STOCK TITAN

[Form 4] Tyler Technologies, Inc. Insider Trading Activity

Filing Impact
(Moderate)
Filing Sentiment
(Negative)
Form Type
4
Rhea-AI Filing Summary

Brenda A. Cline, a director of Tyler Technologies (TYL), reported option exercise and sales on August 6, 2025. She exercised stock options to acquire 2,500 common shares at an exercise price of $167.14 per share, and on the same date sold 2,500 shares at a weighted average sale price of $616.6501 per share (sales ranged from $616.39 to $616.88). After the reported transactions, the filing shows 2,519 shares beneficially owned directly.

The filing also discloses indirect holdings of 4,002 shares held by a family limited partnership in which the reporting person and her husband each hold a 44% limited partner interest and jointly control the general partner. The reported options have graded vesting and varying exercisable dates; one vesting reference lists 05/10/2027. The form was signed by an attorney-in-fact on 08/08/2025.

Positive
  • None.
Negative
  • None.

Insights

TL;DR: Routine disclosure of an option exercise and contemporaneous sale by a board director; indirect family holdings disclosed.

The Form 4 documents a common pattern where a director exercises options and sells the underlying shares the same day. The filing clearly states the exercise price ($167.14) and the weighted average sale price ($616.6501), and it discloses the director's indirect ownership through a family limited partnership (4,002 shares). From a governance standpoint, the report provides required transparency on direct and indirect holdings and on option vesting characteristics. There are no regulatory flags or incomplete reporting items apparent in the text.

TL;DR: Insider exercised 2,500 options and sold 2,500 shares on 08/06/2025; resulting direct ownership reported as 2,519 shares.

The filing shows an exercise of options to acquire 2,500 shares and matching sales of 2,500 shares on the same date, with the sales executed at a disclosed weighted average price and price range. The report also lists an outstanding derivative position with graded vesting and varying exercisable dates. For investors, this is a clearly documented insider transaction that updates both direct and indirect ownership levels; it does not by itself provide operational or financial performance information about the company.

SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Cline Brenda A

(Last) (First) (Middle)
5101 TENNYSON PARKWAY

(Street)
PLANO TX 75024

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
TYLER TECHNOLOGIES INC [ TYL ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
08/06/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 08/06/2025 M 2,500 A $167.14(1) 5,019 D
Common Stock 08/06/2025 S 2,500 D $616.6501(2) 2,519 D
Common Stock 4,002 I See footnote (3)(3)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Option $167.14 08/06/2025 M 2,500 (4) 05/10/2027 Common Stock 2,500 $0 0 D
Explanation of Responses:
1. Acquired through the exercise of stock options.
2. Reflects the weighted average sale price. The shares were sold in multiple transactions at prices ranging from a low of $616.39 to a high of $616.88 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.
3. Includes 4,002 shares owned indirectly by the reporting person, which are held by a family limited partnership in which the reporting person and her husband each own a 44% limited partner interest, and each have 50% ownership and control of the sole general partner with a 2% general partner interest. The remaining limited partner interests are owned by the reporting person's sons. The reporting person disclaims beneficial ownership of the shares except to the extent of her pecuniary interest therein.
4. Option has graded vesting. Dates exercisable will vary with each vesting tranche.
Randall G. Ray, attorney-in-fact 08/08/2025
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did Tyler Technologies director Brenda Cline report on Form 4 (TYL)?

The filing reports that Brenda Cline exercised 2,500 options at $167.14 per share and sold 2,500 shares on 08/06/2025 at a weighted average price of $616.6501.

How many Tyler (TYL) shares does Brenda Cline own directly and indirectly after the transactions?

The Form 4 shows 2,519 shares beneficially owned directly following the reported transactions and 4,002 shares owned indirectly via a family limited partnership.

What is the structure of the indirect ownership reported on the Form 4 for TYL?

Indirect holdings of 4,002 shares are held by a family limited partnership in which the reporting person and her husband each own a 44% limited partner interest and jointly control the sole general partner (which holds 2%).

What were the sale prices for the shares sold by the TYL director?

The shares sold on 08/06/2025 were executed in multiple transactions at prices ranging from $616.39 to $616.88, with a weighted average sale price of $616.6501.

Are there outstanding options reported in the Form 4 for Brenda Cline (TYL)?

Yes. The filing references an option position covering 2,500 shares with an exercise price of $167.14 and notes the option has graded vesting; exercisable dates will vary.

When was the Form 4 signed and by whom?

The form was signed by Randall G. Ray, attorney-in-fact on 08/08/2025.
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