Tyler Technologies (NYSE: TYL) approves new $1B stock buyback

Rhea-AI Filing Summary

Tyler Technologies, Inc. announced that its board of directors approved a new share repurchase plan authorizing the company to buy back up to $1 billion of its Class A Common Stock, effective immediately. This new authorization replaces and supersedes all previous repurchase authorizations.

Repurchases may be made in the open market or through other methods, at times and prices the Chief Executive Officer and Chief Financial Officer consider in the company’s best interests. The plan has no fixed expiration date, does not require Tyler to repurchase any specific amount of shares, and can be modified, suspended, or terminated at any time in accordance with applicable laws and regulations.

Insights

Equity Capital Allocation Analyst

Tyler authorizes up to $1 billion in open-ended share repurchases, signaling board support for buybacks but without a required pace.

The board of Tyler Technologies approved a share repurchase plan authorizing buybacks of up to $1 billion of Class A Common Stock, effective on February 4, 2026. This authorization replaces all prior programs and centralizes capital return decisions under the current leadership team.

The plan allows purchases in the open market or by other methods, with discretion granted to the Chief Executive Officer and Chief Financial Officer to determine timing, amounts, and prices. There is no fixed expiration date and no obligation to repurchase a minimum number of shares, so actual impact will depend on future execution choices and market conditions.

The company may also use Rule 10b5-1 trading plans, which can automate repurchases according to preset parameters. Future disclosures in company filings and the attached news release referenced as Exhibit 99.1 may provide additional detail on the pace and scale of buybacks over time.

8-K Event Classification

2 items: 8.01, 9.01

2 items

Item 8.01 Other Events Other

Voluntary disclosure of events the company deems important to shareholders but not covered by other items.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

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Accepted by SEC EDGAR 02/04/2026 - 12:05 PM Learn about SEC filing dates

FAQ

What did Tyler Technologies (TYL) announce in this 8-K filing?

Tyler Technologies announced board approval of a new share repurchase plan authorizing buybacks of up to $1 billion of its Class A Common Stock. The plan is effective immediately and replaces all previous repurchase authorizations, giving management flexibility over timing and methods of repurchases.

How large is Tyler Technologies’ new share repurchase authorization?

The new share repurchase plan authorizes Tyler Technologies to buy back up to $1 billion of its Class A Common Stock. This represents the maximum aggregate amount available under the plan, though actual repurchases will depend on management decisions and prevailing market conditions.

Does Tyler Technologies’ $1 billion repurchase plan have an expiration date?

The share repurchase plan does not have a fixed expiration date. Tyler Technologies can continue buybacks as long as the authorization remains in place, subject to applicable laws, and the plan may be modified, suspended, or terminated at any time by the company.

How will Tyler Technologies execute its new share repurchase plan?

Tyler Technologies may repurchase shares in the open market or through other methods, at prices and times determined by its CEO and CFO. The company may also enter into Rule 10b5-1 plans, which allow prearranged, rules-based share repurchases under this authorization.

Does the new Tyler Technologies buyback plan obligate the company to repurchase shares?

No, the plan does not obligate Tyler Technologies to repurchase any specific amount of Class A Common Stock. It simply authorizes up to $1 billion in potential repurchases, leaving actual volumes and timing to management’s discretion within legal and regulatory limits.

What prior authorizations does Tyler Technologies’ new repurchase plan affect?

The newly approved share repurchase plan replaces and supersedes all previous repurchase authorizations. This means any earlier buyback programs are no longer in effect, and future repurchases of Class A Common Stock will occur solely under this updated $1 billion authorization.

0000860731false00008607312026-02-042026-02-04

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

_____________________________________________

FORM 8-K

_____________________________________________

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

February 4, 2026 (February 4, 2026)

Date of Report (Date of earliest event reported)

_____________________________________________

TYLER TECHNOLOGIES, INC.

(Exact name of registrant as specified in its charter)

_____________________________________________

Delaware

1-10485

75-2303920

(State or other jurisdiction of incorporation organization)

(Commission File Number)

(I.R.S. Employer Identification No.)

5101 TENNYSON PARKWAY			PLANO			Texas			75024
(Address of principal executive offices)			(City)			(State)			(Zip code)

(972) 713-3700

(Registrant’s telephone number, including area code)

    Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)

Title of each class			Trading symbol			Name of each exchange on which registered
COMMON STOCK, $0.01 PAR VALUE			TYL			New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 8.01 Other Events.

On February 4, 2026, Tyler Technologies, Inc. (“Tyler” or “the Company”) announced that its board of directors approved a share repurchase plan with authorization to purchase up to $1 billion of its Class A Common Stock, effective immediately (the “Repurchase Plan”). The Repurchase Plan replaces and supersedes any previous authorizations.

Repurchases under the Repurchase Plan may be made in the open market or otherwise in such quantities, at such prices, in such manner and on such terms and conditions as the Company’s Chief Executive Officer and Chief Financial Officer determine are in the best interests of the Company. Tyler may also, from time to time, enter into Rule 10b5-1 plans to facilitate repurchases of its shares under this authorization.

The Repurchase Plan does not have a fixed expiration date, does not obligate Tyler to acquire any particular amount of Class A Common Stock, and may be modified, suspended, or terminated at any time. The Repurchase Plan shall be made in accordance with all applicable laws and regulations in effect from time to time.

A copy of the press release announcing the Repurchase Plan is attached hereto as Exhibit 99.1.

Item 9.01    Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.						Description
99.1						News Release by Tyler Technologies, Inc., dated February 4, 2026
Exhibit 104						Cover Page Interactive Data File (embedded in the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

						TYLER TECHNOLOGIES, INC.
									/s/ Brian K. Miller
February 04, 2026						By:			Brian K. Miller Executive Vice President and Chief Financial Officer (principal financial officer)