Item 1. FINANCIAL STATEMENTS

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Item 1. FINANCIAL STATEMENTS

SBA COMMUNICATIONS CORPORATION AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS (in thousands, except par values)

March 31,December 31,
20262025
ASSETS(unaudited)
Current assets:
Cash and cash equivalents$269,064$264,568
Restricted cash58,773167,804
Accounts receivable, net161,474171,256
Costs and estimated earnings in excess of billings on uncompleted contracts23,32628,152
Prepaid expenses and other current assets254,856141,651
Total current assets767,493773,431
Property and equipment, net3,415,9363,401,799
Intangible assets, net2,880,0402,882,117
Operating lease right-of-use assets, net2,678,7152,540,229
Acquired and other right-of-use assets, net1,332,4531,325,443
Other assets646,207651,993
Total assets$11,720,844$11,575,012
LIABILITIES, REDEEMABLE NONCONTROLLING INTERESTS,
AND SHAREHOLDERS' DEFICIT
Current liabilities:
Accounts payable$63,549$73,034
Accrued expenses85,44493,502
Current maturities of long-term debt2,683,5311,935,802
Deferred revenue103,650117,309
Accrued interest38,75365,036
Current lease liabilities304,960299,604
Other current liabilities65,80394,014
Total current liabilities3,345,6902,678,301
Long-term liabilities:
Long-term debt, net10,276,20010,964,466
Long-term lease liabilities2,151,3672,119,258
Other long-term liabilities613,488588,244
Total long-term liabilities13,041,05513,671,968
Redeemable noncontrolling interests85,74478,262
Shareholders' deficit:
Preferred stock - par value $0.01, 30,000 shares authorized, no shares issued or outstanding——
Common stock - Class A, par value $0.01, 400,000 shares authorized, 106,063 shares and
105,666 shares issued and outstanding at March 31, 2026 and December 31, 2025,
respectively1,0611,057
Additional paid-in capital3,084,8833,059,427
Accumulated deficit(7,200,856)(7,249,905)
Accumulated other comprehensive loss, net(636,733)(664,098)
Total shareholders' deficit(4,751,645)(4,853,519)
Total liabilities, redeemable noncontrolling interests, and shareholders' deficit$11,720,844$11,575,012

The accompanying condensed notes are an integral part of these consolidated financial statements.

SBA COMMUNICATIONS CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS

(unaudited) (in thousands, except per share amounts)

For the three months
ended March 31,
20262025
Revenues:
Site leasing$656,149$616,209
Site development47,28948,039
Total revenues703,438664,248
Operating expenses:
Cost of revenues (exclusive of depreciation, accretion,
and amortization shown below):
Cost of site leasing131,912115,478
Cost of site development39,42438,188
Selling, general, and administrative expenses (1)70,54866,219
Acquisition and new business initiatives related
adjustments and expenses8,0907,379
Asset impairment and decommission costs29,30037,026
Depreciation, accretion, and amortization81,31665,048
Total operating expenses360,590329,338
Operating income342,848334,910
Other income (expense):
Interest income5,20710,780
Interest expense(128,529)(104,148)
Non-cash interest expense(772)(8,348)
Amortization of deferred financing fees(5,259)(5,434)
Other income, net22,51932,165
Total other expense, net(106,834)(74,985)
Income before income taxes236,014259,925
Provision for income taxes(51,112)(42,019)
Net income184,902217,906
Net (gain) loss attributable to noncontrolling interests(72)2,826
Net income attributable to SBA Communications
Corporation$184,830$220,732
Net income per common share attributable to SBA
Communications Corporation:
Basic$1.75$2.05
Diluted$1.74$2.04
Weighted-average number of common shares
Basic105,815107,744
Diluted106,111108,140

(1)Includes non-cash compensation of $18,286 and $15,075 for the three months ended March 31, 2026 and 2025, respectively.

The accompanying condensed notes are an integral part of these consolidated financial statements.

SBA COMMUNICATIONS CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(unaudited) (in thousands)

For the three months
ended March 31,
20262025
Net income$184,902$217,906
Adjustments related to interest rate swaps11,106(34,860)
Foreign currency translation adjustments15,54357,591
Comprehensive income211,551240,637
Comprehensive loss attributable to noncontrolling interests6443,758
Comprehensive income attributable to SBA
Communications Corporation$212,195$244,395

The accompanying condensed notes are an integral part of these consolidated financial statements.

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SBA COMMUNICATIONS CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF SHAREHOLDERS**’ DEFICIT**

(unaudited) (in thousands)

Accumulated
Class AAdditionalOtherTotal
Common StockPaid-InAccumulatedComprehensiveShareholders'
SharesAmountCapitalDeficitLoss, NetDeficit
BALANCE, December 31, 2025105,666$1,057$3,059,427$(7,249,905)$(664,098)$(4,853,519)
Net income attributable to SBA
Communications Corporation———184,830—184,830
Common stock issued in connection with equity
awards and stock purchase plans, offset
by the impact of net share settlements409414,398——14,402
Non-cash stock compensation——19,184——19,184
Adjustments related to interest rate swaps————11,10611,106
Repurchase and retirement of common stock(12)——(2,245)—(2,245)
Foreign currency translation adjustments
attributable to SBA Communications
Corporation————16,25916,259
Dividends and dividend equivalents
on common stock———(133,536)—(133,536)
Adjustment to redemption amount related to
noncontrolling interests——(8,126)——(8,126)
BALANCE, March 31, 2026106,063$1,061$3,084,883$(7,200,856)$(636,733)$(4,751,645)
Accumulated
Class AAdditionalOtherTotal
Common StockPaid-InAccumulatedComprehensiveShareholders'
SharesAmountCapitalDeficitLoss, NetDeficit
BALANCE, December 31, 2024107,561$1,076$2,975,455$(7,326,189)$(760,280)$(5,109,938)
Net income attributable to SBA
Communications Corporation———220,732—220,732
Common stock issued in connection with equity
awards and stock purchase plans, offset
by the impact of net share settlements467411,710——11,714
Non-cash stock compensation——16,115——16,115
Adjustments related to interest rate swaps————(34,860)(34,860)
Foreign currency translation adjustments
attributable to SBA Communications
Corporation————58,52358,523
Dividends and dividend equivalents
on common stock———(120,759)—(120,759)
Adjustment to redemption amount related to
noncontrolling interests——(12,230)——(12,230)
BALANCE, March 31, 2025108,028$1,080$2,991,050$(7,226,216)$(736,617)$(4,970,703)

The accompanying condensed notes are an integral part of these consolidated financial statements.

