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

Rhea-AI Filing Summary

Tyler Technologies, Inc. (TYL) – Form 4 insider transaction

Executive Vice President & CFO Brian K. Miller reported the purchase of 8.6243 shares of TYL common stock on 30 Jun 2025 under the company’s 2004 Employee Stock Purchase Plan (ESPP) at a price of $503.914 per share. Following the transaction, Miller directly owns 13,780.9156 shares and indirectly controls an additional 19,337 shares through family trusts, bringing his total beneficial ownership to roughly 33,118 shares.

• The transaction is coded “A”, indicating an acquisition rather than a sale.
• Purchase value is approximately $4.3 thousand, a de-minimis amount relative to Miller’s existing stake.
• No derivative security transactions were reported.

Because the purchase was executed via the ESPP, it appears to be a routine, pre-arranged acquisition rather than a discretionary open-market buy. Nevertheless, it marginally increases insider ownership and signals ongoing participation in the company’s equity programs.

Positive

• Insider acquisition: CFO increased direct holdings, avoiding the negative signal that can accompany insider selling.
• Continued plan participation shows executive alignment with the company’s long-term equity incentive structure.

Negative

• Immaterial size: Purchase of 8.6 shares (~$4k) is too small to suggest meaningful conviction.
• Routine ESPP buy: Transaction is pre-arranged, limiting its informational value to investors.

Insights

Securities Analyst

TL;DR: Routine ESPP buy; sentiment mildly positive but immaterial financially.

The CFO added fewer than nine shares, valued at roughly $4k, via Tyler’s employee stock purchase plan. While any insider acquisition avoids the negative optics of a sale, the size is too small to move the needle on ownership or indicate a strong valuation view. Total direct plus indirect holdings now exceed 33k shares, suggesting existing alignment with shareholders. From a trading perspective, this filing is informational rather than catalytic.

Corporate Governance Expert

TL;DR: Confirms active participation in equity plan; governance-neutral event.

Miller’s ESPP participation demonstrates compliance with Tyler’s equity ownership guidelines and continued alignment incentives. The acquisition is automatic under plan terms, so it does not carry the signaling weight of an open-market purchase. No red flags or governance concerns are evident. Impact on shareholder value is minimal, placing this disclosure in the routine category.

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^*

MILLER BRIAN K

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Executive VP and CFO

3. Date of Earliest Transaction (Month/Day/Year)
06/30/2025

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	06/30/2025		A		8.6243	A	$503.914(1)	13,780.9156	D
Common Stock								19,337	I	See 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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Purchased under the terms of the Tyler Technologies, Inc. 2004 Employee Stock Purchase Plan.

2. Includes shares owned indirectly by the reporting person as follows: (a) 10,011 shares owned indirectly, which are owned by a family trust for which the reporting person's spouse is the beneficiary and trustee; (b) 4,583 shares owned indirectly, which are owned by a family trust for which one of the reporting person's children is a beneficiary and the reporting person is the trustee; and (c) 4,743 shares owned indirectly, which are owned by a family trust for which one of the reporting person's children is a beneficiary and the reporting person is the trustee.

	Randall G. Ray, attorney-in-fact	07/02/2025
	** 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

How many Tyler Technologies (TYL) shares did CFO Brian K. Miller buy?

He acquired 8.6243 shares on 30 Jun 2025 through the ESPP.

What price did the TYL shares cost in the reported transaction?

The shares were purchased at $503.914 each.

How many TYL shares does the CFO now beneficially own?

Miller directly owns 13,780.9156 shares and indirectly holds 19,337 shares, totaling about 33,118 shares.

Was this an open-market purchase or part of a plan?

It was part of the 2004 Employee Stock Purchase Plan, coded as an acquisition (A).

Did the filing report any derivative security activity?

No derivative securities were acquired or disposed of in this Form 4.