Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
(b)
On March 27, 2023, Duncan H. Cocroft, a member of the Board of Directors (the
"Board") of SBA Communications Corporation (the "Company") since 2004, notified
the Board that he had decided to retire and would not stand for re-election at
the Company's 2023 Annual Meeting of Shareholders. Mr. Cocroft confirmed that
his decision to not stand for re-election was not due to any disagreement with
the Company on any matter relating to the Company's operations, policies or
practices.
On March 28, 2023, Fidelma Russo, a member of the Board since 2020, notified the
Board that she had decided not to stand for re-election at the Company's 2023
Annual Meeting of Shareholders in order to focus on her other commitments and
that the decision not to stand for re-election was not due to any disagreement
with the Company on any matter relating to the Company's operations, policies or
practices.
The Company and the Board wish to sincerely thank Mr. Cocroft and Ms. Russo for
their years of service and significant contributions to the Company.
As a result of the Board's ongoing succession planning and refreshment
activities, the Company is prepared and currently expects to nominate two
independent director candidates for election at the 2023 Annual Meeting of
Shareholders to replace the outgoing directors. The Board anticipates that its
independent director nominees will be consistent with its commitment to seeking
diversity and balance among directors of race, gender, geography, thought,
viewpoints, backgrounds, skills, experience, and expertise.
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