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SBA COMMUNICATIONS CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(unaudited) (in thousands)

For the three months ended March 31,
20262025
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income$184,902$217,906
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation, accretion, and amortization81,31665,048
Gain on remeasurement of U.S. denominated intercompany loans(16,260)(54,641)
Non-cash compensation expense18,93615,713
Non-cash asset impairment and decommission costs26,93435,726
Deferred and non-cash income tax provision25,44535,682
Loss on sale of assets3818,785
Other non-cash items reflected in the Statements of Operations13,95719,998
Changes in operating assets and liabilities, net of acquisitions:
Accounts receivable and costs and estimated earnings in excess of
billings on uncompleted contracts, net15,95810,399
Prepaid expenses and other assets(740)(4,642)
Operating lease right-of-use assets, net39,05333,080
Accounts payable and accrued expenses(13,056)(8,537)
Accrued interest(25,701)(26,941)
Long-term lease liabilities(35,053)(32,787)
Other liabilities(60,644)(23,614)
Net cash provided by operating activities255,085301,175
CASH FLOWS FROM INVESTING ACTIVITIES:
Acquisitions(143,496)(63,388)
Capital expenditures(48,397)(46,173)
Purchase of investments(725,129)(228,376)
Proceeds from sale of investments618,000415,840
Repayment of loan from unconsolidated joint venture—115,000
Proceeds from sale of assets2,17640,428
Other investing activities754,935
Net cash (used in) provided by investing activities(296,771)238,266
CASH FLOWS FROM FINANCING ACTIVITIES:
Borrowings under Revolving Credit Facility900,000—
Repayments under Revolving Credit Facility(90,000)—
Repayment of Term Loans(5,750)(5,750)
Repayment of Tower Securities(750,000)(1,165,000)
Payment of dividends on common stock(135,195)(122,275)
Proceeds from employee stock purchase/stock option plans34,01736,002
Payments related to taxes on stock options and restricted stock units(19,615)(24,288)
Other financing activities(3,071)(824)
Net cash used in financing activities(69,614)(1,282,135)
Effect of exchange rate changes on cash, cash equivalents, and restricted cash6,7916,143
NET CHANGE IN CASH, CASH EQUIVALENTS, AND RESTRICTED CASH(104,509)(736,551)
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH:
Beginning of period437,0211,400,657
End of period$332,512$664,106

The accompanying condensed notes are an integral part of these consolidated financial statements.

SBA COMMUNICATIONS CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(unaudited) (in thousands)

For the three months ended March 31,
20262025
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash paid during the period for:
Interest$155,285$132,221
Income taxes$44,730$7,452
SUPPLEMENTAL CASH FLOW INFORMATION OF NON-CASH ACTIVITIES:
Right-of-use assets obtained in exchange for new operating lease liabilities$11,428$28,098
Operating lease modifications and reassessments$51,433$31,417
Right-of-use assets obtained in exchange for new finance lease liabilities$338$879

The accompanying condensed notes are an integral part of these consolidated financial statements.

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SBA COMMUNICATIONS CORPORATION AND SUBSIDIARIES

CONDENSED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

**1.**BASIS OF PRESENTATION

The accompanying consolidated financial statements should be read in conjunction with the Annual Report on Form 10-K for the fiscal year ended December 31, 2025 for SBA Communications Corporation and its subsidiaries (the “Company”). These financial statements have been prepared in accordance with the instructions to Form 10-Q and Article 10 of Regulation S-X and, therefore, omit or condense certain footnotes and other information normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States. In the opinion of the Company’s management, all adjustments (consisting of normal recurring accruals and deferrals) considered necessary for fair financial statement presentation have been made. The results of operations for an interim period may not give a true indication of the results for the full year.

Use of Estimates

The preparation of the consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. The significant estimates made by management relate to the allowance for doubtful accounts, the costs and revenue relating to the Company’s construction contracts, stock-based compensation assumptions, valuation allowance related to deferred tax assets, fair value of long-lived assets, the useful lives of towers and intangible assets, anticipated property tax assessments, incremental borrowing rate for lease accounting, fair value of investments, asset retirement obligations, uncertain tax positions, and accounting for acquisitions of assets. Management develops estimates based on historical experience and on various assumptions about the future that are believed to be reasonable based on the information available. These estimates ultimately may differ from actual results and such differences could be material.

Foreign Currency Translation

All assets and liabilities of foreign subsidiaries that do not utilize the U.S. dollar as its functional currency are translated at period-end exchange rates, while revenues and expenses are translated at monthly average exchange rates during the period. Unrealized translation gains and losses are reported as foreign currency translation adjustments through Accumulated other comprehensive loss, net in the Consolidated Statements of Shareholders’ Deficit.

For foreign subsidiaries where the U.S. dollar is the functional currency, monetary assets and liabilities of such subsidiaries, which are not denominated in U.S. dollars, are remeasured at exchange rates in effect at the balance sheet date, and revenues and expenses are remeasured at monthly average rates prevailing during the year. Remeasurement gains and losses are reported as Other income, net in the Consolidated Statements of Operations.

