Cavanagh Brendan Thomas 4
4 · SBA COMMUNICATIONS CORP · Filed Mar 9, 2026
Research Summary
AI-generated summary of this filing
SBA Communications (SBAC) CEO Brendan Cavanagh Receives Awards; Shares Withheld
What Happened
Brendan Cavanagh, President & CEO of SBA Communications (SBAC), received vested restricted and performance stock units and also received new equity awards. On March 6, 2026, previously granted RSUs/PSUs converted to 19,084 shares (1,445 + 8,670 + 3,966 + 5,003). To cover tax withholding, a total of ~7,242.672 shares were surrendered/withheld, with a cash value of $1,417,319 (withholding price $195.69/share). On March 5, 2026 he was also granted two new equity awards totaling 42,148 units (16,859 and 25,289), which are subject to vesting and/or performance conditions.
Key Details
- Transaction dates: March 5, 2026 (new awards granted), March 6, 2026 (RSU/PSU conversions/vests and tax withholdings). Filing date: March 9, 2026 (appears timely).
- Conversion/vests (code M): 1,445; 8,670; 3,966; 5,003 shares @ $0.00 (these were RSU/PSU issuances upon vesting).
- Tax withholding (code F): 568.607 shares ($111,271), 3,144.765 shares ($615,399), 1,560.62 shares ($305,398), 1,968.68 shares ($385,251) — total ~7,242.672 shares withheld, $1,417,319 at $195.69/share.
- Grants (code A): 16,859 and 25,289 derivative awards on Mar 5, 2026 @ $0.00 (subject to vesting/performance).
- Notable footnotes: PSUs awarded on Mar 6, 2023 vested at 200% producing 8,670 shares (F2); several new awards are performance-based or multi-year RSUs (F10–F16). F1 indicates shares were withheld to pay tax liability.
- Shares owned after the transactions are not summarized here — see the Form 4 for the reporter’s post-transaction beneficial ownership.
Context
- These transactions reflect awards vesting and new grants rather than open‑market sales. The withheld shares reflect tax withholding (common practice) rather than a public sale; this is effectively a cashless settlement to satisfy tax obligations.
- Performance RSUs may increase up to 200% (where noted) and some newly granted units have multi‑year performance/vesting schedules.
- Transaction codes: A = award/grant, M = exercise/conversion (vesting of RSUs/PSUs), F = shares withheld for tax, D = disposition to issuer.
Insider Transaction Report
Form 4
Cavanagh Brendan Thomas
DirectorPRESIDENT AND CEO
Transactions
- Exercise/Conversion
Class A Common Stock
2026-03-06+1,445→ 53,386.113 total - Tax Payment
Class A Common Stock
[F1]2026-03-06$195.69/sh−568.607$111,271→ 52,817.506 total - Exercise/Conversion
Class A Common Stock
[F2]2026-03-06+8,670→ 61,487.506 total - Tax Payment
Class A Common Stock
[F1]2026-03-06$195.69/sh−3,144.765$615,399→ 58,342.741 total - Exercise/Conversion
Class A Common Stock
2026-03-06+3,966→ 62,308.741 total - Tax Payment
Class A Common Stock
[F1]2026-03-06$195.69/sh−1,560.62$305,398→ 60,748.121 total - Exercise/Conversion
Class A Common Stock
2026-03-06+5,003→ 65,751.121 total - Tax Payment
Class A Common Stock
[F1]2026-03-06$195.69/sh−1,968.68$385,251→ 63,782.441 total - Exercise/Conversion
Restricted Stock Units
[F5][F6]2026-03-06−1,445→ 0 total→ Class A Common Stock (1,445 underlying) - Exercise/Conversion
Performance Restricted Stock Units
[F7][F2][F8]2026-03-06−4,335→ 0 total→ Class A Common Stock (4,335 underlying) - Disposition to Issuer
Performance Restricted Stock Units
[F7][F9][F10]2026-03-06−4,335→ 0 total→ Class A Common Stock (4,335 underlying) - Exercise/Conversion
Restricted Stock Units
[F5][F11]2026-03-06−3,966→ 3,966 total→ Class A Common Stock (3,966 underlying) - Exercise/Conversion
Restricted Stock Units
[F5][F13]2026-03-06−5,003→ 10,008 total→ Class A Common Stock (5,003 underlying) - Award
Restricted Stock Units
[F5][F15]2026-03-05+16,859→ 16,859 total→ Class A Common Stock (16,859 underlying) - Award
Performance Restricted Stock Units
[F7][F16]2026-03-05+25,289→ 25,289 total→ Class A Common Stock (25,289 underlying)
Holdings
- 19,055(indirect: By LLC)
Class A Common Stock
[F3] - 14,254(indirect: By LLC)
Class A Common Stock
[F4] - 17,846
Performance Restricted Stock Units
[F7][F12]→ Class A Common Stock (17,846 underlying) - 22,516
Performance Restricted Stock Units
[F7][F14]→ Class A Common Stock (22,516 underlying)
Footnotes (16)
- [F1]Shares withheld for payment of tax liability.
