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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 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) | ||
| 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 | ||||||||
| Stock Options (Right to Buy) | $ 32.81 | (4) | 05/06/2017 | Class A Common Stock | 1,021 (1) | 1,021 (1) | D | ||||||||
| Stock Options (Right to Buy) | $ 37.76 | (4) | 05/04/2018 | Class A Common Stock | 1,007 (1) | 1,007 (1) | D | ||||||||
| Restricted Stock Units | (5) | 05/04/2014 | M | 307 (1) | (6) | (6) | Class A Common Stock | 307 (1) | (2) | 0 (1) | D | ||||
| Stock Options (Right to Buy) | $ 50.35 | (7) | 05/17/2019 | Class A Common Stock | 822 (1) | 822 (1) | D | ||||||||
| Restricted Stock Units | (5) | (8) | (8) | Class A Common Stock | 483 (1) | 483 (1) | D | ||||||||
| Stock Options (Right to Buy) | $ 79.67 | (9) | 05/09/2020 | Class A Common Stock | 999 (1) | 999 (1) | D | ||||||||
| Restricted Stock Units | (5) | (10) | (10) | Class A Common Stock | 520 (1) | 520 (1) | D | ||||||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| CARR BRIAN C C/O SBA COMMUNICATIONS CORPORATION 5900 BROKEN SOUND PARKWAY N.W. BOCA RATON, FL 33487 |
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| /s/ Joshua M. Koenig, Attorney-in-Fact | 05/06/2014 | |
| **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) | Includes the impact of the disposition of an aggregate of 1,311 restricted stock units and options to purchase an aggregate of 3,850 shares of Class A common stock, pursuant to a transaction exempt from reporting under Rule 16a-12 under the Exchange Act. |
| (2) | On May 4, 2014, 307 of the Reporting Person's restricted stock units were settled for an equal number of shares of Class A Common Stock. |
| (3) | Includes the impact of the disposition of 1,680 shares of Class A common stock pursuant to a transaction exempt from reporting under Rule 16a-12 under the Exchange Act. |
| (4) | These options are immediately exercisable. |
| (5) | Each restricted stock unit represents a contingent right to receive one share of Class A common stock. |
| (6) | These restricted stock units vest in accordance with the following schedule: 307 vest on the earlier of May 4, 2014 or the day immediately prior to the 2014 annual meeting of shareholders. |
| (7) | These options vest in accordance with the following schedule: 274 are vested; 274 vest on the earlier of May 17, 2014 or the day immediately prior to the 2014 annual meeting of shareholders; and 274 vest on the earlier of May 17, 2015 or the day immediately prior to the 2015 annual meeting of shareholders. |
| (8) | These restricted stock units vest in accordance with the following schedule: 242 vest on the earlier of May 17, 2014 or the day immediately prior to the 2014 annual meeting of shareholders and 241 vest on the earlier of May 17, 2015 or the day immediately prior to the 2015 annual meeting of shareholders. |
| (9) | These options vest in accordance with the following schedule: 333 vest on the earlier of May 9, 2014 or the day immediately prior to the 2014 annual meeting of shareholders; 333 vest on the earlier of May 9, 2015 or the day immediately prior to the 2015 annual meeting of shareholders; and 333 vest on the earlier of May 9, 2016 or the day immediately prior to the 2016 annual meeting of shareholders. |
| (10) | These restricted stock units vest in accordance with the following schedule: 174 vest on the earlier of May 9, 2014 or the day immediately prior to the 2014 annual meeting of shareholders; 173 vest on the earlier of May 9, 2015 or the day immediately prior to the 2015 annual meeting of shareholders; and 173 vest on the earlier of May 9, 2016 or the day immediately prior to the 2016 annual meeting of shareholders. |