Intercompany Loans Subject to Remeasurement

In accordance with ASC 830, Foreign Currency Matters, the Company remeasures foreign denominated intercompany loans with the corresponding change in the balance being recorded in Other income, net in the Consolidated Statements of Operations as settlement is anticipated or planned in the foreseeable future. The Company recorded a $10.1 million gain and a $36.0 million gain, net of taxes, on the remeasurement of intercompany loans for the three months ended March 31, 2026 and 2025, respectively. During the three months ended March 31, 2026, the Company made no repayments under its intercompany loan agreements. As of March 31, 2026 and December 31, 2025, the aggregate amount outstanding under the intercompany loan agreements subject to remeasurement with the Company’s foreign subsidiaries was $917.4 million and $917.3 million, respectively.

Accounting Standards Updates

Recently Adopted Accounting Pronouncements

In September 2025, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2025-06, Intangibles – Goodwill and Other – Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software, modernizing the accounting for costs related to internal-use software. The standard removed the development stage model and requires entities to begin capitalizing software costs when management authorizes and commits to funding the software project and when it is probable that the project will be completed and the software will be used for its intended purposes. The standard is effective for annual reporting periods beginning after December 15, 2027, and interim reporting periods within those annual reporting periods. Early adoption is permitted. The Company has elected to adopt the standard as of

January 1, 2026. The adoption of the standard did not have a material impact on the Company’s consolidated financial statements and related disclosures.

Recently Issued Accounting Pronouncements Not Yet Adopted

In November 2024, the FASB issued ASU 2024-03, Income Statement – Reporting Comprehensive Income – Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses, requiring improved expense disclosures, in the notes to the financial statements, of public business entities to provide more detailed information about certain costs and expenses. The standard is effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027. Early adoption is permitted. The Company is currently evaluating the effect of this standard on its consolidated financial statements and related disclosures.

**2.**FAIR VALUE MEASUREMENTS

Items Measured at Fair Value on a Recurring Basis — The Company’s asset retirement obligations are measured at fair value on a recurring basis using Level 3 inputs and are recorded in Other long-term liabilities in the Consolidated Balance Sheets. The fair value of the asset retirement obligations is calculated using a discounted cash flow model.

Refer to Note 16 for discussion of the Company’s redeemable noncontrolling interests.

Items Measured at Fair Value on a Nonrecurring Basis — The Company estimates the fair value of assets subject to impairment using a discounted cash flow (“DCF”) (Level 3 input) analysis. Determining fair value requires the exercise of significant judgments, including the amount and timing of expected future cash flows, long-term growth rates, discount rates and relevant comparable earnings and trading multiples. The cash flows employed in the DCF analysis are based on estimates of future revenues, earnings, and cash flows after considering factors such as tower location demographics, timing of additions of new tenants, lease rates, rate and term of renewal, attrition, ongoing cash requirements, and market multiples. Each of the assumptions are applied based on the specific facts and circumstances of the identified assets at the lowest level of identifiable cash flows. The DCF analysis used an average discount rate ranging from 6.9% - 8.0%.

Asset impairment and decommission costs for all periods presented and the related impaired assets primarily relate to the Company’s site leasing operating segment. The following summarizes the activity of asset impairment and decommission costs:

For the three months
ended March 31,
20262025
(in thousands)
Asset impairment (1)$22,427$30,466
Write-off of carrying value of decommissioned towers3,4902,561
Other (including tower and equipment decommission costs)3,3833,999
Total asset impairment and decommission costs$29,300$37,026

(1)Represents impairment charges resulting from the Company’s regular analysis of whether the anticipated future cash flows from certain towers are sufficient to recover the carrying value of the investment in those towers.

The Company’s long-term investments were $21.7 million and $21.1 million as of March 31, 2026 and December 31, 2025, respectively, and are recorded in Other assets on the Consolidated Balance Sheets. The estimation of the fair value of its investments involves the use of Level 3 inputs. The Company evaluates these investments for indicators of impairment. The Company considers impairment indicators such as negative changes in industry and market conditions, financial performance, business prospects, and other relevant events and factors. If indicators exist and the fair value of the investment is less than the carrying amount, an impairment charge will be recorded. The Company did not recognize any impairment loss associated with its investments during the three months ended March 31, 2026 or 2025.

Fair Value of Financial Instruments — The carrying values of cash and cash equivalents, accounts receivable, restricted cash, accounts payable, and short-term investments approximate their estimated fair values due to the short maturity of these instruments. The Company’s estimate of its short-term investments is based primarily upon Level 1 reported market values. As of March 31, 2026 and December 31, 2025, the Company had $112.1 million and $6.6 million of short-term investments, respectively. For the three months ended March 31, 2026, the Company purchased $723.4 million and sold $618.0 million of short-term

investments. For the three months ended March 31, 2025, the Company purchased $227.0 million and sold $415.8 million of short-term investments.

The Company determines fair value of its debt instruments utilizing various Level 2 sources including quoted prices and indicative quotes (non-binding quotes) from brokers that require judgment to interpret market information including implied credit spreads for similar borrowings on recent trades or bid/ask prices. The fair value of the Revolving Credit Facility is considered to approximate the carrying value because the Company does not believe its credit risk has changed materially from the date the applicable Term SOFR Rate was set for the Revolving Credit Facility (112.5 to 150.0 basis points). Refer to Note 10 for the principal balances, fair values, and carrying values of the Company’s debt instruments.

For discussion of the Company’s derivatives and hedging activities, refer to Note 17.

