# SBA COMMUNICATIONS CORP (SBAC)

Informational only - not investment advice.

CIK: 0001034054
SIC: 6798 Real Estate Investment Trusts
SIC breadcrumb: [Finance, Insurance, And Real Estate](/division/H/) > [Holding And Other Investment Offices](/major-group/67/) > [SIC 6798 Real Estate Investment Trusts](/industry/6798/)
Latest 10-K filed: 2026-02-27
SEC page: https://www.sec.gov/edgar/browse/?CIK=1034054
Filing source: https://www.sec.gov/Archives/edgar/data/1034054/000103405426000002/sbac-20251231x10k.htm

## Selected Fundamentals
| Metric | Value | Unit | FY | Filed |
| --- | ---: | --- | ---: | --- |
| Revenue | 2815139000 | USD | 2025 | 2026-02-27 |
| Net income | 1053632000 | USD | 2025 | 2026-02-27 |
| Assets | 11575012000 | USD | 2025 | 2026-02-27 |

## Financials

Annual standardized facts from SEC companyfacts as of latest extracted filing date 2026-02-27. Source: https://data.sec.gov/api/xbrl/companyfacts/CIK0001034054.json. Derived margins are computed from the extracted annual SEC facts.

| Metric | 2016 | 2017 | 2018 | 2019 | 2020 | 2021 | 2022 | 2023 | 2024 | 2025 |
| --- | ---: | ---: | ---: | ---: | ---: | ---: | ---: | ---: | ---: | ---: |
| Revenue | 1,633,125,000 | 1,727,674,000 | 1,865,695,000 | 2,014,645,000 | 2,083,138,000 | 2,308,834,000 | 2,633,454,000 | 2,711,584,000 | 2,679,634,000 | 2,815,139,000 |
| Net income | 76,238,000 | 103,654,000 | 47,451,000 | 146,991,000 | 24,104,000 | 237,624,000 | 461,429,000 | 501,812,000 | 749,536,000 | 1,053,632,000 |
| Operating income | 387,308,000 | 458,501,000 | 544,166,000 | 583,488,000 | 633,694,000 | 782,495,000 | 925,408,000 | 923,659,000 | 1,435,763,000 | 1,342,786,000 |
| Gross profit | 1,212,228,000 | 1,281,362,000 | 1,396,900,000 | 1,521,614,000 | 1,606,610,000 | 1,763,350,000 | 1,964,804,000 | 2,098,962,000 | 2,097,907,000 | 2,124,167,000 |
| Diluted EPS | 0.61 | 0.86 | 0.41 | 1.28 | 0.21 | 2.14 | 4.22 | 4.61 | 6.94 | 9.80 |
| Assets | 7,360,945,000 | 7,320,205,000 | 7,213,707,000 | 9,759,941,000 | 9,158,018,000 | 9,801,699,000 | 10,585,041,000 | 10,178,441,000 | 11,417,336,000 | 11,575,012,000 |
| Stockholders' equity | -1,995,921,000 | -2,599,114,000 | -3,376,823,000 | -3,667,007,000 | -4,824,382,000 | -5,283,404,000 | -5,276,315,000 | -5,170,882,000 | -5,109,938,000 | -4,853,519,000 |
| Cash and cash equivalents | 146,109,000 | 68,783,000 | 143,444,000 | 108,309,000 | 308,560,000 | 367,278,000 | 143,708,000 | 208,547,000 | 189,841,000 | 264,568,000 |
| Net margin | 4.67% | 6.00% | 2.54% | 7.30% | 1.16% | 10.29% | 17.52% | 18.51% | 27.97% | 37.43% |
| Operating margin | 23.72% | 26.54% | 29.17% | 28.96% | 30.42% | 33.89% | 35.14% | 34.06% | 53.58% | 47.70% |

## Macro Cross-References
- [CPIAUCSL](/indicator/CPIAUCSL/): Consumer Price Index for All Urban Consumers: All Items in U.S. City Average
- [UNRATE](/indicator/UNRATE/): Unemployment Rate
- [FEDFUNDS](/indicator/FEDFUNDS/): Federal Funds Effective Rate
- [CES0500000003](/indicator/CES0500000003/): Average Hourly Earnings of All Employees, Total Private
- [DFEDTARU](/indicator/DFEDTARU/): Federal Funds Target Range - Upper Limit
- [DFEDTARL](/indicator/DFEDTARL/): Federal Funds Target Range - Lower Limit
- [DGS3MO](/indicator/DGS3MO/): Market Yield on U.S. Treasury Securities at 3-Month Constant Maturity
- [DGS2](/indicator/DGS2/): Market Yield on U.S. Treasury Securities at 2-Year Constant Maturity
- [DGS10](/indicator/DGS10/): Market Yield on U.S. Treasury Securities at 10-Year Constant Maturity
- [DGS30](/indicator/DGS30/): Market Yield on U.S. Treasury Securities at 30-Year Constant Maturity
- [T10Y2Y](/indicator/T10Y2Y/): 10-Year Treasury Constant Maturity Minus 2-Year Treasury Constant Maturity
- [CPILFESL](/indicator/CPILFESL/): Consumer Price Index for All Urban Consumers: All Items Less Food and Energy
- [CPIUFDSL](/indicator/CPIUFDSL/): Consumer Price Index for All Urban Consumers: Food
- [CPIENGSL](/indicator/CPIENGSL/): Consumer Price Index for All Urban Consumers: Energy
- [CUSR0000SAH1](/indicator/CUSR0000SAH1/): Consumer Price Index for All Urban Consumers: Shelter
- [PCEPI](/indicator/PCEPI/): Personal Consumption Expenditures: Chain-type Price Index
- [PCEPILFE](/indicator/PCEPILFE/): Personal Consumption Expenditures Excluding Food and Energy: Chain-type Price Index
- [PPIACO](/indicator/PPIACO/): Producer Price Index by Commodity: All Commodities
- [T10YIE](/indicator/T10YIE/): 10-Year Breakeven Inflation Rate
- [U6RATE](/indicator/U6RATE/): Total Unemployed, Plus All Marginally Attached Workers Plus Total Employed Part Time for Economic Reasons
- [PAYEMS](/indicator/PAYEMS/): All Employees, Total Nonfarm
- [CIVPART](/indicator/CIVPART/): Labor Force Participation Rate
- [EMRATIO](/indicator/EMRATIO/): Employment-Population Ratio
- [UNEMPLOY](/indicator/UNEMPLOY/): Unemployed
- [CE16OV](/indicator/CE16OV/): Employment Level
- [ICSA](/indicator/ICSA/): Initial Claims
- [JTSJOL](/indicator/JTSJOL/): Job Openings: Total Nonfarm
- [JTSQUR](/indicator/JTSQUR/): Quits: Total Nonfarm
- [GDPC1](/indicator/GDPC1/): Real Gross Domestic Product
- [A191RL1Q225SBEA](/indicator/A191RL1Q225SBEA/): Real Gross Domestic Product: Percent Change from Preceding Period
- [INDPRO](/indicator/INDPRO/): Industrial Production: Total Index
- [TCU](/indicator/TCU/): Capacity Utilization: Total Index
- [HOUST](/indicator/HOUST/): New Privately-Owned Housing Units Started: Total Units
- [PERMIT](/indicator/PERMIT/): New Privately-Owned Housing Units Authorized in Permit-Issuing Places: Total Units
- [RSAFS](/indicator/RSAFS/): Advance Retail Sales: Retail Trade
- [PCE](/indicator/PCE/): Personal Consumption Expenditures
- [DSPIC96](/indicator/DSPIC96/): Real Disposable Personal Income
- [PSAVERT](/indicator/PSAVERT/): Personal Saving Rate
- [M2SL](/indicator/M2SL/): M2
- [BOPGSTB](/indicator/BOPGSTB/): U.S. International Trade in Goods and Services: Balance

## Latest 10-K MD&A

Extracted between Item 7 and the next Item 7A/8 heading after HTML sanitization.
Confidence: high

ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion of our financial condition and results of operations should be read in conjunction with the information contained in our consolidated financial statements and the notes thereto. The following discussion includes forward-looking statements that involve certain risks and uncertainties, including, but not limited to, those described in Item 1A. Risk Factors. Our actual results may differ materially from those discussed below. See “Special Note Regarding Forward-Looking Statements” and Item 1A. Risk Factors.

