Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
On March 28, 2022, SBA Communications Corporation (the "Company") appointed Jay
L. Johnson to the Company's Board of Directors (the "Board"), effective
immediately. Mr. Johnson will serve as a Class I director for a term expiring at
the 2022 Annual Meeting of Shareholders, at which time he will stand for
re-election. Concurrent with his appointment, the Board was expanded to nine
members. Mr. Johnson will serve on the Audit Committee of the Board.
The Board has determined that Mr. Johnson qualifies as independent under the
applicable Nasdaq listing standards. There are no arrangements or understandings
between Mr. Johnson and any other persons with respect to his appointment as a
director. Neither Mr. Johnson nor any immediate family member of Mr. Johnson 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.
Mr. Johnson 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 2021
Annual Meeting of Shareholders filed with the Securities and Exchange Commission
on April 1, 2021. The Company also plans to enter into an indemnification
agreement with Mr. Johnson, 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 Mr. Johnson's appointment to the Board is
furnished with this report as Exhibit 99.1.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
As described in Item 5.02 of this Current Report on Form 8-K, the following
exhibits are furnished as part of this Current Report.
Exhibit
No. Description
99.1 Press release issued by SBA Communications Corporation on March 29,
2022.
104 Cover Page Interactive File (the cover page tags are embedded within
the Inline XBRL document).
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