**3.**CASH, CASH EQUIVALENTS, AND RESTRICTED CASH

The cash, cash equivalents, and restricted cash balances on the Consolidated Statements of Cash Flows consist of the following:

As ofAs of
March 31, 2026December 31, 2025Included on Balance Sheet
(in thousands)
Cash and cash equivalents$269,064$264,568Cash and cash equivalents
Securitization escrow accounts10,8889,175Restricted cash - current asset
Payment, performance bonds, and other47,885158,629Restricted cash - current asset
Surety bonds and workers compensation4,6754,649Other assets - noncurrent
Total cash, cash equivalents, and restricted cash$332,512$437,021

Pursuant to the terms of the Tower Securities (see Note 10), the Company is required to establish a securitization escrow account, held by the indenture trustee, into which all rents and other sums due on the towers that secure the Tower Securities are directly deposited by the lessees. These restricted cash amounts are used to fund reserve accounts for the payment of (1) debt service costs, (2) ground rents, real estate and personal property taxes and insurance premiums related to towers, (3) trustee and servicing expenses, and (4) management fees. The restricted cash in the securitization escrow account in excess of required reserve balances is subsequently released to the Borrowers (as defined in Note 10) monthly, provided that the Borrowers are in compliance with their debt service coverage ratio and that no event of default has occurred. All monies held by the indenture trustee are classified as restricted cash on the Company’s Consolidated Balance Sheets.

Payment and performance bonds relate primarily to collateral requirements for tower construction currently in process by the Company. Other restricted cash includes $47.0 million and $155.8 million of cash held by a qualified intermediary for the Company’s like-kind exchange transaction as of March 31, 2026 and December 31, 2025, respectively. Cash is pledged as collateral related to surety bonds issued for the benefit of the Company or its affiliates in the ordinary course of business and primarily related to the Company’s tower removal obligations. As of March 31, 2026 and December 31, 2025, the Company had $43.3 million in surety and payment and performance bonds for which no collateral was required to be posted. The Company periodically evaluates the collateral posted for its bonds to ensure that it meets the minimum requirements. As of March 31, 2026 and December 31, 2025, the Company had pledged $3.0 million and $2.9 million, respectively, as collateral related to its workers’ compensation policy.

**4.**COSTS AND ESTIMATED EARNINGS ON UNCOMPLETED CONTRACTS

The Company’s costs and estimated earnings on uncompleted contracts are comprised of the following:

As ofAs of
March 31, 2026December 31, 2025
(in thousands)
Costs incurred on uncompleted contracts$150,545$146,706
Estimated earnings55,18553,594
Billings to date(188,063)(179,329)
$17,667$20,971

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These amounts are included in the Consolidated Balance Sheets under the following captions:

As ofAs of
March 31, 2026December 31, 2025
(in thousands)
Costs and estimated earnings in excess of billings on uncompleted contracts$23,326$28,152
Billings in excess of costs and estimated earnings on
uncompleted contracts (included in Other current liabilities)(5,659)(7,181)
$17,667$20,971

At March 31, 2026 and December 31, 2025, the two largest customers comprised 94.7% and 95.4%, respectively, of the costs and estimated earnings in excess of billings on uncompleted contracts, net of billings in excess of costs and estimated earnings on uncompleted contracts.

**5.**PREPAID EXPENSES AND OTHER CURRENT ASSETS AND OTHER ASSETS

The Company’s prepaid expenses and other current assets are comprised of the following:

As ofAs of
March 31, 2026December 31, 2025
(in thousands)
Short-term investments$112,061$6,648
Short-term loans receivable (1)63,90063,779
Prepaid real estate taxes3,8863,815
Interest receivable1,778611
Prepaid insurance4,1541,778
Prepaid taxes25,88726,736
Prepaid ground rent4,7613,586
Other current assets38,42934,698
Total prepaid expenses and other current assets$254,856$141,651

The Company’s other assets are comprised of the following:

As ofAs of
March 31, 2026December 31, 2025
(in thousands)
Straight-line rent receivable$430,368$424,627
Interest rate swap asset (2)11,3626,445
Loans receivable3,5903,661
Deferred lease costs, net9,7729,967
Deferred tax asset - long-term32,41235,716
Long-term investments21,68121,053
Other137,022150,524
Total other assets$646,207$651,993

(1)Short-term loans receivable includes a $56.6 million third-party loan that matures in November 2026 as of March 31, 2026 and December 31, 2025.

(2)Refer to Note 17 for more information on the Company’s interest rate swaps.

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**6.**ACQUISITIONS

The following table summarizes the Company’s acquisition activity:

For the three months
ended March 31,
20262025
Acquisitions of towers and related assets$132,199$54,183
Land buyouts and other assets (1)11,2979,205
Total cash acquisition capital expenditures$143,496$63,388

(1)Excludes $2.0 million and $3.2 million spent to extend ground lease terms for the three months ended March 31, 2026 and 2025, respectively. The Company recorded these amounts in prepaid expenses and other assets within the changes in operating assets and liabilities, net of acquisitions section of its Consolidated Statements of Cash Flows.

During the three months ended March 31, 2026, the Company acquired 10 towers and related assets and liabilities, as well as the rights to land underneath approximately 3,900 communication sites in Guatemala. During the three months ended March 31, 2025, the Company acquired 344 towers and related assets and liabilities, including 321 sites related to the transaction with Millicom International Cellular S.A. The table below summarizes the Company’s acquisition of towers and related assets and liabilities, by asset class:

For the three months
ended March 31,
20262025
(in thousands)
Property and equipment, net$4,548$27,110
Intangible assets, net21,20030,484
Operating lease right-of-use assets, net113,73014,120
Acquisition related holdbacks(145)(129)
Long-term lease liabilities(1,701)(11,991)
Other liabilities assumed, net(5,433)(5,411)
Total acquisitions of towers and related assets and liabilities$132,199$54,183

During the three months ended March 31, 2026, the Company concluded that for each of its acquisitions, substantially all of the value of its tower acquisitions is concentrated in a group of similar identifiable assets. As of March 31, 2026, there were no acquisitions with purchase price allocations that were preliminary.

As of the date of this filing, the Company, subsequent to quarter end, purchased or is under contract to purchase 56 communication sites for an aggregate consideration of $36.9 million in cash. The Company anticipates that these acquisitions will be closed by the end of the third quarter of 2026.

