Tyler Technologies Insider: Marr Exercises Options, Disposes of Shares
Rhea-AI Filing Summary
John S. Marr Jr., Executive Chair and Director of Tyler Technologies (TYL), reported option exercises and multiple open-market sales on 08/28/2025. He exercised options to acquire 2,250 shares at an exercise price of $231.68 and 2,000 shares at $290.17. On the same date he sold a total of 4,250 common shares in multiple transactions at weighted-average prices ranging from about $552.00 to $559.27 across several tranches. After these transactions, Mr. Marr directly beneficially owned 6,983 shares and indirectly owned 16,888 shares held in trusts and a partnership for which he is a co-trustee or general partner. The Form 4 was signed by attorney-in-fact Randall G. Ray on 09/02/2025.
Positive
- Option exercises clearly disclosed including exercise prices ($231.68 and $290.17) and share counts (2,250 and 2,000)
- Detailed disclosure of indirect ownership totaling 16,888 shares with explanation of trusts and partnership
Negative
- Insider sold 4,250 shares in multiple transactions, reducing direct holdings to 6,983 shares
- Sales executed at varied prices (weighted-average ranges between approximately $552.00 and $559.27), indicating multiple tranches rather than a single transaction price
Insights
TL;DR: Insider exercised options and sold shares, leaving modest direct ownership and larger indirect holdings.
The filing shows exercise of two option tranches (2,250 at $231.68; 2,000 at $290.17) and contemporaneous open-market disposals totaling 4,250 shares across multiple price ranges reported as weighted averages. Exercising in-the-money options and immediately selling some shares is a common liquidity event for executives and does not, by itself, indicate a change in corporate strategy. Reported post-transaction direct ownership is 6,983 shares, while indirect holdings total 16,888 shares across trusts and a partnership, which the reporting person disclaims beneficial ownership of except to the extent of pecuniary interest.
TL;DR: Transactions are routine insider exercises and disposals with clear disclosure of indirect ownership via trusts and partnership.
The Form 4 provides transparent detail on option exercises, sale price ranges, and the composition of indirect holdings (5,650; 5,238; 6,000 shares) tied to family trusts and a partnership. The filing includes the required explanatory footnotes and a signature by an attorney-in-fact, indicating procedural compliance with Section 16 reporting requirements. No amendments or other governance actions are disclosed in this filing.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Option | 2,250 | $0.00 | -- |
| Exercise | Option | 2,000 | $0.00 | -- |
| Exercise | Common Stock | 2,250 | $231.68 | $521K |
| Exercise | Common Stock | 2,000 | $290.17 | $580K |
| Sale | Common Stock | 925 | $552.2454 | $511K |
| Sale | Common Stock | 437 | $553.7181 | $242K |
| Sale | Common Stock | 822 | $554.6885 | $456K |
| Sale | Common Stock | 170 | $555.5735 | $94K |
| Sale | Common Stock | 539 | $556.472 | $300K |
| Sale | Common Stock | 705 | $558.0111 | $393K |
| Sale | Common Stock | 652 | $558.9809 | $364K |
| holding | Common Stock | -- | -- | -- |
Footnotes (1)
- Acquired through the exercise of stock options. Reflects the weighted average sale price. The shares were sold in multiple transactions at prices ranging from a low of $552.00 to a high of $552.993 per share, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth with respect to this transaction and all sale transactions reported in this Form 4. Reflects the weighted average sale price. The shares were sold in multiple transactions at prices ranging from a low of $553.084 to a high of $554.045 per share, inclusive. Reflects the weighted average sale price. The shares were sold in multiple transactions at prices ranging from a low of $554.16 to a high of $555.07 per share, inclusive. Reflects the weighted average sale price. The shares were sold in multiple transactions at prices ranging from a low of $555.16 to a high of $556.108 per share, inclusive. Reflects the weighted average sale price. The shares were sold in multiple transactions at prices ranging from a low of $556.195 to a high of $557.167 per share, inclusive. Reflects the weighted average sale price. The shares were sold in multiple transactions at prices ranging from a low of $557.364 to a high of $558.36 per share, inclusive. Reflects the weighted average sale price. The shares were sold in multiple transactions at prices ranging from a low of $558.52 to a high of $559.265 per share, inclusive. Includes shares owned indirectly by the reporting person, as follows: (a) 5,650 shares owned indirectly, which are held in two trusts for which family members are beneficiaries and for which Mr. Marr is a co-trustee and is deemed to have shared voting and dispositive power, (b) 5,238 shares owned indirectly, which are held in a revocable trust established by Mr. Marr's wife in which Mr. Marr's children are the beneficiaries and for which Mr. Marr is a co-trustee, and (c) 6,000 shares owned indirectly, which are held in a partnership in which Mr. Marr is the general partner (the partnership is owned 99% by a trust in which Mr. Marr's children are the beneficiaries and 1% by the general partner). The reporting person disclaims beneficial ownership of the securities identified as owned indirectly except to the extent of his pecuniary interest therein. Option has graded vesting. Dates exercisable will vary with each vesting tranche.