We are a leading independent owner and operator of wireless communications infrastructure, including tower structures, rooftops, and other structures that support antennas used for wireless communications, which we collectively refer to as “towers” or “sites.” Our principal operations are in the United States and its territories. In addition, we own and operate towers in South America, Central America, and Africa. During the year ended December 31, 2025, we sold all of our towers and ended our operations in both the Philippines and Colombia and sold substantially all of our operations in Canada. Our primary business line is our site leasing business, which contributed 97.9% of our total segment operating profit for the year ended December 31, 2025. In our site leasing business, we (1) lease space to wireless service providers and other customers on assets that we own or operate and (2) manage rooftop and tower sites for property owners under various contractual arrangements. As of December 31, 2025, we owned 46,328 towers, a substantial portion of which have been built by us or built by other tower owners or operators who, like us, have built such towers to lease space to multiple wireless service providers. Our other business line is our site development business, through which we assist wireless service providers in developing and maintaining their own wireless service networks.

Site Leasing

Our primary focus is the leasing of antenna space on our multi-tenant towers to a variety of wireless service providers under long-term lease contracts in the United States, South America, Central America, and Africa. As of December 31, 2025, no U.S. state or territory accounted for more than 10% of our total tower portfolio by tower count, and no U.S. state or territory accounted for more than 10% of our total revenues for the year ended December 31, 2025. In addition, as of December 31, 2025, approximately 30% and 10% of our total towers are located in Brazil and Guatemala, respectively, and no other international market (each country is considered a market) represented more than 5% of our total towers.

We derive site leasing revenues primarily from wireless service provider tenants. Wireless service providers enter into (1) individual tenant site leases with us, each of which relates to the lease or use of space at an individual site or (2) MLAs with us, which provide for the material terms and conditions that will apply to multiple sites; although, in most cases, each individual site under a MLA is also governed by its own site leasing agreement which sets forth pricing and other site specific terms. Our tenant leases are generally for an initial term of five years to fifteen years with multiple renewal periods at the option of the tenant. Our tenant leases typically either (1) contain specific annual rent escalators, (2) escalate annually in accordance with an inflationary index, or (3) escalate using a combination of fixed and inflation adjusted escalators. In addition, our international site leases may include pass-through charges, such as rent related to ground leases and other property interests, utilities, property taxes, and fuel.

Cost of site leasing revenue primarily consists of:

•Cash and non-cash rental expense on ground leases, right-of-use, and other underlying property interests;

•Property taxes;

•Site maintenance and monitoring costs (exclusive of employee related costs);

•Utilities;

•Property insurance;

•Fuel (primarily in those international markets that do not have an available electric grid at our tower sites); and

•Lease initial direct cost amortization.

Ground leases and other property interests are generally for an initial term of five years or more with multiple renewal periods, which are at our option. Our ground leases typically either (1) contain specific annual rent escalators or (2) escalate annually in accordance with an inflationary index. As of December 31, 2025, approximately 71% of our tower structures were located on parcels of land that we own, land subject to perpetual easements, or parcels of land in which we have a leasehold interest that extends beyond 20 years. For any given tower, costs are relatively fixed over a monthly or an annual time period. As such, operating costs for owned towers do not generally increase as a result of adding additional customers to the tower. The amount of property taxes varies from site to site depending on the taxing jurisdiction and the height and age of the tower. The ongoing maintenance requirements are typically minimal and include replacing lighting systems, painting a tower, or upgrading or repairing an access road or fencing.

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In Ecuador, El Salvador, Guatemala, Honduras, Nicaragua, and Panama, substantially all of our revenue, expenses, and capital expenditures arising from our activities are denominated in U.S. dollars. Specifically, most of our ground leases and other property interests, tenant leases, and tower-related expenses are paid in U.S. dollars. In most of our Central American markets, our local currency obligations are principally limited to (1) permitting and other local fees, (2) utilities, and (3) taxes. In Brazil, Chile, and South Africa, substantially all of our revenue, expenses, and capital expenditures, including tenant leases, ground leases and other property interests, and other tower-related expenses are denominated in local currency. In Costa Rica, Peru, and Tanzania, our revenue, expenses, and capital expenditures, including tenant leases, ground leases and other property interests, and other tower-related expenses are denominated in a mix of local currency and U.S. dollars.

As indicated in the table below, our site leasing business generates substantially all of our total segment operating profit. For information regarding our operating segments, see Note 15 of our Consolidated Financial Statements included in this annual report.

For the year ended

Segment operating profit as a percentage of

December 31,

total operating profit

2025

2024

2023

Domestic site leasing

74.7%

75.9%

75.2%

International site leasing

23.2%

22.5%

22.2%

Total site leasing

97.9%

98.4%

97.4%

We believe that the site leasing business continues to be attractive due to its long-term contracts, built-in rent escalators, high operating margins, and low customer churn (which refers to a lease that is non-renewed, cancelled, or discounted prior to the end of its term) other than in connection with customer consolidation or cessations of specific technology. We believe that over the long-term, site leasing revenues will continue to grow as wireless service providers lease additional antenna space on our towers due to increasing minutes of network use and data transfer, network expansion, and network coverage requirements.

During 2026, we expect core leasing revenue to increase over 2025 levels, on a currency neutral basis, due in part to wireless carriers deploying unused spectrum, the full year impact of towers acquired and built during 2025, and the revenues from towers expected to be acquired and built during 2026, partially offset by increased churn primarily driven by Sprint and EchoStar. Generally, we believe our site leasing business is characterized by stable and long-term recurring revenues, predictable operating costs, and minimal non-discretionary capital expenditures. Due to the nature and mix of our tower portfolio, we expect future expenditures required to maintain these towers to be minimal. Consequently, we expect to grow our cash flows by (1) adding tenants to our towers at minimal incremental costs by using existing tower capacity or requiring wireless service providers to bear all or a portion of the cost of tower modifications and (2) executing monetary amendments as wireless service providers add or upgrade their equipment. Furthermore, because our towers are strategically positioned, we have historically experienced low tenant lease terminations as a percentage of revenue other than in connection with customer consolidation or cessations of a specific technology.

We expect churn to be elevated through 2026 due to churn in some of our markets. In our domestic markets, we currently expect churn to represent an aggregate of between $132.0 million and $136.0 million of cash site leasing revenue due in part to Sprint and EchoStar churn. In our international markets, we currently expect churn to represent an aggregate of between $36.0 million and $40.0 million of cash site leasing revenue due in part to Oi wireline churn.

Site Development

Our site development business, which is conducted in the United States only, is complementary to our site leasing business and provides us the ability to keep in close contact with the wireless service providers who generate substantially all of our site leasing revenue and to capture ancillary revenues that are generated by our site leasing activities, such as antenna and equipment installation at our tower locations. Site development revenues are earned primarily from providing a full range of end-to-end services to wireless service providers or companies providing development or project management services to wireless service providers. Our services include: (1) network pre-design; (2) site audits; (3) identification of potential locations for towers and antennas on existing infrastructure; (4) support in leasing of the location; (5) assistance in obtaining zoning approvals and permits; (6) tower and related site construction; (7) antenna installation; and (8) radio equipment installation, commissioning, and maintenance. We provide site development services at our towers and at towers owned by others on a local basis, through regional, market, and project offices. The market offices are responsible for all site development operations.

For information regarding our operating segments, see Note 15 of our Consolidated Financial Statements in this annual report.

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Capital Allocation Strategy

Our capital allocation strategy is aimed at increasing shareholder value through investment in quality assets that meet our return criteria, stock repurchases, and by returning cash generated by our operations in the form of cash dividends. In addition, in a high interest rate environment and when we believe interest rates may stay higher for longer, we believe that debt repayments, especially of our variable rate debt, may be an accretive use of our excess capital. Key elements of our capital allocation strategy include:

Portfolio Growth. We intend to continue to grow our asset portfolio, domestically and internationally, primarily through tower acquisitions to the extent that opportunities meet our internal return on invested capital criteria and through the construction of new towers.

Stock Repurchase Program. We currently utilize stock repurchases as part of our capital allocation policy. We believe that share repurchases, when purchased at the right price, will facilitate our goal of increasing our Adjusted Funds From Operations per share.