The maximum potential obligation related to contingent consideration for closed acquisitions was $63.2 million as of March 31, 2026 and December 31, 2025. No such amounts have been recorded on the Company’s Consolidated Balance Sheets.

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**7.**PROPERTY AND EQUIPMENT, NET

Property and equipment, net consists of the following:

As ofAs of
March 31, 2026December 31, 2025
(in thousands)
Towers and related assets$6,637,917$6,606,764
Construction-in-process (1)82,29272,794
Furniture, equipment, and vehicles100,07097,984
Land, buildings, and improvements (2)990,430985,019
Total property and equipment7,810,7097,762,561
Less: accumulated depreciation(4,394,773)(4,360,762)
Property and equipment, net$3,415,936$3,401,799

(1)Construction-in-process represents costs incurred related to towers and other assets that are under development and will be used in the Company’s site leasing operations.

(2)Includes amounts related to the Company’s data centers.

Depreciation expense was $36.0 million and $27.3 million for the three months ended March 31, 2026 and 2025, respectively. At March 31, 2026 and December 31, 2025, unpaid capital expenditures that are included in accounts payable and accrued expenses were $11.2 million and $12.3 million, respectively.

**8.**INTANGIBLE ASSETS, NET

The following table provides the gross and net carrying amounts for each major class of intangible assets:

As of March 31, 2026As of December 31, 2025
Gross carryingAccumulatedNet bookGross carryingAccumulatedNet book
amountamortizationvalueamountamortizationvalue
(in thousands)
Current contract intangibles$5,734,340$(3,477,694)$2,256,646$5,695,073$(3,438,168)$2,256,905
Network location intangibles2,000,776(1,377,382)623,3941,992,271(1,367,059)625,212
Intangible assets, net$7,735,116$(4,855,076)$2,880,040$7,687,344$(4,805,227)$2,882,117

All intangible assets noted above are included in the Company’s site leasing segment. Amortization expense relating to the intangible assets above was $33.5 million and $26.8 million for the three months ended March 31, 2026 and 2025, respectively.

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**9.**ACCRUED EXPENSES

The Company’s accrued expenses are comprised of the following:

As ofAs of
March 31, 2026December 31, 2025
(in thousands)
Salaries and benefits$23,238$32,805
Real estate and property taxes8,3207,596
Unpaid capital expenditures11,16612,274
Acquisition related holdbacks3,1933,196
Other39,52737,631
Total accrued expenses$85,444$93,502

**10.**DEBT

The principal balances, fair values, and carrying values of debt consist of the following:

As ofAs of
March 31, 2026December 31, 2025
Maturity DatePrincipal‎BalanceFair ValueCarrying‎ValuePrincipal‎BalanceFair ValueCarrying‎Value
(in thousands)
Revolving Credit FacilityJan. 25, 2029$1,285,000$1,285,000$1,285,000$475,000$475,000$475,000
2024 Term LoanJan. 25, 20312,254,0002,259,6352,235,4432,259,7502,271,0492,240,373
2020-1C Tower Securities (1)(2)Jan. 9, 2026———750,000722,460749,945
2020-2C Tower Securities (1)Jan. 11, 2028600,000579,240598,371600,000513,798598,149
2021-1C Tower Securities (1)Nov. 9, 20261,165,0001,004,9291,163,4701,165,0001,003,3561,162,858
2021-2C Tower Securities (1)Apr. 9, 2027895,000871,999893,127895,000852,022892,677
2021-3C Tower Securities (1)Oct. 9, 2031895,000676,889889,412895,000675,797889,178
2022-1C Tower Securities (1)Jan. 11, 2028850,000868,445845,908850,000867,034845,373
2024-1C Tower Securities (1)Oct. 9, 20291,450,0001,448,2601,440,5581,450,0001,446,1291,440,007
2024-2C Tower Securities (1)Oct. 8, 2027620,000621,922617,069620,000625,425616,636
2020 Senior NotesFeb. 15, 20271,500,0001,486,8901,497,0611,500,0001,488,6151,496,240
2021 Senior NotesFeb. 1, 20291,500,0001,425,0001,494,3121,500,0001,434,3751,493,832
Total debt$13,014,000$12,528,209$12,959,731$12,959,750$12,375,060$12,900,268
Less: current maturities of long-term debt(2,683,531)(1,935,802)
Total long-term debt, net of current maturities$10,276,200$10,964,466

(1)The maturity date represents the anticipated repayment date for each issuance.

(2)On January 9, 2026, the Company repaid the aggregate principal amount of the 2020-1C Tower Securities using borrowings from the Revolving Credit Facility.

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The table below reflects cash and non-cash interest expense amounts recognized by debt instrument for the periods presented:

InterestFor the three months ended March 31,
Rates as of20262025
March 31,CashNon-cashCashNon-cash
2026InterestInterestInterestInterest
(in thousands)
Revolving Credit Facility4.755%$13,838$—$704$—
2024 Term Loan (1)5.194%29,38718713,8646,752
2019-1C Tower Securities2.836%——1,306—
2020-1C Tower Securities1.884%567—3,598—
2020-2C Tower Securities2.328%3,540—3,540—
2021-1C Tower Securities1.631%4,846—4,846—
2021-2C Tower Securities1.840%4,196—4,196—
2021-3C Tower Securities2.593%5,873—5,873—
2022-1C Tower Securities6.599%14,093—14,093—
2024-1C Tower Securities4.831%17,635—17,635—
2024-2C Tower Securities (2)4.654%7,977—7,977—
2020 Senior Notes3.875%14,53110214,53198
2021 Senior Notes3.125%11,719—11,719—
Other3274832661,498
Total$128,529$772$104,148$8,348

(1)The 2024 Term Loan has a blended rate of 5.194%, which includes the impact of the interest rate swaps. Excluding the impact of the interest rate swaps, the 2024 Term Loan was accruing interest at 5.420% as of March 31, 2026. Refer to Note 17 for more information on the Company’s interest rate swaps.

