Tyler Technologies sets $200M 10b5-1 buyback plan

Tyler Technologies, Inc. entered into a Rule 10b5-1 trading plan with a brokerage firm to repurchase up to $200.0 million of its common stock.

Rhea-AI Filing Summary

Tyler Technologies, Inc. entered into a Rule 10b5-1 trading plan with a brokerage firm to repurchase up to $200.0 million of its common stock. Repurchases under this plan may occur from March 16, 2026 through April 30, 2026.

On February 3, 2026, the Board authorized a share repurchase program of up to $1.0 billion, replacing all prior authorizations. As of March 13, 2026, Tyler had remaining authorization to repurchase up to $734.4 million of common stock, generally funded from cash balances and credit facility borrowings.

Insights

Equity capital allocation analyst

Tyler sets a pre-planned window to execute part of a larger $1.0B buyback authorization.

Tyler Technologies has activated a Rule 10b5-1 trading plan to repurchase up to $200.0 million of common stock within a defined window from March 16, 2026 to April 30, 2026. This sits inside a broader $1.0 billion repurchase authorization approved earlier in February 2026.

The company reports remaining Board authorization of $734.4 million as of March 13, 2026, indicating that only part of the capacity is being committed to this specific plan. Repurchases are generally funded from existing cash and borrowings, so the balance between return of capital and leverage will matter to investors over time.

Because the plan is structured under Rule 10b5-1 and Tyler’s insider trading policy, trades will be pre-arranged and can proceed even if material nonpublic information is later received. Subsequent disclosures in future filings will clarify how much of the authorized amount is ultimately used.

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, or exhibit attachments filed with this report.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

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

Tyler Technologies entered into a Rule 10b5-1 trading plan to repurchase up to $200.0 million of its common stock. The plan was arranged with a brokerage firm and operates within the company’s broader Board-authorized share repurchase program.

How large is Tyler Technologies’ new Rule 10b5-1 repurchase plan?

The new Rule 10b5-1 plan covers repurchases of up to $200.0 million of Tyler Technologies’ common stock. This amount is a subset of the company’s larger $1.0 billion share repurchase authorization approved by its Board of Directors on February 3, 2026.

Over what period will Tyler Technologies’ 10b5-1 plan repurchases occur?

Share repurchases under Tyler Technologies’ Rule 10b5-1 plan may begin on March 16, 2026 and will end on April 30, 2026. Transactions during this window will follow pre-arranged instructions set when the company determined it was not in possession of material nonpublic information.

How much repurchase authorization does Tyler Technologies (TYL) have remaining?

As of March 13, 2026, Tyler Technologies had remaining authorization from its Board to repurchase up to $734.4 million of common stock. This remaining capacity sits under a total $1.0 billion program that replaced all prior repurchase authorizations in early 2026.

How will Tyler Technologies fund share repurchases under its program?

Tyler Technologies states that share repurchases are generally funded using existing cash balances and borrowings under its credit facility. This means the company can use on-hand liquidity and available debt capacity to execute buybacks authorized by the Board and implemented through trading plans.

What is the role of Rule 10b5-1 in Tyler Technologies’ repurchase plan?

Rule 10b5-1 allows issuers to set pre-arranged trading plans when they believe they lack material nonpublic information. Tyler’s plan complies with Rule 10b5-1 and its insider trading policy, so later receipt of such information does not stop trades scheduled under the established plan.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 03/13/2026 - 10:26 AM Learn about SEC filing dates

0000860731false00008607312026-03-132026-03-13

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

March 13, 2026 (March 13, 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 March 13, 2026, Tyler Technologies, Inc. (“Tyler”) entered into a Rule 10b5-1 trading plan (the “Plan”) with a brokerage firm to repurchase up to $200.0 million of shares of our common stock. Share repurchases under the Plan may commence March 16, 2026, and will end April 30, 2026.

Tyler’s share repurchase program was originally announced in October 2002 and was amended at various times from 2003 through 2026. On February 3, 2026, our Board of Directors authorized the repurchase of up to $1.0 billion of our common stock, which replaced and superseded all previous authorizations. Our share repurchase program allows us to repurchase shares at our discretion. There is no expiration date specified for the authorization. Our Board of Directors also authorized us to enter into one or more Rule 10b5-1 trading plans for share repurchases. As of March 13, 2026, we have remaining authorization from our Board of Directors to repurchase up to $734.4 million of our common stock. Share repurchases are generally funded using our existing cash balances and borrowings under our credit facility.

The Plan is intended to comply with Rule 10b5-1 of the Securities Exchange Act of 1934 and Tyler’s insider trading policy. Rule 10b5-1 permits individuals and issuers, who have determined in good faith that they are not in possession of material, nonpublic information, to establish prearranged written stock trading plans under specific conditions and for specific periods of time. Subsequent receipt by the individual or issuer of material, nonpublic information will not prevent prearranged transactions under a Rule 10b5-1 plan from being executed.

Item 9.01    Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.						Description
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
March 13, 2026						By:			Brian K. Miller Executive Vice President and Chief Financial Officer (principal financial officer)

Filing Exhibits & Attachments

3 documents

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA DOCUMENT 1.7 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE DOCUMENT 21.4 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE DOCUMENT 12.2 KB