Exhibit 10.75



 Exhibit 10.75 
 SBA COMMUNICATIONS CORPORATION 
 2008 EMPLOYEE STOCK PURCHASE PLAN 
 ARTICLE 1 
 PURPOSE, SCOPE AND
ADMINISTRATION OF THE PLAN 
 1.1 Purpose and Scope 
 The purpose of the SBA Communications Corporation 2008 Employee Stock Purchase Plan is to assist employees of SBA Communications Corporation and its subsidiaries in acquiring a stock ownership interest in the Company
pursuant to a plan which is intended to qualify as an “employee stock purchase plan” under Section 423 of the Internal Revenue Code of 1986, as amended. 
 1.2 Administration of Plan 
 The Plan shall be administered by the Committee. The Committee shall have
the power to make, amend and repeal rules and regulations for the interpretation and administration of the Plan consistent with the qualification of the plan under Section 423 of the Code. The Committee also is authorized to (1) change the
Option Periods and Offering Dates under the Plan and (2) change or modify the method of participation in the Plan by providing written notice to all Employees at least 15 days prior to the date following which such changes will take effect. The
Committee may delegate administrative tasks under the Plan to one or more agents. The Committee’s interpretation and decisions in respect to the Plan shall be final and conclusive. 
 ARTICLE 2 
 DEFINITIONS 
 Whenever the following terms are used in this Plan, they shall have the meaning specified below unless the context clearly indicates to the contrary. The
singular pronoun shall include the plural where the context so indicates. 
 2.1 “Board” shall mean the Board of Directors
of the Company. 
 2.2 “Class A Common Stock” shall mean shares of Class A common stock of the Company, par value $0.01
per share. 
 2.3 “Code” shall mean the Internal Revenue Code of 1986, as amended. 
 2.4 “Committee” shall mean the Compensation Committee of the Board, which Committee shall administer the Plan as provided in
Section 1.2 hereof. 
 2.5 “Company” shall mean SBA Communications Corporation, a Florida corporation. 







 2.6 “Compensation” shall mean the base salary, bonuses, overtime and commissions paid to
an Employee by the Company or a Subsidiary in accordance with established payroll procedures. 
 2.7 “Eligible Employee”
shall mean an Employee who (a) has been continuously employed by the Company or Subsidiary for at least 90 consecutive days, (b) is customarily scheduled to work at least 20 hours per week, (c) whose customary employment is more than
five (5) months in a calendar year, and (d) is not ineligible in accordance with Section 3.2(b). 
 2.8
“Employee” shall mean any employee of the Company or a Subsidiary. 
 2.9 “Exchange Act” shall mean the
Securities Exchange Act of 1934, as amended. 
 2.10 “Fair Market Value” of a share of Class A Common Stock as of a
given date shall mean (i) the average of the closing prices of the sales of Class A Common Stock on the trading date previous to such date on all national securities exchanges on which such securities may at the time be listed, or, if
there have been no sales on any such exchange on the trading date previous to such date, the average of the highest bid and lowest asked prices on all such exchanges at the close of business on the trading day previous to such date, or (ii) if
on any date no such shares of Class A Common Stock are so listed, the last sales price quoted in the NASDAQ System as of 4:00 P.M., New York time on the trading date previous to such date, or (iii) if on any date such securities are not
quoted in the NASDAQ System, the average of the highest bid and lowest asked prices on the trading date previous to such date in the domestic over-the-counter market as reported by the National Quotation Bureau Incorporated, or any similar successor
organization, or (iv) if Class A Common Stock is not publicly traded or quoted or sold in the over-the-counter market, the fair market value of a share of Class A Common Stock as established by the Committee acting in good faith.

 2.11 “Lump Sum Payment Date” shall have the meaning assigned in Section 3.2(b)(i) of this Plan. 
 2.12 “Offering Date” shall mean May 31, August 31, November 30 and February 28 (29th in leap years) of
each year. 
 2.13 “Option Period” shall mean the quarterly period ending with each Offering Date. 
 2.14 “Option Price” shall mean the purchase price of a share of Class A Common Stock hereunder as provided in Section 4.1
hereof. 
 2.15 “Participant” shall mean any Eligible Employee who elects to participate. 
 2.16 “Plan” shall mean this SBA Communications Corporation 2008 Employee Stock Purchase Plan, as the same may be amended from time to
time. 
 2.17 “Plan Account” shall mean a bookkeeping account established and maintained by the Company in the name of each
Participant. 
  