(2)The 2024-2C Tower Securities has an all-in fixed rate of 4.654%, which includes the impact of the Company’s treasury lock agreement which settled upon issuance of the notes. Excluding the impact of the treasury lock agreement, the 2024-2C Tower Securities accrues interest at 5.115%. Refer to Note 17 for more information on the Company’s treasury lock agreement.

Senior Credit Agreement

As of March 31, 2026, SBA Senior Finance II was in compliance with the financial covenants contained in the Senior Credit Agreement.

Revolving Credit Facility under the Senior Credit Agreement

The key terms of the Revolving Credit Facility are as follows:

Unused
Interest RateCommitment
as ofFee as of
March 31, 2026 (1)March 31, 2026 (2)
Revolving Credit Facility4.755%0.140%

(1)The rate reflected includes a 0.050% reduction in the applicable spread as a result of meeting certain sustainability-linked targets as of December 31, 2025.

(2)The rate reflected includes a 0.010% reduction in the applicable commitment fee as a result of meeting certain sustainability-linked targets as of December 31, 2025.

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The table below summarizes the Company’s Revolving Credit Facility activity during the three months ended March 31, 2026 and 2025:

For the three
ended March 31,
20262025
(in thousands)
Beginning outstanding balance$475,000$—
Borrowings900,000—
Repayments(90,000)—
Ending outstanding balance$1,285,000$—

Subsequent to March 31, 2026, the Company repaid $205.0 million under the Revolving Credit Facility, and as of the date of this filing, $1.1 billion was outstanding.

Term Loan under the Senior Credit Agreement

2024 Term Loan

During the three months ended March 31, 2026, the Company repaid an aggregate of $5.8 million of principal on the 2024 Term Loan. As of March 31, 2026, the 2024 Term Loan had a principal balance of $2.3 billion.

Secured Tower Revenue Securities

On January 9, 2026, the Company repaid the entire aggregate principal amount of the 2020-1C Tower Securities ($750.0 million) and on January 30, 2026, the Company repaid $39.5 million of the principal amount of the 2020-2R Tower Securities. The remaining balance of the 2020-2R Tower Securities is $31.6 million.

As of March 31, 2026, the entities that are borrowers on the mortgage loan (the “Borrowers”) met the debt service coverage ratio required by the mortgage loan agreement and were in compliance with all other covenants as set forth in the agreement. The sole asset of the Trust consists of a non-recourse mortgage loan made in favor of the Borrowers.

**11.**SHAREHOLDERS’ EQUITY

Common Stock Equivalents

The Company has outstanding time-based restricted stock units (“RSUs”), performance-based restricted stock units (“PSUs”), and stock options which were considered in the Company’s diluted earnings per share calculation (see Note 15).

Stock Repurchases

The Company’s Board of Directors authorizes the Company to purchase, from time to time, outstanding Class A common stock through open market repurchases in compliance with Rule 10b-18 under the Exchange Act, and/or in privately negotiated transactions at management’s discretion based on market and business conditions, applicable legal requirements, and other factors. Once authorized, the repurchase plan has no time deadline and will continue until otherwise modified or terminated by the Company’s Board of Directors at any time in its sole discretion. Shares repurchased are retired. On April 27, 2025, the Company’s Board of Directors authorized a $1.5 billion share repurchase plan. As of the date of this filing, the Company had $1.1 billion of authorization remaining under this plan.

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Dividends

For the three months ended March 31, 2026, the Company paid the following cash dividends:

Payable to Shareholders
of Record at the CloseCash PaidAggregate Amount
Date Declaredof Business onPer SharePaidDate Paid
February 25, 2026March 13, 2026$1.25$135.2 million (1)March 27, 2026

(1)Amount reflected includes the payment of $2.6 million in dividend equivalents.

Dividends paid in 2026 were ordinary taxable dividends.

Subsequent to March 31, 2026, the Company declared the following cash dividends:

Payable to ShareholdersCash to
of Record at the Closebe Paid
Date Declaredof Business onPer ShareDate to be Paid
April 28, 2026May 22, 2026$1.25June 17, 2026

**12.**STOCK-BASED COMPENSATION

Restricted Stock Units and Performance-Based Restricted Stock Units

The following table summarizes the Company’s RSU and PSU activity for the three months ended March 31, 2026:

RSUsPSUs (1)
Weighted-AverageWeighted-Average
Number ofGrant Date FairNumber ofGrant Date Fair
SharesValue per ShareSharesValue per Share
(in thousands)(in thousands)
Outstanding at December 31, 2025480$221.37206$245.29
Granted308$195.7576$209.37
PSU adjustment (2)—$—5$262.67
Vested(206)$225.99(93)$256.19
Forfeited/canceled(14)$209.39—$—
Outstanding at March 31, 2026568$206.08194$222.65

(1)PSUs represent the target number of shares granted that are issuable at the end of the three year performance period. Fair value for a portion of the PSUs was calculated using a Monte Carlo simulation model.

(2)PSU adjustment represents the net PSUs awarded above or below their target grants resulting from the achievement of performance targets established at the grant date.

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Stock Options

The following table summarizes the Company’s activities with respect to its stock option plans for the three months ended March 31, 2026 as follows (dollars and shares in thousands, except for per share data):

Weighted-Weighted-Average
AverageRemaining
NumberExercise PriceContractualAggregate
of SharesPer ShareLife (in years)Intrinsic Value
Outstanding at December 31, 2025546$187.07
Exercised(509)$182.30
Outstanding at March 31, 202637$251.225.4$—
Exercisable at March 31, 202623$258.294.5$—
Unvested at March 31, 202614$239.207.0$—

The total intrinsic value for options exercised during the three months ended March 31, 2026 was $7.0 million.

**13.**INCOME TAXES

The primary reason for the difference between the Company’s effective tax rate and the U.S. statutory rate is the Company’s REIT status. A tax provision is recognized because U.S. taxable REIT subsidiary and certain foreign subsidiaries of the Company have profitable operations or are in a net deferred tax liability position.

The Company elected to be taxed as a REIT commencing with its taxable year ended December 31, 2016. As a REIT, the Company generally will be entitled to a deduction for dividends that it pays, and therefore, not subject to U.S. federal corporate income tax on that portion of its net income that it distributes to its shareholders. As a REIT, the Company will continue to pay U.S. federal income tax on earnings, if any, from assets and operations held through its U.S. taxable REIT subsidiary. These assets and operations currently consist primarily of the Company’s site development services and its international operations. The Company’s international operations continue to be subject, as applicable, to foreign taxes in the jurisdictions in which those operations are located. The Company may also be subject to a variety of taxes, including payroll taxes and state, local, and foreign income, property, and other taxes on its assets and operations. The Company’s determination as to the timing and amount of future dividend distributions will be based on a number of factors, including REIT distribution requirements, its existing federal net operating losses (“NOLs”) of approximately $366.2 million as of December 31, 2025, the Company’s financial condition, earnings, debt covenants, and other possible uses of such funds. The Company may use these NOLs to offset its REIT taxable income, and thus any required distributions to shareholders may be reduced or eliminated until such time as the NOLs have been fully utilized.

The Company is subject to income tax and other taxes in the geographic areas where it holds assets or operates, and the Company periodically receives notifications of audits, assessments, or other actions by taxing authorities. In certain jurisdictions, taxing authorities may issue notices and assessments that may not be reflective of the actual tax liability for which the Company will ultimately be liable. In the process of responding to assessments of taxes that the Company believes are not reflective of the Company’s actual tax liability, the Company avails itself of both administrative and judicial remedies. The Company evaluates the circumstances of each notification or assessment based on the information available and, in those instances in which the Company does not anticipate a successful defense of positions taken in its tax filings, a liability is recorded in the appropriate amount based on the underlying assessment.

In connection with a current assessment in Brazil, the taxing authorities have issued income tax deficiencies related to purchase accounting adjustments for tax years 2017 through 2020. In addition, the taxing authorities have issued income tax deficiencies related to the deductibility of foreign exchange losses on the Company’s intercompany loan for the 2020 tax year. The Company disagrees with these assessments and is appealing with the higher appellate taxing authorities. The Company estimates that there is a more likely than not probability that the Company’s position will be sustained upon appeal. Accordingly, no liability has been recorded. The Company will continue to vigorously contest the adjustments and expects to exhaust all administrative and judicial remedies necessary to resolve the matters, which could be a lengthy process. There can be no assurance that these matters will be resolved in the Company’s favor, and an adverse outcome, or any future tax examinations involving similar assertions, could have a material effect on the Company’s results of operations or cash flows in any one period. As of March 31, 2026, the Company estimates the aggregate range of reasonably possible losses in excess of amounts accrued to be between zero and $114.1 million, excluding penalties and interest of $184.4 million.

**14.**SEGMENT DATA

The Company operates principally in two business segments: site leasing and site development. The Company’s site leasing business includes two reportable segments, domestic site leasing and international site leasing. The Company’s business segments are strategic business units that offer different services. They are managed separately based on the fundamental differences in their operations. The site leasing segment includes results of the managed and sublease businesses. The site development segment includes the results of both consulting and construction related activities. The Company’s Chief Operating Decision Maker (“CODM”) is the Company’s Chief Executive Officer. The Company’s CODM utilizes segment operating profit and operating income as his two measures of segment profit in assessing performance and allocating resources at the reportable segment level. The Company has applied the aggregation criteria to operations within the international site leasing segment on a basis that is consistent with management’s review of information and performance evaluations of the individual markets in this region.

Revenues, cost of revenues (exclusive of depreciation, accretion and amortization), capital expenditures (including assets acquired through the issuance of shares of the Company’s Class A common stock) and identifiable assets pertaining to the segments in which the Company continues to operate are presented below.

Domestic SiteInt'l SiteSite
LeasingLeasingDevelopmentOtherTotal
For the three months ended March 31, 2026(in thousands)
Revenues (1)$450,301$205,848$47,289$—$703,438
Cost of revenues (2)70,62161,29139,424—171,336
Operating profit379,680144,5577,865—532,102
Selling, general, and administrative expenses31,35718,3093,57917,30370,548
Acquisition and new business initiatives
related adjustments and expenses5,5302,560——8,090
Asset impairment and decommission costs26,9712,131198—29,300
Depreciation, amortization and accretion37,61841,1549031,64181,316
Operating income (loss)278,20480,4033,185(18,944)342,848
Other expense, net (principally interest
expense and other income)(106,834)(106,834)
Income before income taxes236,014
Cash capital expenditures (3)59,575129,3054322,919192,231
For the three months ended March 31, 2025
Revenues (1)$460,994$155,215$48,039$—$664,248
Cost of revenues (2)68,27247,20638,188—153,666
Operating profit392,722108,0099,851—510,582
Selling, general, and administrative expenses31,00717,4243,21514,57366,219
Acquisition and new business initiatives
related adjustments and expenses5,8611,518——7,379
Asset impairment and decommission costs15,16421,318—54437,026
Depreciation, amortization and accretion36,74425,5238571,92465,048
Operating income (loss)303,94642,2265,779(17,041)334,910
Other expense, net (principally interest
expense and other income)(74,985)(74,985)
Income before income taxes259,925
Cash capital expenditures (3)42,37966,340826895110,440

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Domestic SiteInt'l SiteSite
LeasingLeasingDevelopmentOther (4)Total
Assets(in thousands)
As of March 31, 2026$6,198,460$5,221,248$78,104$223,032$11,720,844
As of December 31, 2025$6,178,526$5,183,588$98,072$114,826$11,575,012

(1)For the three months ended March 31, 2026 and 2025, site leasing revenue in Brazil was $88.9 million and $85.0 million, respectively. Other than Brazil, no foreign country represented more than 5% of the Company’s total site leasing revenue in any of the periods presented.

