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SBA COMMUNICATIONS CORP·4

Mar 9, 6:30 PM ET

STOOPS JEFFREY 4

4 · SBA COMMUNICATIONS CORP · Filed Mar 9, 2026

Research Summary

AI-generated summary of this filing

Updated

SBA Communications (SBAC) Chairman Jeffrey Stoops Exercises PSUs, Sells Shares

What Happened

  • Jeffrey Stoops, Chairman and a director of SBA Communications (SBAC), had performance and restricted stock units convert to shares on March 6, 2026. Specifically, 20,808 shares issued from performance RSUs (PSUs vested at 200% of target) and 3,468 shares from time-based RSUs became issuable. To satisfy tax liabilities and for settlement, portions of those shares were withheld or surrendered rather than sold on the open market.
  • Tax-withheld/share-surrender details reported: 1,283.159 shares withheld (valued at $195.69 each = $251,101) and 8,187.947 shares withheld (valued at $195.69 each = $1,602,299), for total cash value withheld of $1,853,400. The filing also shows related dispositions/surrenders of 10,404 shares back to the issuer (reported at $0).

Key Details

  • Transaction date: March 6, 2026; Form 4 filed March 9, 2026 (filed within the normal two-business-day window — timely).
  • Main numbers: 20,808 PSUs vested (200% payout); 3,468 RSUs vested. Total tax-withheld value: $1,853,400 (9,471.106 shares at $195.69).
  • Notable footnotes: F2 confirms PSUs awarded 3/6/2023 vested at 200% on 3/6/2026; F1 indicates shares were withheld to pay tax liability; other footnotes (F5, F10, F11) describe remaining RSU vesting schedules.
  • Shares owned after the reported transactions: not specified in the provided summary of the filing.
  • Transaction codes: M = exercise/conversion of derivative (PSU/RSU vesting); F = shares withheld to pay tax liability; D = disposition to issuer.

Context

  • This was not an open-market purchase or discretionary sale; it was compensation-related vesting and net settlement. The withholding of shares to cover taxes is a routine, cashless-like settlement common when restricted or performance awards vest.
  • PSUs that vested at 200% increased the number of shares issuable compared with target awards; the filing shows portions of those vested shares used to satisfy tax obligations and surrender requirements rather than being held or sold in the market.

Insider Transaction Report

Form 4
Period: 2026-03-06
SBA COMMUNICATIONS CORPSBAC
STOOPS JEFFREY
DirectorOther
Transactions
  • Exercise/Conversion

    Class A Common Stock

    2026-03-06+3,468→ 129,494.626 total
  • Tax Payment

    Class A Common Stock

    [F1]
    2026-03-06$195.69/sh−1,283.159$251,101→ 128,211.467 total
  • Exercise/Conversion

    Class A Common Stock

    [F2]
    2026-03-06+20,808→ 149,019.467 total
  • Tax Payment

    Class A Common Stock

    [F1]
    2026-03-06$195.69/sh−8,187.947$1,602,299→ 140,831.52 total
  • Exercise/Conversion

    Restricted Stock Units

    [F4][F5]
    2026-03-06−3,468→ 0 total
    → Class A Common Stock (3,468 underlying)
  • Exercise/Conversion

    Performance Restricted Stock Units

    [F6][F2][F7]
    2026-03-06−10,404→ 0 total
    → Class A Common Stock (10,404 underlying)
  • Disposition to Issuer

    Performance Restricted Stock Units

    [F6][F8][F9]
    2026-03-06−10,404→ 0 total
    → Class A Common Stock (10,404 underlying)
Holdings

  • Class A Common Stock

    [F3]
    (indirect: By Partnership)
    259,863

  • Restricted Stock Units

    [F4][F10]
    → Class A Common Stock (604 underlying)
    604

  • Restricted Stock Units

    [F4][F11]
    → Class A Common Stock (994 underlying)
    994
Footnotes (11)
  • [F1]Shares withheld for payment of tax liability.
  • [F10]These restricted stock units vest in accordance with the following schedule: 302 vested on May 1, 2025; 302 vest on May 1, 2026; and 302 vest on May 1, 2027.
  • [F11]These restricted stock units vest in accordance with the following schedule: 331 vest on May 1, 2026; 331 vest on May 1, 2027; and 332 vest on May 1, 2028.
  • [F2]As previously reported on a Form 4, the Reporting Person was awarded 10,404 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 20,808 shares of Class A Common Stock became issuable to the Reporting Person.
  • [F3]These shares are owned by Calculated Risk Partners, L.P., a Delaware limited partnership ("CRLP"). The Reporting Person and his spouse control the general partner of CRLP. The Reporting Person disclaims beneficial ownership of the stock owned by CRLP except to the extent of his pecuniary interest therein.
  • [F4]Each restricted stock unit represents a contingent right to receive one share of Class A Common Stock.
  • [F5]These restricted stock units vest in accordance with the following schedule: 3,468 vest on the first through third anniversaries of the grant date (March 6, 2023).
  • [F6]Each performance restricted stock unit represents a contingent right to receive one share of Class A Common Stock.
  • [F7]These performance restricted 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 period.
  • [F8]The PSUs previously reported as acquired by the reporting person were forfeited because the minimum performance criteria required for vesting was not met.
  • [F9]These performance restricted 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 period.
Signature
/s/ Joshua Westerman , Attorney-in-Fact|2026-03-09

Documents

2 files