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 | 655 | (4) | (4) | Class A Common Stock | 655 | $ 0 | 0 | D | ||||
| Performance Restricted Stock Units | (5) | 03/06/2026 | M | 1,965 | (6) | (6) | Class A Common Stock | 1,965 | $ 0 | 0 | D | ||||
| Performance Restricted Stock Units | (5) | 03/06/2026 | D | 1,965(7) | (8) | (8) | Class A Common Stock | 1,965 | $ 0 | 0 | D | ||||
| Restricted Stock Units | (3) | 03/06/2026 | M | 1,480 | (9) | (9) | Class A Common Stock | 1,480 | $ 0 | 1,480 | D | ||||
| Performance Restricted Stock Units | (5) | (10) | (10) | Class A Common Stock | 4,440 | 4,440 | D | ||||||||
| Restricted Stock Units | (3) | 03/06/2026 | M | 1,920 | (11) | (11) | Class A Common Stock | 1,920 | $ 0 | 3,840 | D | ||||
| Performance Restricted Stock Units | (5) | (12) | (12) | Class A Common Stock | 5,760 | 5,760 | D | ||||||||
| Restricted Stock Units | (3) | 03/05/2026 | A | 6,717 | (13) | (13) | Class A Common Stock | 6,717 | $ 0 | 6,717 | D | ||||
| Performance Restricted Stock Units | (5) | 03/05/2026 | A | 6,716 | (14) | (14) | Class A Common Stock | 6,716 | $ 0 | 6,716 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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KOENIG JOSHUA C/O SBA COMMUNICATIONS CORPORATION 8051 CONGRESS AVENUE BOCA RATON, FL 33487 |
EXECUTIVE VP/GENERAL COUNSEL | |||
| /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 1,965 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 3,930 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: 655 vested on the first through third anniversaries 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 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 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 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 condition. |
| (9) | These restricted stock units vest in accordance with the following schedule: 1,480 vested on the first anniversary and 1,480 vest on the second and 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 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: 1,920 vested on the first anniversary and 1,920 vest on the second and third anniversaries 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. |
| (13) | These restricted stock units vest in accordance with the following schedule: 2,239 vest on the first through third anniversaries of the grant date (March 5, 2026). |
| (14) | 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. |