 2 








 2.18 “Subsidiary” shall mean any corporation in an unbroken chain of corporations
beginning with the Company if each of the corporations other than the last corporation in the unbroken chain then owns stock possessing 50% or more of the total combined voting power of all classes of stock in one of the other corporations in such
chain. 
 ARTICLE 3 
 PARTICIPATION 
 3.1 Eligibility 
 Subject to Section 3.2(b), an Eligible Employee may participate in the Plan if immediately after the applicable Offering Date, such Employee would not be deemed for purposes of Section 423(b)(3) of the Code
to possess 5% or more of the total combined voting power or value of all classes of stock of the Company or any Subsidiary. 
 3.2
Election to Participate 
 (a) Payroll Deductions. An Eligible Employee may participate in the Plan by means of payroll
deductions prior to the relevant Option Period. An Eligible Employee may elect to participate in the Plan during an Option Period by delivering to the Company, no later than the close of business on the last business day of the calendar month
preceding the commencement of an Option Period, a written payroll deduction authorization on a form prescribed by the Company. Payroll deductions remitted by a Participant (a) must be equal to at least 1% of the Participant’s Compensation
as of the Offering Date; (b) must be equal to at least five dollars ($5.00) per pay period; and (c) may be expressed either as (i) a whole number percentage or (ii) a fixed dollar amount, subject to the provisions of Sections 4.2
and 4.3 hereof. Amounts deducted from a Participant’s Compensation pursuant to this Section 3.2(a) shall be credited to the Participant’s Plan Account. 
 (b) Optional Lump Sum Payments. An Eligible Employee may elect to participate in the Plan during an Option Period by delivering to the Company, not later than the close of business on the last business day of
the calendar month preceding the commencement of an Option Period, a written notice of election to participate in the Plan by lump sum payment. Lump sum payments remitted by a Participant must be expressed as a fixed dollar amount, subject to the
provisions of Sections 4.2 and 4.3 hereof. Lump sum payments remitted by the Participant pursuant to this Section 3.2(b) shall be credited to the Participant’s Plan Account. Lump sum payments remitted by a participant must be remitted in
current funds no later than two (2) weeks prior to the end of the applicable Option Period (the “Lump Sum Payment Date”). 
 3.3 Change in Participation  
 (a) Decrease of Contribution. A Participant may discontinue his or her participation in
the Plan as provided in Article VI hereof, or may decrease his or her payroll deductions or lump sum payment at any time during an Option Period, by delivering to the Company a new written deduction authorization or lump sum election, as applicable,
in the form prescribed by the Company, authorizing a reduction in the amount of payroll deductions or lump sum amount, as the case may be. 
  

 3 








 (b) Increase of Contribution. A Participant may not increase the amount of his or her payroll
deductions or lump sum contributions once the Option Period has begun. 
 (c) Miscellaneous. The Committee shall have the authority to
modify the rules and regulations regarding changes in Participation, by providing Participants notice of such change 15 days prior to the Offering Date. 
 3.4 Leave of Absence 
 During leaves of absence approved by the Company and meeting the requirements
of Regulation Section 1.421-7(h)(2) under the Code, a Participant may continue participation in the Plan by making cash payments to the Company on his or her normal payday equal to his or her authorized payroll deduction, or if elected, a lump
sum payment prior to the relevant Offering Date as specified in the Participant’s written notice to the Company, as applicable. 
 ARTICLE 4 
 PURCHASE OF SHARES 
 4.1 Option Price 
 The Option Price per share of the Class A Common Stock sold to Participants
hereunder shall be 85% of the Fair Market Value of such share on the Offering Date. 
 4.2 Purchase of Shares 
 (a) On each Offering Date on which he or she is employed, each Participant will automatically and without any action on his or her part be deemed to have
exercised his or her option to purchase at the Option Price the largest number of whole shares of Class A Common Stock which can be purchased with the amount in the Participant’s Plan Account. The balance, if any, remaining in the
Participant’s Plan Account (after exercise of his or her option) as of an Offering Date shall, at the election of the Company, be either carried forward to the next Option Period or refunded. 
 (b) As soon as practicable following each Offering Date, the Company, pursuant to each Participant’s instructions, will electronically deliver to
the Participant’s designated brokerage account such number of shares purchased pursuant to Section 4.2(a) above. Thereafter, if requested by the Participant, the Company will physically deliver to the Participant a certificate issued in
his or her name for such number of shares; or transfer such shares to another brokerage account. In the event the Company is required to obtain from any commission or agency authority to issue and deliver the shares, either physically or
electronically, the Company will seek to obtain such authority. Inability of the Company to obtain from any such commission or agency authority which counsel for the Company deems necessary for the lawful issuance and delivery of the shares, either
physical or electronic, shall relieve the Company from liability to any Participant except to refund to him or her the amount withheld. 
  

