SBA通信-A美股招股说明书(2026-07-13版)

% Senior Notes due 2030% Senior Notes due 2031% Senior Notes due 2033 $$$ We are offering $aggregate principal amount of% Senior Notes due 2030 (the “2030 notes”), $aggregate principal amount of%Senior Notes due 2031 (the “2031 notes”), and $aggregate principal amount of% Senior Notes due 2033 (the “2033 notes” and, together with the2030 notes and the 2031 notes, the “notes”). The 2030 notes will bear interest at a rate of% per year, the 2031 notes will bear interest at a rate of% peryear, and the 2033 notes will bear interest at a rate of% per year, each payable onandof each year, beginning on, 2027. The 2030 noteswill mature on, 2030, the 2031 notes will mature on, 2031 and the 2033 notes will mature on, 2033. We intend to use the net proceeds from this offering to repay in full our 2024 Term Loan maturing in 2031 and repay partially, or in full, outstandingborrowings under our Revolving Credit Facility (each as defined in “Capitalization”). See “Use of Proceeds.” Concurrently with the closing of this offering, inconnection with the repayment of our 2024 Term Loan and certain amounts outstanding under our Revolving Credit Facility, we expect to terminate the existingSenior Credit Agreement and enter into a new credit agreement providing for a senior unsecured revolving credit facility under which up to $2.5 billionaggregate principal amount may be borrowed, repaid and redrawn from time to time (the “New Senior Credit Agreement”). At our option, we may redeem some or all of the notes of a series at any time or from time to time prior to their maturity at the specified redemption pricefor such series described under “Description of Notes—Optional Redemption.” If we experience specific kinds of changes in control, we must offer torepurchase the notes. See “Description of Notes—Repurchase of Notes upon a Change of Control Triggering Event.” The notes will be senior unsecured obligations of SBA Communications Corporation (“SBA”) and will rank equally with all of SBA’s existing and futuresenior indebtedness, including SBA’s obligations under its existing senior notes, and senior to all of SBA’s future subordinated indebtedness. The notes willeffectively rank junior to all of our secured indebtedness to the extent of the value of the assets securing such indebtedness. The notes will be structurallysubordinated to all existing and future liabilities and obligations of our subsidiaries. Our subsidiaries will not be guarantors of the notes. For a more detailed description of the notes, see “Description of Notes,” beginning on page S-18 of this prospectus supplement. We do not intend to apply for listing of the notes on any securities exchange or for inclusion of the notes in any automated quotation system. Investing in the notes involves risks. See “Risk Factors” beginning on page S-8 of this prospectus supplement, page 1 ofthe accompanying prospectus and page 8 of our Annual Report on Form 10-K for the fiscal year ended December31, 2025,as updated by reports and documents we file with the Securities and Exchange Commission that are incorporated byreference herein. Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or passedupon the adequacy or accuracy of this prospectus supplement or the accompanying prospectus. Any representation to the contrary is a criminaloffense. The information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement and theaccompanying prospectus are not an offer to sell these securities and are not soliciting an offer to buy these securities in any jurisdiction where such offeror sale is not permitted.The underwriters expect to deliver the notes in book-entry form only through the facilities of The Depository Trust Company for the accounts of its directand indirect participants, including Clearstream Banking S.A. and Euroclear Bank SA/NV, as operator of the Euroclear System, against payment on or about, 2026. Wells Fargo Securities Morgan Stanley Table of Contents TABLE OF CONTENTS Prospectus Supplement About this Prospectus SupplementSpecial Note Regarding Forward-Looking StatementsProspectus Supplement SummaryThe OfferingRisk FactorsUse of ProceedsCapitalizationDescription of Other IndebtednessDescription of NotesMaterial United States Federal Income Tax ConsiderationsCertain ERISA ConsiderationsUnderwritingValidity of the NotesExpertsWhere You Can Find More Information; Incorporation By Reference Prospectus About this ProspectusThe CompanyRisk FactorsSpecial Note Regarding Forward-Looking StatementsSelling ShareholdersUse of ProceedsThe SecuritiesDescription of Capital StockDescription of Debt SecuritiesDescription of Depositary SharesDescription of Warrants Plan of Distribution Legal Matters Experts Where You Can Find More Information; Incorporation By Reference You should rely only on the information contained in or incorpo