Dividend. Cash dividends are an additional component of our strategy of returning value to shareholders. We do not expect our dividend to require any changes in our leverage and believe that, due to our low dividend payout ratio, we can continue to focus on building and buying quality assets and opportunistically buying back our stock. While the timing and amount of future dividends will be subject to approval by our Board of Directors, we believe that our future cash flow generation will permit us to grow our cash dividend in the future.

Critical Accounting Policies and Estimates

We have identified the policies and significant estimation processes below as critical to our business operations and the understanding of our results of operations. The listing is not intended to be a comprehensive list. In many cases, the accounting treatment of a particular transaction is specifically dictated by accounting principles generally accepted in the United States, with no need for management’s judgment in their application. In other cases, management is required to exercise judgment in the application of accounting principles with respect to particular transactions. The impact and any associated risks related to these policies on our business operations is discussed throughout “Management’s Discussion and Analysis of Financial Condition and Results of Operations” where such policies affect reported and expected financial results. For a detailed discussion on the application of these and other accounting policies, see Note 2 of our Consolidated Financial Statements for the year ended December 31, 2025. Our preparation of our financial statements requires us to make estimates and assumptions that affect the reported amount of assets and liabilities, disclosure of contingent assets and liabilities at the date of our financial statements, and the reported amounts of revenue and expenses during the reporting periods. Management bases its estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances. There can be no assurance that actual results will not differ from those estimates and such differences could be significant.

Revenue Recognition and Accounts Receivable

Site leasing revenues

Revenue from site leasing is recognized on a straight-line basis over the non-cancelable term of the related lease agreements, which are generally five years to fifteen years. Receivables recorded related to the straight-lining of site leases are reflected in other assets on the Consolidated Balance Sheets. Rental amounts received in advance are recorded as deferred revenue on the Consolidated Balance Sheets. Revenue from site leasing represents 91% of our total revenue for the year ended December 31, 2025.

Site development revenues

Site development projects in which we perform consulting services include contracts on a fixed price basis that are billed at contractual rates. Revenue is recognized over time based on milestones achieved, which are determined based on costs incurred. Amounts billed in advance (collected or uncollected) are recorded as deferred revenue on our Consolidated Balance Sheets.

Revenue from construction projects is recognized over time, determined by the percentage of cost incurred to date compared to management’s estimated total cost for each contract. This method is used because management considers total cost to be the best available measure of progress on the contracts. These amounts are based on estimates, and the uncertainty inherent in the estimates initially is reduced as work on the contracts nears completion. Refer to Note 5 in our Consolidated Financial Statements included in

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this annual report for further detail of costs and estimated earnings in excess of billings on uncompleted contracts. Provisions for estimated losses on uncompleted contracts are made in the period in which such losses are determined to be probable.

The site development segment represents approximately 9% of our total revenues for the year ended December 31, 2025. We account for site development revenue in accordance with ASC 606, Revenue from Contracts with Customers. Payment terms do not result in any significant financing arrangements. Furthermore, these contracts do not typically include variable consideration; therefore, the transaction price that is recognized over time is generally the amount of the total contract.

Accounts receivable

The accounts receivable balance for the years ended December 31, 2025 and 2024 was $171.3 million and $145.7 million, respectively, of which $48.3 million and $26.4 million related to the site development segment, respectively. We perform periodic credit evaluations of our customers. In addition, we monitor collections and payments from our customers and maintain a provision for estimated credit losses based upon historical experience, specific customer collection issues identified, and past due balances as determined based on contractual terms. Interest is charged on outstanding receivables from customers on a case-by-case basis in accordance with the terms of the respective contracts or agreements with those customers. Amounts determined to be uncollectible are written off against the allowance for doubtful accounts in the period in which uncollectibility is determined to be probable. Refer to Note 15 in our Consolidated Financial Statements included in this annual report for further detail of the site development segment.

Lease Accounting

ASC 842, Leases, requires all lessees to recognize a right-of-use asset and a lease liability, initially measured at the present value of the lease payments. We have elected not to separate nonlease components from the associated lease component for all underlying classes of assets. In order to calculate our lease liability, we make certain assumptions related to lease term and discount rate. To determine the lease term, we consider all renewal periods that are reasonably certain to be exercised, taking into consideration all economic factors, including the communications site’s estimated economic life and the respective lease terms of our tenants under the existing lease arrangements on such site. For the discount rate, we use the rate implicit in the lease when available to discount lease payments to present value. However, our ground leases and other property interests generally do not provide a readily determinable implicit rate. Therefore, we estimate the incremental borrowing rate to discount lease payments based on the lease term and lease currency. We use publicly available data for instruments with similar characteristics when calculating our incremental borrowing rates. Refer to Note 2 in our Consolidated Financial Statements included in this annual report for further discussion on lease accounting.

Recently Adopted Accounting Pronouncements

In December 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, requiring public business entities to provide improved income tax disclosures on an annual basis, primarily through enhanced disclosures related to rate reconciliation and income taxes paid information. We have elected to prospectively adopt the standard, refer to Note 14 in our Consolidated Financial Statements included in this annual report for our Income Tax 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 period beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027. Early adoption is permitted. We are currently evaluating the effect of this standard on our consolidated financial statements and related disclosures.

In September 2025, the FASB issued 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. We

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have elected to adopt the standard as of January 1, 2026. We do not expect that the adoption will have a material impact on our consolidated financial statements and related disclosures.

RESULTS OF OPERATIONS

This report presents our financial results and other financial metrics on a GAAP basis and, with respect to our international and consolidated results, after eliminating the impact of changes in foreign currency exchange rates. We believe that providing these financial results and metrics on a constant currency basis, which are non-GAAP measures, gives management and investors the ability to evaluate the performance of our business without the impact of foreign currency exchange rate fluctuations. We eliminate the impact of changes in foreign currency exchange rates by dividing the current period’s financial results by the average monthly exchange rates of the prior year period, as well as by eliminating the impact of realized and unrealized gains and losses on our intercompany loans.

Year Ended 2025 Compared to Year Ended 2024

Revenues and Segment Operating Profit:

For the year ended

Constant

December 31,

Foreign

Constant

Currency

2025

2024

Currency Impact

Currency Change

% Change

Revenues

(in thousands)

Domestic site leasing

$

1,865,602

$

1,861,424

$

—

$

4,178

0.2%

International site leasing

705,039

665,341

(11,517)

51,215

7.7%

Site development

244,498

152,869

—

91,629

59.9%

Total

$

2,815,139

$

2,679,634

$

(11,517)

$

147,022

5.5%

Cost of Revenues

Domestic site leasing

$

279,205

$

269,168

$

—

$

10,037

3.7%

International site leasing

212,795

193,829

(2,843)

21,809

11.3%

Site development

198,972

118,730

—

80,242

67.6%

Total

$

690,972

$

581,727

$

(2,843)

$

112,088

19.3%

Operating Profit

Domestic site leasing

$

1,586,397

$

1,592,256

$

—

$

(5,859)

(0.4%)

International site leasing

492,244

471,512

(8,674)

29,406

6.2%

Site development

45,526

34,139

—

11,387

33.4%

Revenues

Domestic site leasing revenues increased $4.2 million for the year ended December 31, 2025, as compared to the prior year, primarily due to (1) organic site leasing growth from new leases, amendments, and contractual rent escalators and (2) revenues from 66 towers acquired and 54 towers built since January 1, 2024, partially offset by Sprint and other lease non-renewals and a decrease in non-cash straight line revenue.

International site leasing revenues increased $39.7 million for the year ended December 31, 2025, as compared to the prior year. On a constant currency basis, international site leasing revenues increased $51.2 million. These changes were primarily due to (1) revenues from 7,266 towers acquired (including 7,110 towers related to the Millicom transaction) and 904 towers built since January 1, 2024, (2) organic site leasing growth from new leases, amendments, and contractual escalators, and (3) increases in reimbursable pass-through expenses and non-cash straight line revenue, partially offset by lease non-renewals, tower divestitures and a decrease in lease early termination fees. Site leasing revenue in Brazil represented 13.6% of total site leasing revenue for the period. No other individual international market represented more than 5% of our total site leasing revenue.

Site development revenues increased $91.6 million for the year ended December 31, 2025, as compared to the prior year, as a result of increased carrier activity.

