UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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(NASDAQ Global Select Market) |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On December 13, 2019, SBA Communications Corporation (the “Company”) appointed Fidelma Russo to the Company’s Board of Directors (the “Board”), effective as of January 1, 2020. Ms. Russo will serve as a Class III director for a term expiring at the 2020 Annual Meeting of Shareholders, at which time she will stand for re-election. Concurrent with her appointment, the Board will be expanded to nine members. Upon her appointment, Ms. Russo will serve on the Audit Committee and the Nominating and Corporate Governance Committee of the Board.
The Board has determined that Ms. Russo qualifies as independent under the independence standards set forth in the Nasdaq listing standards. There are no arrangements or understandings between Ms. Russo and any other persons with respect to her appointment as a director. Neither Ms. Russo nor any immediate family member of Ms. Russo has been a participant in any transaction or currently proposed transaction with the Company that is reportable under Item 404(a) of Regulation S-K.
Ms. Russo will participate in the standard non-employee director compensation arrangements described under the heading “Director Compensation” in the Company’s Definitive Proxy Statement on Schedule 14A for the Company’s 2019 Annual Meeting of Shareholders filed with the Securities and Exchange Commission on April 5, 2019. The Company also plans to enter into an indemnification agreement with Ms. Russo, the form of which was previously filed with the Company’s Annual Report on Form 10-K for the year ended December 31, 2008.
A copy of the press release announcing Ms. Russo’s appointment to the Board is furnished with this report as Exhibit 99.1.
Item 9.01 | Financial Statements and Exhibits. |
(d) | Exhibits |
The following exhibit is furnished as part of this Current Report on Form 8-K.
Exhibit No. |
Description | |||
99.1 |
Press release issued by SBA Communications Corporation on December 16, 2019. | |||
104 |
Cover Page Interactive File (the cover page tags are embedded within the Inline XBRL document) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
SBA COMMUNICATIONS CORPORATION | ||
By: |
/s/ Brendan T. Cavanagh | |
Brendan T. Cavanagh | ||
Executive Vice President and Chief Financial Officer |
Date: December 16, 2019
Exhibit 99.1
SBA Communications Appoints Fidelma Russo to Board of Directors
Boca Raton, Florida, December 16, 2019 (BUSINESS NEWSWIRE) SBA Communications Corporation (Nasdaq: SBAC) (SBA) today announced that Fidelma Russo has been elected to the Board of Directors of SBA effective January 1, 2020. Ms. Russo will serve as an independent director and her election will expand the Board of Directors to nine members.
Fidelma is a recognized business leader with multi-disciplinary expertise across technology, finance and strategy, and we are very excited to have her join our Board, said Steven E. Bernstein, Chairman of the Board of SBA. Her extensive experience in building and managing a variety of data-related businesses in global markets will bring invaluable skills and capabilities to our Board as the wireless infrastructure industry continues to change and grow to meet the needs of todays and tomorrows global communications networks.
Ms. Russo is presently Chief Technology Officer and Executive Vice PresidentDigital Services at Iron Mountain Incorporated (NYSE: IRM) where she is responsible for providing leadership, vision and a roadmap for how technology can further strengthen current and future product offerings, service delivery and overall business. Ms. Russo joined Iron Mountain in 2017. Among her many contributions to Iron Mountain, in April 2019 Iron Mountain was recognized as the 2018 Google Cloud Technology Partner of the Year for Artificial Intelligence and Machine Learning. Also in 2019, Data Economy magazine honored Ms. Russo as one of the top 50 Power Women in the data economy. Prior to joining Iron Mountain, Ms. Russo has held positions as Senior Vice President, Enterprise Storage Division, at Dell EMC; Chief Operating Officer at Sepaton; Vice President, Adaptive Infrastructure, at HP, Inc.; and Senior Vice President, Network Storage and Software, at Sun Microsystems/Oracle. Ms. Russo has previously served on the Board of Directors of the Massachusetts Technology Leadership Council and, from 2016 to 2019, on the Board of Directors of Wolters Kluwer N.V. (XAMS: WKL).
Ms. Russo holds a BEng in Electrical Engineering from the University College Cork, Ireland and an MS in Computer Science from Boston University.
About SBA Communications Corporation
SBA Communications Corporation is a leading independent owner and operator of wireless communications infrastructure including towers, buildings, rooftops, distributed antenna systems (DAS) and small cells. With a portfolio of more than 30,000 communications sites in fourteen markets throughout the Americas and South Africa, SBA is listed on NASDAQ under the symbol SBAC. SBA is part of the S&P 500 and is one of the top 20 Real Estate Investment Trusts (REITs) based on market capitalization. For more information, please visit: www.sbasite.com.
Contacts
Mark DeRussy, CFA
Capital Markets
561-226-9531
Lynne Hopkins
Media Relations
561-226-9431
Document and Entity Information |
Dec. 13, 2019 |
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Cover [Abstract] | |
Entity Registrant Name | SBA COMMUNICATIONS CORP |
Amendment Flag | false |
Entity Central Index Key | 0001034054 |
Document Type | 8-K |
Document Period End Date | Dec. 13, 2019 |
Entity Incorporation State Country Code | FL |
Entity File Number | 001-16853 |
Entity Tax Identification Number | 65-0716501 |
Entity Address, Address Line One | 8051 Congress Avenue |
Entity Address, City or Town | Boca Raton |
Entity Address, State or Province | FL |
Entity Address, Postal Zip Code | 33487 |
City Area Code | (561) |
Local Phone Number | 995-7670 |
Written Communications | false |
Soliciting Material | false |
Pre Commencement Tender Offer | false |
Pre Commencement Issuer Tender Offer | false |
Security 12b Title | Class A Common Stock, $0.01 par value per share |
Trading Symbol | SBAC |
Security Exchange Name | NASDAQ |
Entity Emerging Growth Company | false |
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