Material Agreement Form 8 K

First Amendment to Third Amended and Restated Credit Agreement

On October 2, 2024, SBA Senior Finance II LLC (the "Borrower"), a wholly-owned subsidiary of SBA Communications Corporation ("SBAC"), entered into the First Amendment, among the Borrower, the lenders and other persons party thereto, TD Securities (USA) LLC as the lead arranger, TD Securities (USA) LLC, Mizuho Bank, Ltd., Barclays Bank PLC, Citigroup Global Markets Inc., Goldman Sachs Bank USA, JPMorgan Chase Bank, N.A., Morgan Stanley Senior Funding, Inc. and Wells Fargo Securities, LLC as joint bookrunners and Toronto Dominion (Texas) LLC, as administrative agent (the "Administrative Agent") (the "Amendment"), to the Third Amended and Restated Credit Agreement, dated as of January 25, 2024, among the Borrower, the several lenders from time to time party thereto, and the Administrative Agent (as amended, supplemented or modified from time to time, the "Senior Credit Agreement"). Capitalized terms used herein and not otherwise defined, have the meanings set forth in the Senior Credit Agreement, as amended by the Amendment.

The Amendment amended the Senior Credit Agreement to, among other things, reduce the stated rate of interest of the Initial Term Loans. The Term Loan now bears interest, at the Borrower's election, at either the Base Rate plus 0.75% per annum or Term SOFR plus 1.75% per annum. The Borrower has the ability to prepay any or all amounts under the Initial Term Loans with no prepayment penalty, except to the extent the Initial Term Loans are prepaid from the proceeds of certain financing or repricing transactions within six months of the effective date of the Amendment, in which case a prepayment fee equal to 1.0% of the aggregate principal amount of such prepayment will apply.

All other material terms of the Senior Credit Agreement, as amended, remained unchanged.

Relationships

SBAC and certain of its affiliates have previously entered into commercial financial arrangements with certain of the lenders, and/or their respective affiliates, and each of these entities and/or their affiliates has in the past provided financial, advisory, investment banking and other services to SBAC and its affiliates, including serving (1) as a lender and/or in other related capacities in connection with the Senior Credit Agreement and the various term loans and revolving credit facility under the Senior Credit Agreement, (2) as a book runner and/or as an initial purchaser for various series of Secured Tower Revenue Securities and (3) as a book runner and/or an initial purchaser for various series of Senior Notes.