Operating Profit

Domestic site leasing segment operating profit decreased $5.9 million for the year ended December 31, 2025, as compared to the prior year, primarily due to Sprint and other lease non-renewals.

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International site leasing segment operating profit increased $20.7 million for the year ended December 31, 2025, as compared to the prior year. On a constant currency basis, international site leasing segment operating profit increased $29.4 million. These changes were primarily due to higher international site leasing revenues as noted above and the positive impact of our ground lease purchase program, partially offset by the incremental costs associated with towers acquired and built since January 1, 2024.

Site development segment operating profit increased $11.4 million for the year ended December 31, 2025, as compared to the prior year, as a result of increased carrier activity.

Selling, General, and Administrative Expenses:

For the year ended

Constant

December 31,

Foreign

Constant

Currency

2025

2024

Currency Impact

Currency Change

% Change

(in thousands)

Domestic site leasing

$

129,447

$

132,627

$

—

$

(3,180)

(2.4%)

International site leasing

72,860

64,583

(708)

8,985

13.9%

Total site leasing

$

202,307

$

197,210

$

(708)

$

5,805

2.9%

Site development

12,936

13,983

—

(1,047)

(7.5%)

Other

62,368

47,563

—

14,805

31.1%

Total

$

277,611

$

258,756

$

(708)

$

19,563

7.6%

Selling, general, and administrative expenses increased $18.9 million for the year ended December 31, 2025, as compared to the prior year. On a constant currency basis, selling, general, and administrative expenses increased $19.6 million. These changes were driven primarily by increases in personnel and other support related costs (as a result of our increased presence in certain markets and entrance into Honduras), bad debt reserves, and non-cash compensation, partially offset by lower costs associated with our market divestitures.

Acquisition and New Business Initiatives Related Adjustments and Expenses:

For the year ended

Constant

December 31,

Foreign

Constant

Currency

2025

2024

Currency Impact

Currency Change

% Change

(in thousands)

Domestic site leasing

$

20,371

$

14,954

$

—

$

5,417

36.2%

International site leasing

6,949

10,992

79

(4,122)

(37.5%)

Total

$

27,320

$

25,946

$

79

$

1,295

5.0%

Domestic acquisition and new business initiatives related adjustments and expenses increased $5.4 million for the year ended December 31, 2025, as compared to the prior year. This change was primarily a result of higher new business initiative activity and an increase in our third party acquisition and integration costs as compared to the prior year.

International acquisition and new business initiatives related adjustments and expenses decreased $4.0 million for the year ended December 31, 2025, as compared to the prior year. On a constant currency basis, international acquisition and new business initiatives related adjustments and expenses decreased $4.1 million. These changes were primarily as a result of a decrease in our third party acquisition and integration costs and lower new business initiative activity.

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Asset Impairment and Decommission Costs:

For the year ended

Constant

December 31,

Foreign

Constant

Currency

2025

2024

Currency Impact

Currency Change

% Change

(in thousands)

Domestic site leasing

$

122,422

$

49,777

$

—

$

72,645

145.9%

International site leasing

60,887

57,030

(24,580)

28,437

49.9%

Total site leasing

$

183,309

$

106,807

$

(24,580)

$

101,082

94.6%

Other

856

1,118

—

(262)

(23.4%)

Total

$

184,165

$

107,925

$

(24,580)

$

100,820

93.4%

Asset impairment and decommission costs increased $76.2 million for the year ended December 31, 2025, as compared to the prior year. On a constant currency basis, asset impairment and decommission costs increased $100.8 million. These changes were primarily as a result of an increase in impairment charges resulting from our regular analysis of whether the future cash flows from certain towers are adequate to recover the carrying value of the investment in those towers (primarily related to EchoStar and Oi), partially offset by a decrease in tower and equipment related decommission costs.

Depreciation, Accretion, and Amortization Expenses:

For the year ended

Constant

December 31,

Foreign

Constant

Currency

2025

2024

Currency Impact

Currency Change

% Change

(in thousands)

Domestic site leasing

$

148,140

$

145,041

$

—

$

3,099

2.1%

International site leasing

132,107

113,549

(2,309)

20,867

18.4%

Total site leasing

$

280,247

$

258,590

$

(2,309)

$

23,966

9.3%

Site development

3,909

3,560

—

349

9.8%

Other

8,129

7,367

—

762

10.3%

Total

$

292,285

$

269,517

$

(2,309)

$

25,077

9.3%

Depreciation, accretion, and amortization expense increased $22.8 million for the year ended December 31, 2025, as compared to the prior year. On a constant currency basis, depreciation, accretion, and amortization expense increased $25.1 million. These changes were primarily due to the increase in the number of towers we acquired and built since January 1, 2024, partially offset by the impact of assets that became fully depreciated since the prior year period.

Operating Income (Expense):

For the year ended

Constant

December 31,

Foreign

Constant

Currency

2025

2024

Currency Impact

Currency Change

% Change

(in thousands)

Domestic site leasing

$

1,166,017

$

1,249,857

$

—

$

(83,840)

(6.7%)

International site leasing

219,441

225,358

18,844

(24,761)

(11.0%)

Total site leasing

$

1,385,458

$

1,475,215

$

18,844

$

(108,601)

(7.4%)

Site development

28,681

16,596

—

12,085

72.8%

Other

(71,353)

(56,048)

—

(15,305)

27.3%

Total

$

1,342,786

$

1,435,763

$

18,844

$

(111,821)

(7.8%)

Domestic site leasing operating income decreased $83.8 million for the year ended December 31, 2025, as compared to the prior year, primarily due to increases in asset impairment and decommission costs, acquisition and new business initiatives related adjustments and expenses, and depreciation, accretion, and amortization expense and lower segment operating profit, partially offset by a decrease in selling, general, and administrative expenses.

International site leasing operating income decreased $5.9 million for the year ended December 31, 2025, as compared to the prior year. On a constant currency basis, international site leasing operating income decreased $24.8 million. These changes were primarily due to increases in depreciation, accretion, and amortization expense, asset impairment and decommission costs, and selling,

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general, and administrative expenses, partially offset by higher segment operating profit and a decrease in acquisition and new business initiatives related adjustments and expenses.

Site development operating income increased $12.1 million for the year ended December 31, 2025, as compared to the prior year, primarily due to higher segment operating profit driven by increased carrier activity and a decrease in selling, general, and administrative expenses.

Other operating expense increased $15.3 million for the year ended December 31, 2025, as compared to the prior year, primarily due to an increase in selling, general, and administrative expenses.

Other Income (Expense):

For the year ended

Constant

December 31,

Foreign

Constant

Currency

2025

2024

Currency Impact

Currency Change

% Change

(in thousands)

Interest income

$

31,676

$

41,962

$

(152)

$

(10,134)

(24.2%)

Interest expense

(467,910)

(399,778)

(57)

(68,075)

17.0%

Non-cash interest expense

(8,857)

(27,661)

—

18,804

(68.0%)

Amortization of deferred financing fees

(21,866)

(21,265)

—

(601)

2.8%

Loss from extinguishment of debt, net

—

(5,940)

—

5,940

(100.0%)

Other income (expense), net

366,209

(250,415)

357,111

259,513

(3,187.7%)

Total

$

(100,748)

$

(663,097)

$

356,902

$

205,447

(48.8%)

Interest income decreased $10.3 million for the year ended December 31, 2025, as compared to the prior year. On a constant currency basis, interest income decreased $10.1 million. These changes were primarily due to a lower amount of interest-bearing deposits held as compared to the prior year and a decrease in interest received on a loan to an unconsolidated joint venture as the loan was repaid on March 21, 2025.

Interest expense increased $68.1 million for the year ended December 31, 2025, as compared to the prior year. This change was primarily due to our cash-interest bearing debt accruing interest at a higher weighted-average interest rate as compared to the prior year. The higher weighted-average interest rate experienced during the current year period was due to the higher blended rate of the interest rate swap agreements which replaced the previous swap on March 31, 2025.

Non-cash interest expense decreased $18.8 million for the year ended December 31, 2025, as compared to the prior year. This change was primarily due to lower amortization of accumulated losses related to our interest rate swaps de-designated as cash flow hedges which reached their term end date in 2025.

