TYLER TECHNOLOGIES INC — Director's Dealing 2014

Oct 28, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TYLER TECHNOLOGIES INC (TYL)
CIK: 0000860731
Period of Report: 2014-10-28

Reporting Person: YEAMAN JOHN M (Director, Chairman of the Board)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-10-28	Common Stock	S	15000	$105.67	Disposed	335293	Direct
2014-10-28	Common Stock	M	29810	—	Acquired	365103	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-10-28	Option	$12.26	M	2000	Disposed	2017-06-15	Common Stock (2000)	Direct
2014-10-28	Option	$14.93	M	5000	Disposed	2017-12-14	Common Stock (5000)	Direct
2014-10-28	Option	$15	M	22810	Disposed	2018-05-15	Common Stock (22810)	Direct

Footnotes

F1: Includes 7,300 shares held in a foundation in which Mr. Yeaman is deemed to have shared voting power.

F2: Acquired as follows: (a) 22,810 shares acquired through the exercise of stock options with an exercise price of $15.00 per share; (b) 5,000 shares acquired through the exercise of stock options with an exercise price of $14.93 per share; and (c) 2,000 shares acquired through the exercise of stock options with an exercise price of $12.26 per share.

F3: Grant has a graded vesting schedule from June 15, 2008 through June 15, 2010. Date exercisable will vary with each vesting tranche.

F4: Grant has a graded vesting schedule from December 14, 2008 through December 14, 2010. Date exercisable will vary with each vesting tranche.

F5: Grant has a graded vesting schedule from May 15, 2009 through May 15, 2011. Date exercisable will vary with each vesting tranche.