(2)Excludes depreciation, amortization, and accretion. Cost of revenues is primarily comprised of rent expense related to the Company’s ground leases.

(3)Includes cash paid for capital expenditures, acquisitions, and right-of-use assets.

(4)Assets in Other consist primarily of general corporate assets and short-term investments.

Long-lived assets include property and equipment, net, intangible assets, net, operating lease right-of-use assets, net, and acquired and other right-of-use assets, net. The Company’s long-lived assets by geographic areas representing more than 5% of the Company’s total long-lived assets is presented below:

As ofAs of
March 31, 2026December 31, 2025
(in thousands)
Domestic$5,749,826$5,737,975
Brazil1,855,9551,799,578
Guatemala749,680636,476
Other international1,951,6831,975,560
Total$10,307,144$10,149,589

**15.**EARNINGS PER SHARE

Basic earnings per share was computed by dividing net income attributable to SBA Communications Corporation by the weighted-average number of shares of Class A common stock outstanding for each respective period. Diluted earnings per share was calculated by dividing net income attributable to SBA Communications Corporation by the weighted-average number of shares of Class A common stock outstanding adjusted for any dilutive Class A common stock equivalents, including unvested RSUs, PSUs, and shares issuable upon exercise of stock options as determined under the Treasury Stock method.

The following table sets forth basic and diluted net income per common share attributable to common shareholders for the three months ended March 31, 2026 and 2025:

For the three months
ended March 31,
20262025
Numerator:
Net income attributable to SBA
Communications Corporation$184,830$220,732
Denominator:
Basic weighted-average shares outstanding105,815107,744
Dilutive impact of stock options, RSUs, and PSUs296396
Diluted weighted-average shares outstanding106,111108,140
Net income per common share attributable to SBA
Communications Corporation:
Basic$1.75$2.05
Diluted$1.74$2.04

For the three months ended March 31, 2026 and 2025, the diluted weighted-average number of common shares outstanding excluded an immaterial number of shares issuable related to the Company’s RSUs, PSUs, and stock options because the impact would be anti-dilutive.

16. REDEEMABLE NONCONTROLLING INTERESTS

The Company allocates income and losses to its redeemable noncontrolling interest holders based on the applicable membership interest percentage. At each reporting period, the redeemable noncontrolling interest is recognized at the greater of (1) the initial carrying amount of the noncontrolling interest as adjusted for accumulated income or loss attributable to the noncontrolling interest holder or (2) the redemption value as of the balance sheet date. Adjustments to the carrying amount of redeemable noncontrolling interest are charged against retained earnings (or additional paid-in capital if there are no retained earnings). The fair value of the redeemable noncontrolling interest is estimated using Level 3 inputs.

The components of redeemable noncontrolling interests as of March 31, 2026 and December 31, 2025 are as follows:

March 31,December 31,
20262025
(in thousands)
Beginning balance$78,262$54,132
Net income attributable to noncontrolling interests72824
Foreign currency translation adjustments(716)(89)
Purchase of noncontrolling interests—146
Adjustment to redemption amount8,12623,249
Ending balance$85,744$78,262

**17.**DERIVATIVES AND HEDGING ACTIVITIES

The Company enters into interest rate swaps to hedge the future interest expense from variable rate debt and reduce the Company’s exposure to fluctuations in interest rates. As of March 31, 2026, the Company has interest rate swap agreements on its 2024 Term Loan which swap $2.0 billion of notional value accruing interest at one month Term SOFR plus 175 basis points for a blended all-in fixed rate of 5.165% per annum through April 11, 2028.

On September 11, 2024, the Company entered into a treasury lock agreement to fix the three-year treasury rate at 3.3985% for $620.0 million of notional value related to the 2024-2C Tower Securities issued on October 11, 2024. The treasury lock agreement was terminated and settled upon issuance of the 2024-2C Tower Securities, and the Company recognized an $8.2 million gain in other comprehensive income (loss) which is being amortized to interest expense over the life of the 2024-2C Tower Securities. After consideration of the treasury lock agreement, the all-in fixed rate on the 2024-2C Tower Securities is 4.654% per annum.

As of March 31, 2026, all hedges remain highly effective; therefore, changes in fair value are recorded in Accumulated other comprehensive loss, net. The table below outlines the effects of the Company’s interest rate swaps on the Consolidated Balance Sheets as of March 31, 2026 and December 31, 2025.

Fair Value as of
Balance SheetMarch 31,December 31,
Location20262025
Derivatives Designated as Hedging Instruments(in thousands)
Interest rate swap agreements in a fair value asset positionOther assets$11,362$6,445
Interest rate swap agreement in a fair value liability positionOther long-term liabilities$5,392$12,265

Accumulated other comprehensive loss, net includes an aggregate $10.1 million gain and a $1.0 million loss as of March 31, 2026 and December 31, 2025, respectively.

The Company is exposed to counterparty credit risk to the extent that a counterparty fails to meet the terms of a contract. The Company’s exposure is limited to the current value of the contract at the time the counterparty fails to perform.

The cash flows associated with these activities are reported in Net cash provided by operating activities on the Consolidated Statements of Cash Flows.

The table below outlines the effects of the Company’s derivatives on the Consolidated Statements of Operations and Consolidated Statements of Shareholders’ Deficit for the three months ended March 31, 2026 and 2025.

For the three months
ended March 31,
20262025
Cash Flow Hedge - Interest Rate Swap Agreement(in thousands)
Change in fair value recorded in Accumulated other comprehensive
loss, net$11,790$(40,755)
Gain reclassified from Accumulated other comprehensive
loss, net into earnings$(684)$(684)
Derivatives Not Designated as Hedges - Interest Rate Swap Agreements
Amount reclassified from Accumulated other comprehensive
loss, net into Non-cash interest expense$—$6,579

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