SEC FORM 4

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

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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^*

STOOPS JEFFREY

(Last)

(First)

(Middle)

C/O SBA COMMUNICATIONS CORPORATION

5900 BROKEN SOUND PARKWAY, NW

(Street)

BOCA RATON

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)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chief Executive Officer & Pres

3. Date of Earliest Transaction (Month/Day/Year)
03/04/2010

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock	01/27/2010		G⁽¹⁾		2,800	D	$0	442,044⁽²⁾	D
Class A Common Stock	01/27/2010		G⁽¹⁾		700	A	$0	3,350	I	By Trust⁽³⁾
Class A Common Stock	01/27/2010		G⁽¹⁾		700	A	$0	3,350	I	By Trust⁽³⁾
Class A Common Stock	01/27/2010		G⁽¹⁾		700	A	$0	3,350	I	By Trust⁽³⁾
Class A Common Stock	01/27/2010		G⁽¹⁾		700	A	$0	3,350	I	By Trust⁽³⁾
Class A Common Stock								619,863	I	By Limited Partnership⁽⁴⁾

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Stock Options (Right to Buy)	$8.56							⁽⁵⁾	02/01/2015	Class A Common Stock	43,750		43,750	D
Stock Options (Right to Buy)	$19.1							⁽⁵⁾	01/19/2016	Class A Common Stock	142,500		142,500	D
Stock Options (Right to Buy)	$28.54							⁽⁶⁾	02/26/2014	Class A Common Stock	142,500		142,500	D
Stock Options (Right to Buy)	$32.39							⁽⁷⁾	02/28/2015	Class A Common Stock	150,000		150,000	D
Stock Options (Right to Buy)	$19.68							⁽⁸⁾	03/05/2016	Class A Common Stock	194,605		194,605	D
Stock Options (Right to Buy)	$35.71	03/04/2010		A		84,598		⁽⁹⁾	03/04/2017	Class A Common Stock	84,598	$0	84,598	D
Restricted Stock Units	⁽¹⁰⁾	03/04/2010		A		19,308		⁽¹¹⁾	⁽¹¹⁾	Class A Common Stock	19,308	$0	19,308	D

Explanation of Responses:

1. On January 27, 2010, the reporting person gifted an aggregate of 2,800 shares to four different trusts, each of which is for the benefit of one of the reporting person's four children. Each trust received 700 shares. The transfer of the shares was an exempt transaction pursuant to Rule 16b-5 of the Exchange Act.

2. Includes 705 shares acquired on March 1, 2010 pursuant to SBA Communications Corporation 1999 Employee Stock Purchase Plan.

3. Each of the four different trusts is for the benefit of one of the reporting person's four children.

4. 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.

5. These options are immediately exercisable.

6. These options vest in accordance with the following schedule: 35,625 vest on each of the first through fourth anniversaries of the grant date (February 26, 2007).

7. These options vest in accordance with the following schedule: 37,500 vest on each of the first through fourth anniversaries of the grant date (February 28, 2008).

8. These options vest in accordance with the following schedule: 48,651 vest on each of the first through the third anniversaries of the grant date and 48,652 vest on the fourth anniversary of the grant date (March 5, 2009).

9. These options vest in accordance with the following schedule: 21,149 vest on each of the first and the third anniversary of the grant date and 21,150 vest on each of the second and the fourth anniversary of the grant date (March 4, 2010).

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

11. These restricted stock units vest in accordance with the following schedule: 4,827 vest on each of the first through the fourth anniversaries of the grant date (March 4, 2010).

	/s/ Jeffrey A. Stoops	03/08/2010
	** 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).
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