Loss from extinguishment of debt, net was $5.9 million for the year ended December 31, 2024 which primarily represents the write-off of $3.3 million of unamortized financing fees and $1.2 million of the original issuance discount associated with the repayment of the 2018 Term Loan in January 2024.

Other income (expense), net includes a $208.4 million gain on sale of assets and a $121.5 million gain on the remeasurement of U.S. dollar denominated intercompany loans with foreign subsidiaries for the year ended December 31, 2025, while the prior year period included a $236.5 million loss on the remeasurement of U.S. dollar denominated intercompany loans with foreign subsidiaries.

Provision for Income Taxes:

For the year ended

Constant

December 31,

Foreign

Constant

Currency

2025

2024

Currency Impact

Currency Change

% Change

(in thousands)

Provision for income taxes

$

(187,582)

$

(23,989)

$

(122,148)

$

(41,445)

39.3%

Provision for income taxes increased $163.6 million for the year ended December 31, 2025, as compared to the prior year. On a constant currency basis, provision for income taxes increased $41.4 million. These changes were primarily due to an increase in current taxes due to the sale of our Canadian towers.

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Net Income:

For the year ended

Constant

December 31,

Foreign

Constant

Currency

2025

2024

Currency Impact

Currency Change

% Change

(in thousands)

Net income

$

1,054,456

$

748,677

$

253,598

$

52,181

5.7%

Net income increased $305.8 million for the year ended December 31, 2025, as compared to the prior year. On a constant currency basis, net income increased $52.2 million. These changes were primarily due to increases in other income (expense), net and site development segment operating income and decreases in non-cash interest expense and loss from extinguishment of debt, partially offset by increases in provision for income taxes, interest expense and other operating expense and decreases in domestic segment operating income, interest income, and international segment operating income.

Year Ended 2024 Compared to Year Ended 2023

For a discussion of our 2024 Results of Operations, including a discussion of our financial results for the fiscal year ended December 31, 2024 compared to the fiscal year ended December 31, 2023, refer to Part I, Item 7 of our annual report on Form 10-K filed with the SEC on February 26, 2025.

NON-GAAP FINANCIAL MEASURES

This report contains information regarding Adjusted EBITDA, a non-GAAP measure. We have provided below a description of Adjusted EBITDA, a reconciliation of Adjusted EBITDA to its most directly comparable GAAP measure and an explanation as to why management utilizes this measure. This report also presents our financial results and other financial metrics after eliminating the impact of changes in foreign currency exchange rates. We believe that providing these financial results and metrics on a constant currency basis, which are non-GAAP measures, gives management and investors the ability to evaluate the performance of our business without the impact of foreign currency exchange rate fluctuations. We eliminate the impact of changes in foreign currency exchange rates by dividing the current period’s financial results by the average monthly exchange rates of the prior year period, as well as by eliminating the impact of the remeasurement of our intercompany loans.

Adjusted EBITDA

We define Adjusted EBITDA as net income excluding the impact of non-cash straight-line leasing revenue, non-cash straight-line ground lease expense, non-cash compensation, net loss from extinguishment of debt, other income and expenses, acquisition and new business initiatives related adjustments and expenses, asset impairment and decommission costs, interest income, interest expenses, depreciation, accretion, and amortization, and income taxes.

Management uses Adjusted EBITDA in evaluating, and believes that it is useful to investors in evaluating, the profitability of our operations and to evaluate our performance 1) from period to period and (2) compared to our competitors, by removing the impact of our capital structure (primarily interest charges from our outstanding debt) and asset base (primarily depreciation, amortization and accretion) from our financial results. In addition, Adjusted EBITDA is a widely used performance measure across the telecommunications real estate sector and management believes that it allows investors to evaluate our comparative performance without regard to items such as depreciation, amortization, and accretion, which can vary across different companies depending upon accounting methods and the book value of assets. Management also believes Adjusted EBITDA is frequently used by investors or other interested parties in the evaluation of REITs. In addition, Adjusted EBITDA is similar to the measure of current financial performance generally used by our lenders to determine compliance with certain covenants under our Senior Credit Agreement and the indentures relating to the 2020 Senior Notes and 2021 Senior Notes. Adjusted EBITDA should be considered only as a supplement to net income computed in accordance with GAAP as a measure of our performance.

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For the year ended

Constant

December 31,

Foreign

Constant

Currency

2025

2024

Currency Impact

Currency Change

% Change

(in thousands)

Net income

$

1,054,456

$

748,677

$

253,598

$

52,181

5.7%

Non-cash straight-line leasing revenue

(6,436)

(10,851)

(235)

4,650

(42.9%)

Non-cash straight-line ground lease expense

(4,624)

(7,668)

23

3,021

(39.4%)

Non-cash compensation

75,734

74,374

53

1,307

1.8%

Loss from extinguishment of debt, net

—

5,940

—

(5,940)

(100.0%)

Other (income) expense, net

(366,209)

250,415

(357,111)

(259,513)

3,187.7%

Acquisition and new business initiatives

related adjustments and expenses

27,320

25,946

79

1,295

5.0%

Asset impairment and decommission costs

184,165

107,925

(24,580)

100,820

93.4%

Interest income

(31,676)

(41,962)

152

10,134

(24.2%)

Interest expense (1)

498,633

448,704

57

49,872

11.1%

Depreciation, accretion, and amortization

292,285

269,517

(2,309)

25,077

9.3%

Provision for income taxes (2)

188,456

23,328

122,172

42,956

41.0%

Adjusted EBITDA

$

1,912,104

$

1,894,345

$

(8,101)

$

25,860

1.4%

(1)Total interest expense includes interest expense, non-cash interest expense, and amortization of deferred financing fees.

(2)Includes franchise and gross receipts taxes reflected in selling, general, and administrative expenses on the Consolidated Statements of Operations.

Adjusted EBITDA increased $17.8 million for the year ended December 31, 2025, as compared to the prior year. On a constant currency basis, Adjusted EBITDA increased $25.9 million. These changes were primarily due to increases in international site leasing segment operating profit and site development segment operating profit, partially offset by an increase in cash selling, general, and administrative expenses and a decrease in domestic site leasing segment operating profit.

LIQUIDITY AND CAPITAL RESOURCES

SBAC is a holding company with no business operations of its own. SBAC’s only significant asset is 100% of the outstanding capital stock of SBA Telecommunications, LLC (“Telecommunications”), which is also a holding company that owns equity interests in entities that directly or indirectly own all of our domestic and international towers and assets. We conduct all of our business operations through Telecommunications’ subsidiaries. Accordingly, our only source of cash to pay our obligations, other than financings, is distributions with respect to our ownership interest in our subsidiaries from the net earnings and cash flow generated by these subsidiaries.

Our capital allocation policy, which is built upon predictable strong cash flows, continues to prioritize opportunistically investment in quality assets, through acquisitions to the extent there are opportunities that meet our return criteria and through the construction of new towers, then stock repurchases, and then cash dividend growth over time. In addition, in a high interest rate environment and when we believe interest rates may stay higher for longer, we believe that debt repayments, especially of our variable rate debt, may be an accretive use of our excess capital.

A summary of our cash flows is as follows:

For the year ended December 31,

2025

2024

(in thousands)

Cash provided by operating activities

$

1,291,328

$

1,334,866

Cash used in investing activities

(601,829)

(809,310)

Cash (used in) provided by financing activities

(1,663,575)

645,742

Change in cash, cash equivalents, and restricted cash

(974,076)

1,171,298

Effect of exchange rate changes on cash, cash equiv., and restricted cash

10,440

(21,587)

Cash, cash equivalents, and restricted cash, beginning of year

1,400,657

250,946

Cash, cash equivalents, and restricted cash, end of year

$

437,021

$

1,400,657

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Operating Activities

Cash provided by operating activities was $1,291.3 million for the year ended December 31, 2025 as compared to $1,334.9 million for the year ended December 31, 2024. The decrease was primarily due to increases in net interest expense and cash selling, general, and administrative expenses, as well as increases in cash outflows associated with working capital changes related to the timing of customer payments and a decrease in domestic site leasing segment operating profit. The decrease was partially offset by (1) increases in international site leasing segment operating profit and site development segment operating profit and (2) decreases in tower and equipment decommission costs.

