SBA Communications (SBAC) Form 4 SBA COMMUNICATIONS / DUNCAN COCROFT ownership change

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).

1. Name and Address of Reporting Person^*

COCROFT DUNCAN

(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)	Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
05/01/2020

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	05/01/2020		M		270	A	(1)	69,807	D
Class A Common Stock	05/01/2020		M		201	A	(2)	70,008	D
Class A Common Stock	05/01/2020		M		181	A	(3)	70,189	D
Class A Common Stock	05/01/2020		F		242(4)	D	$289.92	69,947	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)	$96.8							(5)	05/08/2021	Class A Common Stock	2,202		2,202	D
Stock Options (Right to Buy)	$113.55							(5)	05/21/2022	Class A Common Stock	1,899		1,899	D
Stock Options (Right to Buy)	$100							(5)	05/13/2023	Class A Common Stock	2,308		2,308	D
Stock Options (Right to Buy)	$132							(5)	05/18/2024	Class A Common Stock	1,977		1,977	D
Restricted Stock Units	(6)	05/01/2020		M			270	(7)	(7)	Class A Common Stock	270	(1)	0	D
Stock Options (Right to Buy)	$157.51							(8)	05/17/2025	Class A Common Stock	1,411		1,411	D
Restricted Stock Units	(6)	05/01/2020		M			201	(9)	(9)	Class A Common Stock	201	(2)	201	D
Stock Options (Right to Buy)	$212.31							(10)	05/16/2026	Class A Common Stock	1,501		1,501	D
Restricted Stock Units	(6)	05/01/2020		M			181	(11)	(11)	Class A Common Stock	181	(3)	365	D

Explanation of Responses:

1. On May 1, 2020, 270 of the Reporting Person's restricted stock units were settled for an equal number of Class A Common Stock.

2. On May 1, 2020, 201 of the Reporting Person's restricted stock units were settled for an equal number of Class A Common Stock.

3. On May 1, 2020, 181 of the Reporting Person's restricted stock units were settled for an equal number of Class A Common Stock.

4. Shares withheld for tax liability.

5. These options are exercisable immediately.

6. Each restricted stock unit represents a contingent right to receive one share of Class A Common Stock.

7. These restricted stock units vest in accordance with the following schedule: 268 vest on May 1, 2018; 269 vest on May 1, 2019; and 270 vest on May 1, 2020.

8. These options vest in accordance with the following schedule: 470 vest on May 1, 2019; 470 vest on May 1, 2020; and 471 vest on May 1, 2021.

9. These restricted stock units vest in accordance with the following schedule: 200 vest on May 1, 2019; 201 vest on May 1, 2020; and 201 vest on May 1, 2021.

10. These options vest in accordance with the following schedule: 500 vest on May 1, 2020; 500 vest on May 1, 2021; and 501 vest on May 1, 2022.

11. These restricted stock units vest in accordance with the following schedule: 181 vest on May 1, 2020; 182 vest on May 1, 2021; and 183 vest on May 1, 2022.

Remarks:

	/s/ Thomas P. Hunt, Attorney-in-Fact	05/05/2020
	** 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).
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