TYLER TECHNOLOGIES INC — Director's Dealing 2016

Dec 16, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TYLER TECHNOLOGIES INC (TYL)
CIK: 0000860731
Period of Report: 2016-12-13

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-12-13	Common Stock	M	20000	$19.2	Acquired	391437	Direct
2016-12-13	Common Stock	S	20000	$145.62	Disposed	371437	Direct
2016-12-13	Common Stock	G	14000	$148.8	Disposed	357437	Direct
2016-12-14	Common Stock	M	9895	$19.2	Acquired	367332	Direct
2016-12-14	Common Stock	S	9895	$148.85	Disposed	357437	Direct
2016-12-15	Common Stock	G	14000	$148.95	Disposed	343437	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-12-13	Option	$19.2	M	20000	Disposed	2019-12-15	Common Stock (20000)	Direct
2016-12-14	Option	$19.2	M	9895	Disposed	2019-12-15	Common Stock (9895)	Direct

Footnotes

F1: Acquired through the exercise of stock options

F2: Includes indirect ownership o: (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.

F3: Shares donated to a charitable trust

F4: Option has graded vesting. Date exercisable will vary with each vesting tranche.