 4 








 4.3 Limitations on Purchase 
 No Employee shall be granted an option under the Plan which permits his or her rights to purchase Class A Common Stock under the Plan or any other
employee stock purchase plan of the Company or any of its Subsidiaries to accrue at a rate which exceeds $25,000 (as measured by the Fair Market Value of such Class A Common Stock at the time the option is granted) for each calendar year such
option is outstanding. For purposes of this Section 4.3, the right to purchase Class A Common Stock under an option accrues when the option (or any portion thereof) becomes exercisable, and the right to purchase Class A Common Stock
which has accrued under one option under the Plan may not be carried over to any other option. 
 4.4 Transferability of Rights

 An option granted under the Plan shall not be transferable and is exercisable only by the Participant. No option or interest or right
therein or part thereof shall be liable for the debts, contracts or engagements of the Participant or his or her successors in interest or shall be subject to disposition by alienation, anticipation, pledge, encumbrance, assignment or any other
means whether such disposition be voluntary or involuntary or by operation of law by judgment, levy, attachment, garnishment or any other legal or equitable proceedings (including bankruptcy), and any attempt at disposition thereof shall be null and
void and of no effect. 
 ARTICLE 5 
 PROVISIONS RELATING TO CLASS A COMMON STOCK 
 5.1 Class A Common Stock Reserved 
 There shall be 500,000 authorized but un-issued or reacquired shares of Class A Common Stock reserved for issuance pursuant to this Plan, subject to
adjustment in accordance with Section 5.2 hereof. 
 5.2 Adjustment for Changes in Class A Common Stock 
 In the event that adjustments are made in the number of outstanding shares of Class A Common Stock or the shares are exchanged for a different class
of stock of the Company by reason of stock dividend, stock split or other subdivision, the Committee shall make appropriate adjustments in (a) the number and class of shares or other securities that may be reserved for purchase hereunder and
(b) the Option Price of outstanding options. 
 5.3 Merger, Acquisition or Liquidation 
 In the event of the merger or consolidation of the Company into another corporation, the acquisition by another corporation of all or substantially all of
the Company’s assets or 80% or more of the Company’s then outstanding voting stock or the liquidation or dissolution of the Company, the date of exercise with respect to outstanding options shall be the business day immediately preceding
the effective date of such merger, consolidation, acquisition, liquidation or dissolution unless the Committee shall, in its sole discretion, provide for the assumption or substitution of such options in a manner complying with Section 424(a)
of the Code. 
  

 5 








 5.4 Insufficient Shares 
 If the aggregate funds available for the purchase of Class A Common Stock on any Offering Date would cause an issuance of shares in excess of the
number provided for in Section 5.1 hereof, (a) the Committee shall proportionately reduce the number of shares that would otherwise be purchased by each Participant in order to eliminate such excess, and (b) the Plan shall
automatically terminate immediately after such Offering Date. 
 5.5 Rights as Stockholders 
 With respect to shares of Class A Common Stock subject to an option, a Participant shall not be deemed to be a stockholder and shall not have any of
the rights or privileges of a stockholder. A Participant shall have the rights and privileges of a stockholder when, but not until, the shares have been issued and either physically or electronically delivered, to him or her, following exercise of
his or her option. 
 ARTICLE 6 
 TERMINATION OF PARTICIPATION 
 6.1 Early Termination of Participation; Voluntary Withdrawal 
 (a) A Participant may terminate his or her obligation to make any additional payments into the Plan, either by additional payroll deductions or by
additional lump sum payments, at any time during an Option Period by delivering written notice of such early termination to the Company. Upon delivery of such notice, all payroll deductions will cease and/or the Participant will be relieved from any
future lump sum payment obligations, as applicable. Upon any such early termination, such Participant may elect either to withdraw from the Plan pursuant to Section 6.1(b) below or to have amounts credited to his or her Plan Account held in the
Plan for the purchase of Class A Common Stock pursuant to Section 4.2. A Participant who early terminates his or her participation in the Plan during any Option Period shall not be permitted to resume making contributions, or remitting
lump sum payments, as applicable, to the Plan during such Option Period. 
 (b) A Participant may withdraw from the Plan at any time by
written notice to the Company prior to the close of business on an Offering Date. Within 21 days after the notice of withdrawal is delivered, the Company shall refund the entire amount, if any, in a Participant’s Plan Account to him or her, and
the following shall be deemed automatically terminated: (i) the Participant’s payroll deduction authorization or written notice of election to participate in the Plan by remitting a lump sum payment, as applicable, (ii) his or her
interest in the Plan and (iii) his or her option under the Plan. Any Eligible Employee who withdraws from the Plan may again become a Participant in accordance with Section 3.2 hereof. 
 6.2 Termination of Eligibility 
 (a)
If a Participant ceases to be eligible under Section 3.1 hereof for any reason, the amount in such Participant’s Plan Account will be refunded to the Participant or his or her designated beneficiary or estate within 21 days of his or her
termination of employment or other cessation of eligibility. 
  

