| 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*
(Street)
| 2. Issuer Name and Ticker or Trading Symbol SBA COMMUNICATIONS CORP [ SBAC ] | 5. Relationship of Reporting Person(s) to Issuer (Check all applicable)
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| 3. Date of Earliest Transaction (Month/Day/Year) 03/04/2016 | ||||||||||||||||||||||||||
| 4. If Amendment, Date of Original Filed (Month/Day/Year) | 6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 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 | 03/05/2016 | M | 1,361 | A | (1) | 16,039 | D | |||
| Class A Common Stock | 03/05/2016 | F | 373(2) | D | $96.58 | 15,666 | D | |||
| Class A Common Stock | 03/06/2016 | M | 1,720 | A | (3) | 17,386 | D | |||
| Class A Common Stock | 03/06/2016 | M | 1,545 | A | (4) | 18,931 | D | |||
| Class A Common Stock | 03/06/2016 | M | 1,537 | A | (5) | 20,468 | D | |||
| Class A Common Stock | 03/06/2016 | F | 1,315(2) | D | $96.58 | 19,153 | D | |||
| Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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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 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) | $35.71 | (6) | 03/04/2017 | Class A Common Stock | 28,409 | 28,409 | D | ||||||||
| Stock Options (Right to Buy) | $42.15 | (6) | 03/04/2018 | Class A Common Stock | 29,593 | 29,593 | D | ||||||||
| Stock Options (Right to Buy) | $47.52 | (6) | 03/06/2019 | Class A Common Stock | 31,103 | 31,103 | D | ||||||||
| Restricted Stock Units | (7) | 03/06/2016 | M | 1,720 | (8) | (8) | Class A Common Stock | 1,720 | (3) | 0 | D | ||||
| Stock Options (Right to Buy) | $72.99 | (9) | 03/06/2020 | Class A Common Stock | 47,199 | 47,199 | D | ||||||||
| Restricted Stock Units | (7) | 03/06/2016 | M | 1,545 | (10) | (10) | Class A Common Stock | 1,545 | (4) | 1,545 | D | ||||
| Stock Options (Right to Buy) | $95.53 | (11) | 03/06/2021 | Class A Common Stock | 60,588 | 60,588 | D | ||||||||
| Restricted Stock Units | (7) | 03/06/2016 | M | 1,537 | (12) | (12) | Class A Common Stock | 1,537 | (5) | 3,073 | D | ||||
| Stock Options (Right to Buy) | $124.59 | (13) | 03/05/2022 | Class A Common Stock | 54,411 | 54,411 | D | ||||||||
| Restricted Stock Units | (7) | 03/05/2016 | M | 1,361 | (14) | (14) | Class A Common Stock | 1,361 | (1) | 4,085 | D | ||||
| Stock Options (Right to Buy) | $96.58 | 03/04/2016 | A | 68,258 | (15) | 03/04/2023 | Class A Common Stock | 68,258 | $0.00 | 68,258 | D | ||||
| Restricted Stock Units | (7) | 03/04/2016 | A | 6,672 | (16) | (16) | Class A Common Stock | 6,672 | $0.00 | 6,672 | D | ||||
| Explanation of Responses: |
| 1. On March 5, 2016, 1,361 of the Reporting Person's restricted stock units were settled for an equal number of shares of Class A Common Stock. |
| 2. Shares withheld for payment of tax liability. |
| 3. On March 6, 2016, 1,720 of the Reporting Person's restricted stock units were settled for an equal number of shares of Class A Common Stock |
| 4. On March 6, 2016, 1,545 of the Reporting Person's restricted stock units were settled for an equal number of shares of Class A Common Stock. |
| 5. On March 6, 2016, 1,537 of the Reporting Person's restricted stock units were settled for an equal number of shares of Class A Common Stock. |
| 6. These options are immediately exercisable. |
| 7. Each restricted stock unit represents a contingent right to receive one share of Class A Common Stock. |
| 8. These restricted stock units vest in accordance with the following schedule: 1,719 vest on each of the first and third anniversary of the grant date and 1,720 vest on each of the second and fourth anniversary of the grant date (March 6, 2012). |
| 9. These options vest in accordance with the following schedule: 11,799 vest on the first anniversary of the grant date and 11,800 vest on each of the second through fourth anniversaries of the grant date (March 6, 2013). |
| 10. These restricted stock units vest in accordance with the following schedule: 1,545 vest on each of the first through fourth anniversaries of the grant date (March 6, 2013). |
| 11. These options vest in accordance with the following schedule: 15,147 vest on each of the first through fourth anniversaries of the grant date (March 6, 2014). |
| 12. These restricted stock units vest in accordance with the following schedule: 1,536 vest on each of the first and third anniversary of the grant date and 1,537 vest on each of the second and fourth anniversary of the grant date (March 6, 2014). |
| 13. These options vest in accordance with the following schedule: 13,602 vest on the first anniversary of the grant date and 13,603 vest on each of the second through fourth anniversaries of the grant date (March 5, 2015). |
| 14. These restricted stock units vest in accordance with the following schedule: 1,361 vest on each of the first and third anniversary of the grant date and 1,362 vest on each of the second and fourth anniversary of the grant date (March 5, 2015). |
| 15. These options vest in accordance with the following schedule: 17,064 vest on each of the first and third anniversary of the grant date and 17,065 vest on each of the second and fourth anniversary of the grant date (March 4, 2016). |
| 16. These restricted stock units vest in accordance with the following schedule: 1,668 vest on each of the first through fourth anniversaries of the grant date (March 4, 2016). |
| Remarks: |
| /s/ Thomas P. Hunt, Attorney-in-Fact | 03/08/2016 | |
| ** 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. | ||
