricted Stock Units — 0 shares (Direct); Class A Common Stock — 129,494.626 shares (Direct); Class A Common Stock — 259,863 shares (Indirect, By Limited Partnership)
Footnotes (1)
  1. Shares withheld for payment of tax liability. As previously reported on a Form 4, the Reporting Person was awarded 10,404 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 20,808 shares of Class A Common Stock became issuable to the Reporting Person. 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. Each restricted stock unit represents a contingent right to receive one share of Class A Common Stock. These restricted stock units vest in accordance with the following schedule: 3,468 vest on the first through third anniversaries of the grant date (March 6, 2023). Each performance restricted stock unit represents a contingent right to receive one share of Class A Common Stock. These performance restricted stock units have a three-year performance period and to the extent earned vest on March 6, 2026. The number of shares of Class A Common Stock that will be earned is subject to increase or decrease based on the results of the performance period. The PSUs previously reported as acquired by the reporting person were forfeited because the minimum performance criteria required for vesting was not met. These performance restricted stock units have a three-year performance period and to the extent earned vest on March 6, 2026. The number of shares of Class A Common Stock that will be earned is subject to increase or decrease based on the results of the performance period. These restricted stock units vest in accordance with the following schedule: 302 vested on May 1, 2025; 302 vest on May 1, 2026; and 302 vest on May 1, 2027. These restricted stock units vest in accordance with the following schedule: 331 vest on May 1, 2026; 331 vest on May 1, 2027; and 332 vest on May 1, 2028.
SEC Form 4
FORM 4 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
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
STOOPS JEFFREY

(Last) (First) (Middle)
C/O SBA COMMUNICATIONS CORPORATION
8051 CONGRESS AVENUE

(Street)
BOCA RATON FL 33487

(City) (State) (Zip)
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
Officer (give title below) X Other (specify below)
CHAIRMAN
3. Date of Earliest Transaction (Month/Day/Year)
03/06/2026
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 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 03/06/2026 M 3,468 A $0 129,494.626 D
Class A Common Stock 03/06/2026 F 1,283.159(1) D $195.69 128,211.467 D
Class A Common Stock 03/06/2026 M 20,808(2) A $0 149,019.467 D
Class A Common Stock 03/06/2026 F 8,187.947(1) D $195.69 140,831.52 D
Class A Common Stock 259,863 I By Limited Partnership(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 (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 Securities Underlying Derivative Security (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: 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
Restricted Stock Units (4) 03/06/2026 M 3,468 (5) (5) Class A Common Stock 3,468 $0 0 D
Performance Restricted Stock Units (6) 03/06/2026 M 10,404(2) (7) (7) Class A Common Stock 10,404 $0 0 D
Performance Restricted Stock Units (6) 03/06/2026 D 10,404(8) (9) (9) Class A Common Stock 10,404 $0 0 D
Restricted Stock Units (4) (10) (10) Class A Common Stock 604 604 D
Restricted Stock Units (4) (11) (11) Class A Common Stock 994 994 D
Explanation of Responses:
1. Shares withheld for payment of tax liability.
2. As previously reported on a Form 4, the Reporting Person was awarded 10,404 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 20,808 shares of Class A Common Stock became issuable to the Reporting Person.
3. 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.
4. Each restricted stock unit represents a contingent right to receive one share of Class A Common Stock.
5. These restricted stock units vest in accordance with the following schedule: 3,468 vest on the first through third anniversaries of the grant date (March 6, 2023).
6. Each performance restricted stock unit represents a contingent right to receive one share of Class A Common Stock.
7. These performance restricted stock units have a three-year performance period and to the extent earned vest on March 6, 2026. The number of shares of Class A Common Stock that will be earned is subject to increase or decrease based on the results of the performance period.
8. The PSUs previously reported as acquired by the reporting person were forfeited because the minimum performance criteria required for vesting was not met.
9. These performance restricted stock units have a three-year performance period and to the extent earned vest on March 6, 2026. The number of shares of Class A Common Stock that will be earned is subject to increase or decrease based on the results of the performance period.
10. These restricted stock units vest in accordance with the following schedule: 302 vested on May 1, 2025; 302 vest on May 1, 2026; and 302 vest on May 1, 2027.
11. These restricted stock units vest in accordance with the following schedule: 331 vest on May 1, 2026; 331 vest on May 1, 2027; and 332 vest on May 1, 2028.
/s/ Joshua Westerman , Attorney-in-Fact 03/09/2026
** Signature of Reporting Person Date
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).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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 Number.

FAQ

What insider transactions did SBAC chairman Jeffrey Stoops report on March 6, 2026?

Jeffrey Stoops reported exercises of restricted and performance stock units into Class A Common Stock, plus share withholdings for taxes. The filing shows multiple derivative conversions and non-derivative share transactions tied to long-term equity awards and associated tax obligations.

How many SBA Communications (SBAC) shares came from performance stock units vesting?

A total of 20,808 Class A Common shares became issuable from performance restricted stock units. Footnotes state 10,404 performance units granted in 2023 vested at 200% of target on March 6, 2026 after a three-year performance period, yielding 20,808 shares.

Were any SBA Communications (SBAC) shares sold on the open market in this Form 4?

The Form 4 shows dispositions coded as “F,” meaning shares were withheld to pay exercise price or tax liabilities. This indicates tax-withholding dispositions, not open-market sales, with shares delivered back at a reported price of $195.6900 per share.

How many SBA Communications (SBAC) shares does Jeffrey Stoops hold directly after these transactions?

After the reported non-derivative transactions, Jeffrey Stoops directly holds 140,831.520 Class A Common shares. This figure reflects equity award conversions into stock and share withholdings for tax obligations recorded on March 6, 2026.

What ongoing restricted stock unit vesting schedules affect SBAC’s Jeffrey Stoops?

Footnotes describe several restricted stock unit schedules. One grant vests 3,468 units on each of the first through third anniversaries of March 6, 2023. Other RSU grants vest in tranches on May 1, 2025, 2026, 2027 and May 1, 2026, 2027, 2028.

Does Jeffrey Stoops have indirect SBA Communications (SBAC) share ownership?

Yes. The filing notes 259,863 Class A Common shares held indirectly through Calculated Risk Partners, L.P. Stoops and his spouse control that partnership’s general partner, and he disclaims beneficial ownership beyond his pecuniary interest in the entity’s holdings.