Investing Activities

A detail of our investing activities is as follows:

For the year ended December 31,

2025

2024

(in thousands)

Acquisitions of towers and related assets

$

(1,009,935)

$

(243,635)

Land buyouts and other assets (1)

(48,893)

(56,176)

Construction and related costs

(108,973)

(119,853)

Augmentation and tower upgrades

(57,679)

(53,554)

Tower maintenance

(53,547)

(49,210)

General corporate

(4,620)

(5,532)

Purchase of investments

(1,166,312)

(1,800,683)

Proceeds from sale of investments

1,404,262

1,536,750

Repayment (funding) of loan to unconsolidated joint venture

115,000

(11,100)

Proceeds from sale of assets

330,650

333

Other investing activities

(1,782)

(6,650)

Net cash used in investing activities

$

(601,829)

$

(809,310)

(1)Excludes $12.2 million and $24.9 million spent to extend ground lease terms for the years ended December 31, 2025 and 2024, respectively. We recorded these amounts in prepaid expenses and other assets within the changes in operating assets and liabilities, net of acquisitions section of our Consolidated Statements of Cash Flows.

Subsequent to year end, we closed on an acquisition for the rights to land underneath approximately 3,900 communication sites in Guatemala for $109.0 million. As of the date of this filing, we purchased or are under contract to purchase 48 communication sites for an aggregate consideration of $45.0 million in cash. We anticipate that these acquisitions will be closed by the end of the second quarter of 2026.

For 2026, we expect to incur non-discretionary cash capital expenditures associated with tower maintenance and general corporate expenditures of $67.0 million to $77.0 million and discretionary cash capital expenditures, based on current or potential acquisition obligations, planned new tower construction, forecasted tower augmentations, and forecasted ground lease purchases, of $430.0 million to $450.0 million. We expect to fund these cash capital expenditures from cash on hand, cash flow from operations, and borrowings under the Revolving Credit Facility or new financings. The exact amount of our future cash capital expenditures will depend on a number of factors, including amounts necessary to support our tower portfolio, our new tower build and acquisition programs, and our ground lease purchase program.

‎

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Table of Contents

Financing Activities

A detail of our financing activities is as follows:

For the year ended December 31,

2025

2024

(in thousands)

Net repayments under Revolving Credit Facility (1)

$

475,000

$

(180,000)

Proceeds from issuance of Term Loans, net of fees (1)

—

2,280,565

Repayment of Term Loans (1)

(23,000)

(2,292,244)

Proceeds from issuance of Tower Securities, net of fees (1)

—

2,052,136

Repayment of Tower Securities (1)

(1,165,000)

(620,269)

Repurchase and retirement of common stock (2)

(497,805)

(200,019)

Payment of dividends on common stock

(479,012)

(424,191)

Proceeds from employee stock purchase/stock option plans, net of taxes

30,047

17,185

Other financing activities

(3,805)

12,579

Net cash (used in) provided by financing activities

$

(1,663,575)

$

645,742

(1)For additional information regarding our debt instruments and financings, refer to “Debt Instruments and Debt Service Requirements” below.

(2)During the year ended December 31, 2025, we purchased 2.5 million shares of our Class A common stock for $497.8 million at an average price per share of $200.73. Amounts reflected in the table are based on the settlement date. Subsequent to December 31, 2025, we purchased 12 thousand shares of our Class A common stock for $2.2 million at an average price per share of $188.66.

For a discussion of our Liquidity and Capital Resources for the fiscal year ended December 31, 2024 compared to the fiscal year ended December 31, 2023, refer to Part I, Item 7 of our annual report on Form 10-K filed with the SEC on February 26, 2025.

Dividends

For the year ended December 31, 2025, we paid the following cash dividends:

Payable to Shareholders

of Record at the Close

Cash Paid

Aggregate Amount

Date Declared

of Business on

Per Share

Paid

Date Paid

February 23, 2025

March 13, 2025

$1.11

$122.3 million (1)

March 27, 2025

April 27, 2025

May 22, 2025

$1.11

$119.4 million

June 17, 2025

August 3, 2025

August 21, 2025

$1.11

$119.1 million

September 18, 2025

November 2, 2025

November 13, 2025

$1.11

$118.2 million

December 11, 2025

(1)Amount reflected includes the payment of $2.4 million in dividend equivalents.

Dividends paid in 2025 and 2024 were ordinary taxable dividends.

Subsequent to December 31, 2025, we declared the following cash dividends:

Payable to Shareholders

Cash to

of Record at the Close

be Paid

Date Declared

of Business on

Per Share

Date to be Paid

February 25, 2026

March 13, 2026

$1.25

March 27, 2026

The amount of future distributions will be determined, from time to time, by our Board of Directors to balance our goal of increasing long-term shareholder value and retaining sufficient cash to implement our current capital allocation policy. The actual amount, timing, and frequency of future dividends will be at the sole discretion of our Board of Directors and will be declared based upon various factors, many of which are beyond our control.

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Registration Statements

We have on file with the Commission a shelf registration statement on Form S-4 registering shares of Class A common stock that we may issue in connection with the acquisition of wireless communication towers or antenna sites and related assets or companies who own wireless communication towers, antenna sites, or related assets. During the year ended December 31, 2025, we did not issue any shares of Class A common stock under this registration statement. As of December 31, 2025, we had approximately 1.2 million shares of Class A common stock remaining under this registration statement.

We have on file with the Commission an automatic shelf registration statement for well-known seasoned issuers on Form S-3ASR, which enables us to issue shares of our Class A common stock, preferred stock, debt securities, warrants, or depositary shares as well as units that include any of these securities. We will file a prospectus supplement containing the amount and type of securities each time we issue securities under our automatic shelf registration statement on Form S-3ASR. During the year ended December 31, 2025, we did not issue any securities under our automatic shelf registration statement.

Debt Instruments and Debt Service Requirements

Terms of the Senior Credit Agreement

The Senior Credit Agreement requires SBA Senior Finance II to maintain specific financial ratios, including (1) a ratio of Consolidated Net Debt to Annualized Borrower EBITDA not to exceed 6.5 times for any fiscal quarter, (2) a ratio of Consolidated Net Debt (calculated in accordance with the Senior Credit Agreement) to Annualized Borrower EBITDA for the most recently ended fiscal quarter not to exceed 6.5 times for 30 consecutive days, and (3) a ratio of Annualized Borrower EBITDA to Annualized Cash Interest Expense (calculated in accordance with the Senior Credit Agreement) of not less than 2.0 times for any fiscal quarter. The Senior Credit Agreement contains customary affirmative and negative covenants that, among other things, limit the ability of SBA Senior Finance II and its subsidiaries to incur indebtedness, grant certain liens, make certain investments, enter into sale leaseback transactions, merge or consolidate, make certain restricted payments, enter into transactions with affiliates, and engage in certain asset dispositions, including a sale of all or substantially all of their property. The Senior Credit Agreement is also subject to customary events of default. Pursuant to the Second Amended and Restated Guarantee and Collateral Agreement, amounts borrowed under the Revolving Credit Facility, the Term Loans and certain hedging transactions that may be entered into by SBA Senior Finance II or the Subsidiary Guarantors (as defined in the Senior Credit Agreement) with lenders or their affiliates are secured by a first lien on the membership interests of SBA Telecommunications, LLC, SBA Senior Finance, LLC and SBA Senior Finance II and on substantially all of the assets (other than leasehold, easement and fee interests in real property) of SBA Senior Finance II and the Subsidiary Guarantors.

