Brian D Lazarus Form 4 SBA COMMUNICATIONS / Brian D Lazarus 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

OMB APPROVAL

OMB Number:	3235-0287
Estimated average burden
hours per response:	0.5

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^*

Lazarus Brian D

(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)
SVP & Chief Accounting Officer

3. Date of Earliest Transaction (Month/Day/Year)
03/04/2017

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	03/04/2017		M		680	A	(1)	9,234(2)	D
Class A Common Stock	03/04/2017		F		207(3)	D	$114.98	9,027	D
Class A Common Stock	03/05/2017		M		537	A	(4)	9,564	D
Class A Common Stock	03/05/2017		F		162(3)	D	$114.98	9,402	D
Class A Common Stock	03/06/2017		M		565	A	(5)	9,967	D
Class A Common Stock	03/06/2017		M		548	A	(6)	10,515	D
Class A Common Stock	03/06/2017		F		366(3)	D	$114.98	10,149	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)	$47.52							(7)	03/06/2019	Class A Common Stock	9,480		9,480	D
Stock Options (Right to Buy)	$72.99							(7)	03/06/2020	Class A Common Stock	17,245		17,245	D
Restricted Stock Units	(8)	03/06/2017		M			565	(9)	(9)	Class A Common Stock	565	(5)	0	D
Stock Options (Right to Buy)	$95.53							(10)	03/06/2021	Class A Common Stock	21,607		21,607	D
Restricted Stock Units	(8)	03/06/2017		M			548	(11)	(11)	Class A Common Stock	548	(6)	548	D
Stock Options (Right to Buy)	$124.59							(12)	03/05/2022	Class A Common Stock	21,478		21,478	D
Restricted Stock Units	(8)	03/05/2017		M			537	(13)	(13)	Class A Common Stock	537	(4)	1,075	D
Stock Options (Right to Buy)	$96.58							(14)	03/04/2023	Class A Common Stock	27,842		27,842	D
Restricted Stock Units	(8)	03/04/2017		M			680	(15)	(15)	Class A Common Stock	680	(1)	2,041	D
Stock Options (Right to Buy)	$115.17	03/06/2017		A		25,131		(16)	03/06/2024	Class A Common Stock	25,131	$0.00	25,131	D
Restricted Stock Units	(8)	03/06/2017		A		2,579		(17)	(17)	Class A Common Stock	2,579	$0.00	2,579	D

Explanation of Responses:

1. On March 4, 2017, 680 of the Reporting Person's restricted stock units were settled for an equal number of shares of Class A Common Stock.

2. Includes 30 shares acquired on August 31, 2016 pursuant to the SBA Communications Corporation 2008 Employee Stock Purchase Plan.

3. Shares withheld for payment of tax liability.

4. On March 5, 2017, 537 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, 2017, 565 of the Reporting Person's restricted stock units were settled for an equal number of shares of Class A Common Stock.

6. On March 6, 2017, 548 of the Reporting Person's restricted stock units were settled for an equal number of shares of Class A Common Stock.

7. These options are immediately exercisable.

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

9. These restricted stock units vest in accordance with the following schedule: 564 vest on each of the first and third anniversaries of the grant date and 565 vest on each of the second and fourth anniversaries of the grant date (March 6, 2013).

10. These options vest in accordance with the following schedule: 5,401 vest on the first anniversary of the grant date and 5,402 vest on each of the second through fourth anniversaries of the grant date (March 6, 2014).

11. These restricted stock units vest in accordance with the following schedule: 548 vest on each of the first through fourth anniversaries of the grant date (March 6, 2014).

12. These options vest in accordance with the following schedule: 5,369 vest on each of the first and third anniversaries of the grant date and 5,370 vest on each of the second and fourth anniversaries of the grant date (March 5, 2015).

13. These restricted stock units vest in accordance with the following schedule: 537 vest on each of the first through third anniversaries of the grant date and 538 vest on the fourth anniversary of the grant date (March 5, 2015).

14. These options vest in accordance with the following schedule: 6,960 vest on each of the first and third anniversaries of the grant date and 6,961 vest on each of the second and fourth anniversaries of the grant date (March 4, 2016).

15. These restricted stock units vest in accordance with the following schedule: 680 vest on each of the first through third anniversaries of the grant date and 681 vest on the fourth anniversary of the grant date (March 4, 2016).

16. These options vest in accordance with the following schedule: 6,282 vest on the first anniversary of the grant date and 6,283 vest on each of the second through fourth anniversaries of the grant date (March 6, 2017).

17. These restricted stock units vest in accordance with the following schedule: 644 vest on the first anniversary of the grant date and 645 vest on each of the second through fourth anniversaries of the grant date (March 6, 2017).

Remarks:

	/s/ Thomas P. Hunt, Attorney-in-Fact	03/07/2017
	** 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.