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
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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).
  
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1. Name and Address of Reporting Person*
KOENIG JOSHUA
(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)
EXECUTIVE VP/GENERAL COUNSEL
3. Date of Earliest Transaction (Month/Day/Year)
03/06/2024
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 03/06/2024 M 655 A $0 6,916.996 D
Class A Common Stock 03/06/2024 F 257.742(1) D $216.5 6,659.254 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) $156.5 (2) 03/06/2025 Class A Common Stock 2,724 2,724 D
Stock Options (Right to Buy) $182.3 (2) 03/06/2026 Class A Common Stock 9,121 9,121 D
Restricted Stock Units (3) (4) (4) Class A Common Stock 216 216 D
Performance Restricted Stock Units (5) (6) (6) Class A Common Stock 646 646 D
Performance Restricted Stock Units (5) (7) (7) Class A Common Stock 646 646 D
Restricted Stock Units (3) 03/06/2024 M 655 (8) (8) Class A Common Stock 655 $0 1,310 D
Performance Restricted Stock Units (5) (9) (9) Class A Common Stock 1,965 1,965 D
Performance Restricted Stock Units (5) (10) (10) Class A Common Stock 1,965 1,965 D
Restricted Stock Units (3) 03/06/2024 A 4,440 (11) (11) Class A Common Stock 4,440 $0 4,440 D
Performance Restricted Stock Units (5) 03/06/2024 A 4,440 (12) (12) Class A Common Stock 4,440 $0 4,440 D
Explanation of Responses:
1. Shares withheld for the payment of tax liability.
2. These options are 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: 215 vest on the first and second anniversaries of the grant date and 216 vest on the third anniversary of the grant date (March 4, 2022).
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 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 (up to 200%) or decrease based on the results of the performance conditions.
7. These performance restricted stock units have a three-year performance period and to the extent earned will vest 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 (up to 200%) or decrease based on the results of the performance conditions.
8. These restricted stock units vest in accordance with the following schedule: 655 vest on the first through third anniversaries of the grant date (March 6, 2023).
9. These performance restricted stock units have a three-year performance period and to the extent earned will vest 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 (up to 200%) or decrease based on the results of the performance conditions.
10. These performance restricted stock units have a three-year performance period and to the extent earned will vest 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 (up to 200%) or decrease based on the results of the performance conditions.
11. These restricted stock units vest in accordance with the following schedule: 1,480 vest on the first through third anniversaries of the grant date (March 6, 2024).
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, 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.
/s/ Joshua Koenig 03/08/2024
** 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.
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