The Senior Credit Agreement permits SBA Senior Finance II, without the consent of the other lenders, to request that one or more lenders provide SBA Senior Finance II with increases in the Revolving Credit Facility or additional term loans provided that after giving effect to the proposed increase in Revolving Credit Facility commitments or incremental term loans the ratio of Consolidated Net Debt to Annualized Borrower EBITDA would not exceed 6.5 times. SBA Senior Finance II’s ability to request such increases in the Revolving Credit Facility or additional term loans is subject to its compliance with customary conditions set forth in the Senior Credit Agreement including compliance, on a pro forma basis, with the financial covenants and ratios set forth therein and, with respect to any additional term loan, an increase in the margin on existing term loans to the extent required by the terms of the Senior Credit Agreement. Upon SBA Senior Finance II’s request, each lender may decide, in its sole discretion, whether to increase all or a portion of its Revolving Credit Facility commitment or whether to provide SBA Senior Finance II with additional term loans and, if so, upon what terms. As of December 31, 2025, 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 Revolving Credit Facility consists of a revolving loan under which up to $2.0 billion aggregate principal amount may be borrowed, repaid, and redrawn, based upon specific financial ratios and subject to the satisfaction of other customary conditions to borrowing through the maturity date of January 25, 2029. Amounts borrowed under the Revolving Credit Facility accrue interest, at SBA Senior Finance II’s election, at either (1) the Eurodollar Rate or Term SOFR Rate plus a margin that ranges from 112.5 basis points to 150.0 basis points or (2) the Base Rate plus a margin that ranges from 12.5 basis points to 50.0 basis points, in each case based on the ratio of Consolidated Net Debt to Annualized Borrower EBITDA, calculated in accordance with the Senior Credit Agreement. In addition, SBA Senior Finance II is required to pay a commitment fee of between 0.15% and 0.25% per annum on the amount of unused commitment. Furthermore, the Revolving Credit Facility incorporates sustainability-linked targets which will adjust the Revolving Credit Facility’s applicable interest and commitment fee rates upward or downward based on how we perform against those targets. Borrowings under the Revolving Credit Facility may be used for general corporate purposes. SBA Senior Finance II

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may, from time to time, borrow from and repay the Revolving Credit Facility. Consequently, the amount outstanding under the Revolving Credit Facility at the end of the period may not be reflective of the total amounts outstanding during such period.

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

Unused

Interest Rate

Commitment

as of

Fee as of

December 31, 2025 (1)

December 31, 2025 (2)

Revolving Credit Facility

4.815%

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, 2024.

(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, 2024.

The table below summarizes our Revolving Credit Facility activity during the years ended December 31, 2025 and 2024:

For the year

ended December 31,

2025

2024

(in thousands)

Beginning outstanding balance

$

—

$

180,000

Borrowings

695,000

370,000

Repayments

(220,000)

(550,000)

Ending outstanding balance

$

475,000

$

—

Subsequent to December 31, 2025, we borrowed $775.0 million and repaid $45.0 million under the Revolving Credit Facility, and as of the date of this filing, $1.205 billion was outstanding.

Term Loan under the Senior Credit Agreement

2024 Term Loan

On January 25, 2024, we, through our wholly owned subsidiary, SBA Senior Finance II, issued a term loan (the “2024 Term Loan”) under the amended and restated Senior Credit Agreement. The 2024 Term Loan consists of a senior secured term loan with an initial aggregate principal amount of $2.3 billion that matures on January 25, 2031. The 2024 Term Loan (as amended on October 2, 2024) accrues interest, at SBA Senior Finance II’s election, at either the Base Rate (with a zero Base Rate floor) plus 75 basis points or at Term SOFR (with a floor of 0%) plus 175 basis points. The 2024 Term Loan was issued at 99.75% of par value. The 2024 Term Loan has a blended rate of 5.200%, which includes the impact of the current interest rate swap. Excluding the impact of the interest rate swap, the 2024 Term Loan was accruing interest at 5.470% as of December 31, 2025.

Principal payments on the 2024 Term Loan are made in quarterly installments on the last day of each March, June, September, and December in an amount equal to $5.75 million. We incurred financing fees of approximately $19.4 million in relation to this transaction, which are being amortized through the maturity date.

During the year ended December 31, 2025, we repaid an aggregate of $23.0 million of principal on the 2024 Term Loan. As of December 31, 2025, the 2024 Term Loan had a principal balance of $2.3 billion.

Interest Rate Swaps

As of December 31, 2025, we, through our wholly owned subsidiary, SBA Senior Finance II, had interest rate swap agreements on our 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.

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Secured Tower Revenue Securities

Tower Revenue Securities Terms

As of December 31, 2025, we, through a New York common law trust (the “Trust”), had issued and outstanding an aggregate of $7.2 billion of Secured Tower Revenue Securities (“Tower Securities”). The sole asset of the Trust consists of a non-recourse mortgage loan made in favor of certain of our subsidiaries that are borrowers on the mortgage loan (the “Borrowers”) under which there is a loan tranche for each Tower Security outstanding with the same interest rate and maturity date as the corresponding Tower Security. The mortgage loan will be paid from the operating cash flows from the aggregate 9,498 tower sites owned by the Borrowers as of December 31, 2025. The mortgage loan is secured by (1) mortgages, deeds of trust, and deeds to secure debt on a substantial portion of the tower sites, (2) a security interest in the tower sites and substantially all of the Borrowers’ personal property and fixtures, (3) the Borrowers’ rights under certain tenant leases, and (4) all of the proceeds of the foregoing. For each calendar month, SBA Network Management, Inc., an indirect subsidiary (“Network Management”), is entitled to receive a management fee equal to 4.5% of the Borrowers’ operating revenues for the immediately preceding calendar month.

The Borrowers may prepay any of the mortgage loan components, in whole or in part, with no prepayment consideration, (1) within six months (in the case of the component corresponding to the 2024-2C Tower Securities), twelve months (in the case of the component corresponding to the 2020-1C Tower Securities, 2021-1C Tower Securities, 2021-2C Tower Securities, and 2022-1C Tower Securities), eighteen months (in the case of the components corresponding to the 2020-2C Tower Securities and 2021-3C Tower Securities), or twenty-four months (in the case of the component corresponding to the 2024-1C Tower Securities) of the anticipated repayment date of such mortgage loan component, (2) with proceeds received as a result of any condemnation or casualty of any tower owned by the Borrowers or (3) during an amortization period. In all other circumstances, the Borrowers may prepay the mortgage loan, in whole or in part, upon payment of the applicable prepayment consideration. The prepayment consideration is determined based on the class of the Tower Securities to which the prepaid mortgage loan component corresponds and consists of an amount equal to the net present value associated with the portion of the principal balance being prepaid and calculated in accordance with the formula set forth in the mortgage loan agreement.

To the extent that the mortgage loan components corresponding to the Tower Securities are not fully repaid by their respective anticipated repayment dates, the interest rate of each such component will increase by the greater of (1) 5% and (2) the amount, if any, by which the sum of (x) the 10 year U.S. treasury rate plus (y) the credit-based spread for such component (as set forth in the mortgage loan agreement) plus (z) 5%, exceeds the original interest rate for such component.

Pursuant to the terms of the Tower Securities, all rents and other sums due on any of the towers owned by the Borrowers are directly deposited by the lessees into a controlled deposit account and are held by the indenture trustee. The monies held by the indenture trustee after the release date are classified as short-term restricted cash on the Consolidated Balance Sheets (see Note 4). However, if the Debt Service Coverage Ratio, defined as the net cash flow (as defined in the mortgage loan agreement) divided by the amount of interest on the mortgage loan, servicing fees and trustee fees that the Borrowers are required to pay over the succeeding twelve months, as of the end of any calendar quarter, falls to 1.30x or lower, then all cash flow in excess of amounts required to make debt service payments, to fund required reserves, to pay management fees and budgeted operating expenses and to make other payments required under the loan documents, referred to as “excess cash flow,” will be deposited into a reserve account instead of being released to the Borrowers. The funds in the reserve account will not be released to the Borrowers unless the Debt Service Coverage Ratio exceeds 1.30x for two consecutive calendar quarters. If the Debt Service Coverage Ratio falls below 1.15x as of the end of any calendar quarter, then an “amortization period” will commence and all funds on deposit in the reserve account will be applied to prepay the mortgage loan until such time that the Debt Service Coverage Ratio exceeds 1.15x for a calendar quarter. In addition, if any of the Tower Securities are not fully repaid by their respective anticipated repayment dates, the cash flow from the towers owned by the Borrowers will be trapped by the trustee for the Tower Securities and applied first to repay the interest, at the original interest rates, on the mortgage loan components underlying the Tower Securities, second to fund all reserve accounts and operating expenses associated with those towers, third to pay the management fees due to Network Management, fourth to repay principal of the Tower Securities and fifth to repay the additional interest discussed above. Furthermore, the advance rents reserve requirement states that the Borrowers are required to maintain an advance rents reserve at any time the monthly tenant Debt Service Coverage Ratio is equal to or less than 2:1 and for two calendar months after such coverage ratio again exceeds 2:1. The mortgage loan agreement, as amended, also includes covenants customary for mortgage loans subject to rated securitizations. Among other things, the Borrowers are prohibited from incurring other indebtedness for borrowed money or further encumbering their assets.