 6 








 (b) Upon payment by the Company to the Participant or his or her beneficiary or estate of the remaining
balance, if any, in Participant’s Plan Account, the Participant’s interest in the Plan and the Participant’s option under the Plan shall terminate. 
 ARTICLE 7 
 GENERAL PROVISIONS 
 7.1 Condition of Employment 
 Neither
the creation of the Plan nor an Employee’s participation therein shall be deemed to create any right of continued employment or in any way affect the right of the Company or a Subsidiary to terminate an Employee at any time with or without
cause. 
 7.2 Amendment of the Plan 
 (a) The Board or Committee may amend, suspend or terminate the Plan at any time and from time to time; provided, however, that without approval of the Company’s stockholders given within 12 months before or after
action by the Board or Committee, the Plan may not be amended to increase the maximum number of shares subject to the Plan or change the designation or class of Eligible Employees. 
 (b) Upon termination of the Plan, the balance in each Participant’s Plan Account shall be refunded within 21 days of such termination. 

7.3 Use of Funds; No Interest Paid 
 All funds received by the Company by reason of purchase of Class A Common Stock hereunder will be included in the general funds of the Company free of any trust or other restriction and may be used for any corporate purpose. No
interest will be paid to any Participant or credited under the Plan. 
 7.4 Term; Approval by Stockholders 
 The Plan shall terminate on the tenth anniversary of the date of its initial approval by the stockholders of the Company, unless earlier terminated by
action of the Board. No option may be granted during any period of suspension of the Plan nor after termination of the Plan. The Plan will be submitted for the approval of the Company’s stockholders within 12 months after the date of the
Board’s initial adoption of the Plan. Options may be granted prior to such stockholder approval; provided, however, that such options shall not be exercisable prior to the time when the Plan is approved by the stockholders; provided further
that if such approval has not been obtained by the end of said 12-month period, all options previously granted under the Plan shall thereupon be canceled and become null and void. 
 7.5 Effect Upon Other Plans 
 The
adoption of the Plan shall not affect any other compensation or incentive plans in effect for the Company or any Subsidiary. Nothing in this Plan shall be construed to limit the right of the Company or any Subsidiary (a) to establish any other
forms of incentives or 

  

 7 








 
compensation for employees of the Company or any Subsidiary or (b) to grant or assume options otherwise than under this Plan in connection with any
proper corporate purpose, including, but not by way of limitation, the grant or assumption of options in connection with the acquisition, by purchase, lease, merger, consolidation or otherwise, of the business, stock or assets of any corporation,
firm or association. 
 7.6 Conformity to Securities Laws 
 Notwithstanding any other provision of this Plan, this Plan and the participation in this Plan by any individual who is then subject to Section 16 of
the Exchange Act shall be subject to any additional limitations set forth in any applicable exemptive rule under Section 16 of the Exchange Act (including any amendment to Rule 16b-3 of the Exchange Act) that are requirements for the
application of such exemptive rule. To the extent permitted by applicable law, the Plan shall be deemed amended to the extent necessary to conform to such applicable exemptive rule. 
 7.7 Governing Law 
 The Plan and all
rights and obligations thereunder shall be construed and enforced in accordance with the laws of the State of Florida. 
  

 8