- [F10]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 condition.
- [F11]These restricted stock units vest in accordance with the following schedule: 3,966 vested on the first and second anniversaries and 3,966 vest on the third anniversary of the grant date (March 6, 2024).
- [F12]These performance restricted stock units will be earned based upon the Issuer's performance on each of three different financial metrics during the three-year performance period. Once earned, the performance restricted stock units will vest on March 6, 2027. The number of shares of Class A Common Stock that will be earned is subject to decrease or increase (up to 200%) based on the results of the performance conditions.
- [F13]These restricted stock units vest in accordance with the following schedule: 5,003 vested on the first anniversary of the grant date and 5,004 vest on the second and third anniversaries of the grant dare (March 6, 2025).
- [F14]These performance restricted stock units will be earned based upon the Issuer's performance on each of three different financial metrics during the three-year performance period. Once earned, the performance restricted stock units will vest on March 6, 2028. The number of shares of Class A Common Stock that will be earned is subject to decrease or increase (up to 200%) based on the results of the performance conditions.
- [F15]These restricted stock units vests in accordance with the following schedule: 5,619 vest on the first anniversary and 5,620 vest on the second through third anniversaries of the grant date (March 5, 2026).
- [F16]These performance restricted stock units will be earned based upon the Issuer's performance on each of three different financial metrics during the three-year performance period. Once earned, the performance restricted stock units will vest on March 5, 2029. The number of shares of Class A Common Stock that will be earned is subject to decrease or increase (up to 200%) based on the results of the performance conditions.
- [F2]As previously reported on a Form 4, the Reporting Person was awarded 4,335 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 8,670 shares of Class A Common Stock became issuable to the Reporting Person.
- [F3]These shares are owned by Cavanagh Investments, LLC. The Reporting Person is the manager of Cavanagh Investments, LLC and a trust for the benefit of the Reporting Person's spouse owns all of the equity interests in Cavanagh Investments, LLC. The Reporting Person disclaims beneficial ownership of the shares owned by Cavanagh Investments, LLC, except to the extent of his pecuniary interest therein.
- [F4]These shares are owned by Eagle SC LLC. The Reporting Person's spouse is the manager of Eagle SC LLC and a trust for the benefit of the Reporting Person owns 95.646% of Eagle SC LLC, and the Reporting Person is the trustee of the trust.
- [F5]Each restricted stock unit represents a contingent right to receive one share of Class A Common Stock.
- [F6]These restricted stock units units vest in accordance with the following schedule: 1,445 vested on the first through third anniversaries of the grant date (March 6, 2023).
- [F7]Each performance restricted stock unit represents a contingent right to receive one share of Class A Common Stock.
- [F8]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 condition.
- [F9]The PSUs previously reported as acquired by the reporting person were forfeited because the minimum performance criteria required for vesting was not met.
Signature
/s/ Joshua Westerman, Attorney-in-Fact|2026-03-09