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The table below sets forth the material terms of our outstanding Tower Securities as of December 31, 2025:

Security

Issue Date

Amount Outstanding

‎(in millions)

Interest

‎ Rate (1)

Anticipated Repayment Date

Final Maturity Date

2020-1C Tower Securities (2)

Jul. 14, 2020

$750.0

1.884%

Jan. 9, 2026

Jul. 11, 2050

2020-2C Tower Securities

Jul. 14, 2020

$600.0

2.328%

Jan. 11, 2028

Jul. 9, 2052

2021-1C Tower Securities

May 14, 2021

$1,165.0

1.631%

Nov. 9, 2026

May 9, 2051

2021-2C Tower Securities

Oct. 27, 2021

$895.0

1.840%

Apr. 9, 2027

Oct. 10, 2051

2021-3C Tower Securities

Oct. 27, 2021

$895.0

2.593%

Oct. 9, 2031

Oct. 10, 2056

2022-1C Tower Securities

Nov. 23, 2022

$850.0

6.599%

Jan. 11, 2028

Nov. 9, 2052

2024-1C Tower Securities

Oct. 11, 2024

$1,450.0

4.831%

Oct. 9, 2029

Oct. 8, 2054

2024-2C Tower Securities (3)

Oct. 11, 2024

$620.0

4.654%

Oct. 8, 2027

Oct. 8, 2054

(1)Interest paid monthly.

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

(3)The interest rate reflected is the all-in fixed rate which includes the impact of the treasury lock agreement entered into on September 11, 2024 which settled upon issuance of the notes. The treasury lock agreement fixed 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. Excluding the impact of the treasury lock agreement, the 2024-2C Tower Securities accrue interest at 5.115%.

The table below sets forth the material terms of our Tower Securities that were repaid during the years ended December 31, 2025, 2024, and 2023:

Security (1)

Issue Date

Amount Outstanding

‎(in millions)

Interest

‎ Rate (2)

Anticipated Repayment Date

Actual Repayment Date

2019-1C Tower Securities

Sep. 13, 2019

$1,165.0

2.836%

Jan. 12, 2025

Jan. 15, 2025

2014-2C Tower Securities

Oct. 15, 2014

$620.0

3.869%

Oct. 8, 2024

Oct. 8, 2024

(1)Interest was paid monthly.

Risk Retention Tower Securities

To satisfy certain risk retention requirements of Regulation RR promulgated under the Exchange Act, SBA Guarantor, LLC, a wholly owned subsidiary, purchased the Risk Retention Tower Securities. Principal and interest payments made on the 2020-2R Tower Securities, 2021-1R Tower Securities, 2021-3R Tower Securities, 2022-1R Tower Securities, and 2024-1R Tower Securities eliminate in consolidation. Principal and interest payments made on the 2019-1R Tower Securities eliminated in consolidation.

The table below sets forth the material terms of our outstanding Risk Retention Tower Securities as of December 31, 2025:

Security

Issue Date

Amount Outstanding

‎(in millions)

Interest

‎ Rate (1)

Anticipated Repayment Date

Final Maturity Date

2020-2R Tower Securities (2)

Jul. 14, 2020

$71.1

4.336%

Jan. 11, 2028

Jul. 9, 2052

2021-1R Tower Securities

May 14, 2021

$61.4

3.598%

Nov. 9, 2026

May 9, 2051

2021-3R Tower Securities

Oct. 27, 2021

$94.3

4.090%

Oct. 9, 2031

Oct. 10, 2056

2022-1R Tower Securities

Nov. 23, 2022

$44.8

7.870%

Jan. 11, 2028

Nov. 9, 2052

2024-1R Tower Securities

Oct. 11, 2024

$108.7

6.252%

Oct. 9, 2029

Oct. 8, 2054

(1)Interest paid monthly.

(2)On January 30, 2026, we repaid $39.5 million of the principal amount of the 2020-2R Tower Securities. As of the date of this filing, the remaining balance of the 2020-2R Tower Securities was $31.6 million.

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The table below sets forth the material terms of our Risk Retention Tower Securities that were repaid during the years ended December 31, 2025, 2024, and 2023:

Security

Issue Date

Amount Outstanding

‎(in millions)

Interest

‎ Rate (1)

Anticipated Repayment Date

Actual Repayment Date

2019-1R Tower Securities

Sep. 13, 2019

$61.4

4.213%

Jan. 12, 2025

Jan. 15, 2025

Debt Covenants

As of December 31, 2025, 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.

Senior Notes

Indentures Governing Senior Notes

The Indentures governing the Senior Notes contain customary covenants, subject to a number of exceptions and qualifications, including restrictions on the ability of SBAC and Telecommunications to (1) incur additional indebtedness unless the Consolidated Indebtedness to Annualized Consolidated Adjusted EBITDA Ratio (as defined in the Indenture), pro forma for the additional indebtedness does not exceed, with respect to any fiscal quarter, 9.5x for SBAC, (2) merge, consolidate, or sell assets, (3) make restricted payments, including dividends or other distributions, (4) enter into transactions with affiliates, and (5) enter into sale and leaseback transactions and restrictions on the ability of the Restricted Subsidiaries of SBAC (as defined in the Indentures) to incur liens securing indebtedness. We may redeem each of the senior notes prior to their maturity date at 100% of the principal plus accrued and unpaid interest.

The table below sets forth the material terms of our outstanding senior notes as of December 31, 2025:

Senior Notes

Issue Date

Amount Outstanding

‎(in millions)

Interest Rate Coupon

Maturity Date

Interest Due Dates

2020 Senior Notes

Feb. 4, 2020

$1,500.0

3.875%

Feb. 15, 2027

Feb. 15 & Aug. 15

2021 Senior Notes

Jan. 29, 2021

$1,500.0

3.125%

Feb. 1, 2029

Feb. 1 & Aug. 1

Debt Service

As of December 31, 2025, we believe that our cash on hand, capacity available under our Revolving Credit Facility, and cash flows from operations for the next twelve months will be sufficient to service our outstanding debt during the next twelve months.

The following table illustrates our estimate of our debt service requirement over the next twelve months ended December 31, 2026 based on the amounts outstanding as of December 31, 2025 and the interest rates accruing on those amounts on such date:

(in thousands)

Revolving Credit Facility (1)

$

25,006

2024 Term Loan (2)

140,508

2020-1C Tower Securities (3)

750,556

2020-2C Tower Securities

14,159

2021-1C Tower Securities

1,181,842

2021-2C Tower Securities

16,752

2021-3C Tower Securities

23,491

2022-1C Tower Securities

56,362

2024-1C Tower Securities

70,510

2024-2C Tower Securities

29,052

2020 Senior Notes

58,125

2021 Senior Notes

46,875

Total debt service for the next 12 months

$

2,413,238

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(1)As of December 31, 2025, $475.0 million was outstanding under the Revolving Credit Facility. Subsequent to December 31, 2025, we borrowed $775.0 million and repaid $45.0 million under the Revolving Credit Facility, and as of the date of this filing, $1.205 billion was outstanding.

(2)Total debt service on the 2024 Term Loan reflects a blended rate of 5.200%, which includes the impact of the interest rate swaps. Excluding the impact of the interest rate swap, the 2024 Term Loan was accruing interest at 5.470% as of December 31, 2025.

(3)On January 9, 2026, we repaid the aggregate principal amount of the 2020-1C Tower Securities.

Inflation

The impact of inflation on our operations has not been material to date. However, the impact of higher interest rates, has impacted, and is expected to continue to impact, our growth rate and future operating results. Higher interest rates have impacted, and are expected to continue to impact, the ability and willingness of wireless service providers to incur capital expenditures at prior levels to expand their networks, which could adversely affect our future revenue growth rates. In addition, increased interest rates may adversely affect our costs to refinance our indebtedness at maturity. In addition, persistent high rates of inflation could adversely affect our future operating results particularly in light of the fact that our site leasing revenues are governed by long-term contracts with pre-determined pricing that we will not be able to increase in response to increases in inflation other than our contracts in South America and Africa which have inflationary index-based rent escalators.
