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

Rhea-AI Filing Summary

Tyler Technologies insider John S. Marr Jr. reported option exercise and subsequent stock sales. On 09/09/2025 Mr. Marr exercised 4,000 options at $290.17 per option, resulting in the acquisition of 4,000 common shares. On the same date he sold a total of 4,000 common shares across multiple transactions at weighted-average prices ranging from $559.185 to $563.125 (individual weighted-average sale entries reported at $559.3185, $560.3028, $562.04 and $562.8269). After these transactions Mr. Marr beneficially owned 6,983 shares directly and 16,888 shares indirectly, with the indirect holdings comprised of trusts and a partnership as detailed in the filing. The filing notes the option has graded vesting and varying exercisable dates.

Positive

• Exercise of 4,000 options converted into 4,000 common shares
• Filing discloses detailed indirect ownership breakdown (trusts and partnership)

Negative

• Contemporaneous sales of 4,000 shares reported on the same date as the exercise
• Weighted-average sale prices indicate significant disposition at prices above $559 per share

Insights

Securities Analyst

TL;DR: Insider exercised 4,000 options and sold 4,000 shares the same day; remaining direct and indirect holdings disclosed.

The filing documents a single-date exercise of 4,000 options at $290.17 and contemporaneous sales totaling 4,000 shares at weighted-average prices in the $559–$563 range. This sequence is explicitly reported and results in reported direct ownership of 6,983 shares and indirect ownership of 16,888 shares. The sale prices and weighted-average disclosures are clearly presented; the filer offers to provide detailed execution prices on request. From a reporting standpoint the Form 4 is complete in listing amounts, prices, and the nature of indirect holdings.

Corporate Governance Expert

TL;DR: Transaction disclosure identifies co-trustee roles and indirect holdings; graded option vesting disclosed.

The Form 4 discloses that indirect holdings include multiple trusts and a partnership for which Mr. Marr serves as co-trustee or general partner, and the filer disclaims beneficial ownership except to the extent of pecuniary interest. The filing also states the exercised option has graded vesting and varying exercisable dates. These governance and ownership details are material for understanding voting and dispositive power associated with the reported indirect holdings.

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

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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^*

MARR JOHN S JR

(Last) (First) (Middle)

370 US ROUTE 1

(Street)

FALMOUTH ME 04105

(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
X	Officer (give title below)		Other (specify below)
	Executive Chair of the Board

3. Date of Earliest Transaction (Month/Day/Year)
09/09/2025

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	09/09/2025		M		4,000	A	$290.17(1)	10,983	D
Common Stock	09/09/2025		S		2,397	D	$559.3185(2)	8,586	D
Common Stock	09/09/2025		S		103	D	$560.3028(3)	8,483	D
Common Stock	09/09/2025		S		37	D	$562.04(4)	8,446	D
Common Stock	09/09/2025		S		1,463	D	$562.8269(5)	6,983	D
Common Stock								16,888	I	See footnote (6)(6)

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	$290.17	09/09/2025		M			4,000	(7)	12/01/2029	Common Stock	4,000	$0	875	D

Explanation of Responses:

1. Acquired through the exercise of options.

2. Reflects the weighted average sale price. The shares were sold in multiple transactions at prices ranging from a low of $559.185 to a high of $560.05 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.

3. Reflects the weighted average sale price. The shares were sold in multiple transactions at prices ranging from a low of $560.275 to a high of $561.23 per share, inclusive.

4. Reflects the weighted average sale price. The shares were sold in multiple transactions at prices ranging from a low of $561.315 to a high of $562.14 per share, inclusive.

5. Reflects the weighted average sale price. The shares were sold in multiple transactions at prices ranging from a low of $562.82 to a high of $563.125 per share, inclusive.

6. 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.

7. Option has graded vesting. Dates exercisable will vary with each vesting tranche.

	Randall G. Ray, attorney-in-fact	09/11/2025
	** 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 John S. Marr Jr. report on Form 4 for Tyler Technologies (TYL)?

The report shows Mr. Marr exercised 4,000 options at $290.17 on 09/09/2025 and sold 4,000 common shares the same date at weighted-average prices in the $559.185–$563.125 range.

How many shares does John S. Marr Jr. own after these transactions?

Following the transactions Mr. Marr beneficially owns 6,983 shares directly and 16,888 shares indirectly as reported on the Form 4.

What comprises the indirect holdings reported by Mr. Marr?

The filing states indirect holdings include 5,650 shares held in two trusts where he is co-trustee, 5,238 shares in a revocable trust6,000 shares held in a partnership

Were the sale prices disclosed in detail?

The Form 4 provides weighted-average sale prices and price ranges for the multiple transactions and the filer offers to provide full information on individual sale prices upon request.

Did the filing state anything about option vesting or exercisability?

Yes. The filing notes the option has graded vesting and that exercisable dates will vary by vesting tranche.

Who signed the Form 4 and when was it filed?

The Form 4 was signed by Randall G. Ray, attorney-in-fact on 09/11/2025, as indicated in the document.