TYLER TECHNOLOGIES INC — Director's Dealing 2015

Dec 4, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TYLER TECHNOLOGIES INC (TYL)
CIK: 0000860731
Period of Report: 2015-12-01

Reporting Person: MARR JOHN S JR (Director, President and CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-12-01	Common Stock	S	20000	$177.05	Disposed	393417	Direct
2015-12-02	Common Stock	M	15000	$15	Acquired	408417	Direct
2015-12-02	Common Stock	S	15000	$178.48	Disposed	393417	Direct
2015-12-02	Common Stock	M	6020	$16.61	Acquired	399437	Direct
2015-12-03	Common Stock	S	18000	$177.21	Disposed	381437	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2015-12-02	Option	$15	M	15000	Disposed	2018-05-15	Common Stock (15000)	Direct
2015-12-02	Option	$16.61	M	6020	Disposed	2020-06-15	Common Stock (6020)	Direct

Footnotes

F1: Includes indirect ownership of: (a) 28,000 shares held in a descendant's trust in which Mr. Marr is deemed to have shared voting power; and (b) 99,527 shares 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.

F2: Acquired through the exercise of stock options.

F3: Option has graded vesting. Date exercisable will vary with each vesting tranche.