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Tyler Technologies (NYSE: TYL) director gets 762 RSUs, exercises 452

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Tyler Technologies director Brenda A. Cline reported routine equity compensation activity involving restricted stock units (RSUs) and common shares. On May 6, 2026, 452 RSUs granted on May 6, 2025 vested and were settled on a one-for-one basis into 452 shares of common stock, classified as an exercise or conversion of a derivative security.

On May 5, 2026, she also received a new grant of 762 RSUs, each representing a contingent right to one share of common stock. These RSUs vest 100% on the first anniversary of the grant date under the company’s Amended and Restated 2018 Stock Incentive Plan. After the transactions, Cline directly held 2,971 shares of common stock and 762 RSUs, and is also reported as having an indirect interest in 4,002 shares held in a family limited partnership, while disclaiming beneficial ownership beyond her pecuniary interest.

Positive

  • None.

Negative

  • None.
Insider Cline Brenda A
Role null
Type Security Shares Price Value
Exercise Restricted Stock Unit 452 $0.00 --
Exercise Common Stock 452 $0.00 --
Grant/Award Restricted Stock Unit 762 $0.00 --
holding Common Stock -- -- --
Holdings After Transaction: Restricted Stock Unit — 0 shares (Direct, null); Common Stock — 2,971 shares (Direct, null); Common Stock — 4,002 shares (Indirect, See footnote (2))
Footnotes (1)
  1. Restricted stock units convert into common stock on a one-for-one basis. 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. Each restricted stock unit represents a contingent right to receive one share of Issuer common stock. The restricted stock units vest 100% on the first anniversary of the date of grant and will be settled by the Issuer on such date, subject to the terms and conditions of the Issuer's Amended and Restated 2018 Stock Incentive Plan. On May 6, 2025, the reporting person was granted 452 restricted stock units, which vested 100% on the first anniversary of the grant date and were settled by the Issuer on such date, subject to the terms and conditions of the Issuer's Amended and Restated 2018 Stock Incentive Plan.
RSUs vested and settled 452 units/shares RSUs granted May 6, 2025; settled into common stock on May 6, 2026
New RSU grant 762 units Granted May 5, 2026; vest 100% on first anniversary of grant date
Direct common shares after transactions 2,971 shares Total direct Tyler Technologies common stock holdings following reported activity
Indirect common shares via family partnership 4,002 shares Held by family limited partnership; Cline reports interest to extent of pecuniary interest
RSUs outstanding after transactions 762 units Remaining restricted stock units held directly after 452-unit vesting and 762-unit grant
Restricted stock unit financial
"Restricted stock units convert into common stock on a one-for-one basis."
A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.
family limited partnership financial
"Includes 4,002 shares owned indirectly ... held by a family limited partnership..."
pecuniary interest financial
"The reporting person disclaims beneficial ownership of the shares except to the extent of her pecuniary interest therein."
Amended and Restated 2018 Stock Incentive Plan financial
"subject to the terms and conditions of the Issuer's Amended and Restated 2018 Stock Incentive Plan."
Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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 TEXAS 75024
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
TYLER TECHNOLOGIES INC [ TYL ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/05/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock05/06/2026M452A(1)2,971D
Common Stock4,002ISee footnote (2)(2)
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Unit(3)05/05/2026A762 (4) (4)Common Stock762$0762D
Restricted Stock Unit(3)05/06/2026M452 (5) (5)Common Stock452$00D
Explanation of Responses:
1. Restricted stock units convert into common stock on a one-for-one basis.
2. 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.
3. Each restricted stock unit represents a contingent right to receive one share of Issuer common stock.
4. The restricted stock units vest 100% on the first anniversary of the date of grant and will be settled by the Issuer on such date, subject to the terms and conditions of the Issuer's Amended and Restated 2018 Stock Incentive Plan.
5. On May 6, 2025, the reporting person was granted 452 restricted stock units, which vested 100% on the first anniversary of the grant date and were settled by the Issuer on such date, subject to the terms and conditions of the Issuer's Amended and Restated 2018 Stock Incentive Plan.
Randall G. Ray, attorney-in-fact05/06/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR