SBA Communications Insider Filing Shows Minor Tax-Related Share Withholding

Rhea-AI Filing Summary

Form 4 filing – SBA Communications (SBAC): EVP-Site Leasing Donald Day reported routine equity-compensation activity dated 1 Aug 2025.

• RSU vesting (Code M): 456 Class A shares issued at $0.
• Tax withholding (Code F): 179.436 shares automatically surrendered at $224.72 to satisfy taxes; not an open-market sale.
• Post-transaction ownership: 6,955.815 directly held shares, down 2.5% from 7,135.251.
• Outstanding derivatives: 5,739 fully-vested options (strike $182.30) and 13,753 unvested or performance-based RSUs/PRSUs vesting between 2026-2028.

No changes to corporate strategy or fundamentals are disclosed; the filing reflects standard executive compensation mechanics.

Insights

Securities Analyst

TL;DR: Minor, tax-driven insider trade; no fundamental signal.

The net disposal of 179 shares is negligible versus SBAC's ~108 m share float. Code F indicates shares were withheld by the issuer for payroll taxes, avoiding market impact. The executive retained 277 shares from the vesting and still holds nearly 7 k shares plus sizeable unvested equity, aligning incentives. No buying or discretionary selling occurred, so the event is informational rather than directional.

Corporate Governance Expert

TL;DR: Routine compensation event; governance posture unchanged.

The disclosure confirms vesting schedules and performance criteria for outstanding RSUs/PRSUs, consistent with prior grants. Continued use of multi-year, performance-linked awards supports long-term alignment. There are no red flags such as accelerated vesting, unusual option repricing, or large discretionary sales. Impact on shareholder value is neutral.

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
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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^*

DAY DONALD

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP - SITE LEASING

3. Date of Earliest Transaction (Month/Day/Year)
08/01/2025

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	08/01/2025		M		456	A	$0	7,135.251	D
Class A Common Stock	08/01/2025		F		179.436(1)	D	$224.72	6,955.815	D

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
Stock Options (Right to Buy)	$182.3							(2)	03/06/2026	Class A Common Stock	5,739		5,739	D
Restricted Stock Units	(3)							(4)	(4)	Class A Common Stock	270		270	D
Performance Restricted Stock Units	(5)							(6)	(6)	Class A Common Stock	809		809	D
Performance Restricted Stock Units	(5)							(7)	(7)	Class A Common Stock	809		809	D
Restricted Stock Units	(3)							(8)	(8)	Class A Common Stock	1,110		1,110	D
Performance Restricted Stock Units	(5)							(9)	(9)	Class A Common Stock	1,665		1,665	D
Restricted Stock Units	(3)	08/01/2025		M			456	(10)	(10)	Class A Common Stock	456	$0	914	D
Restricted Stock Units	(3)							(11)	(11)	Class A Common Stock	4,045		4,045	D
Performance Restricted Stock Units	(5)							(12)	(12)	Class A Common Stock	4,045		4,045	D

Explanation of Responses:

1. Shares withheld for the payment of tax liability.

2. These options are fully vested and immediately exercisable.

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 will vest 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. 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.

8. These restricted stock units vest in accordance with the following schedule: 555 vested on the first anniversary and 555 will vest on the second through third anniversaries of the grant date (March 6, 2024).

9. 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.

10. 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).

11. These restricted stock units vest in accordance with the following schedule: 1,348 vest on the first and second anniversaries of the grant date and 1,349 vest on the third anniversary of the grant date (March 6, 2025).

12. 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.

	/s/ Joshua Koenig, Attorney-in-Fact	08/04/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

How many SBAC shares did EVP Donald Day acquire on 01-Aug-2025?

456 Class A shares were issued through RSU vesting (Transaction Code M).

Did the SBAC executive sell shares on the open market?

No. 179.436 shares were withheld by the issuer (Code F) solely to cover tax liabilities; no market sale occurred.

What is Donald Day's direct SBAC share ownership after the transaction?

He now directly holds 6,955.815 shares.

What derivative securities does the executive still hold?

Holdings include 5,739 fully-vested options (strike $182.30) and 13,753 unvested or performance RSUs/PRSUs vesting through 2028.

Is this Form 4 filing likely to impact SBAC's stock price?

The transaction is routine and small relative to float, so minimal price impact is expected.