TYLER TECHNOLOGIES INC — Director's Dealing 2016

Sep 3, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TYLER TECHNOLOGIES INC (TYL)
CIK: 0000860731
Period of Report: 2016-08-31

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-08-31	Common Stock	M	11010	$16.33	Acquired	382447	Direct
2016-08-31	Common Stock	S	11010	$165.65	Disposed	371437	Direct
2016-09-01	Common Stock	M	990	$16.33	Acquired	372427	Direct
2016-09-01	Common Stock	S	990	$165.35	Disposed	371437	Direct
2016-09-02	Common Stock	M	12000	$16.33	Acquired	383437	Direct
2016-09-02	Common Stock	S	12000	$168.45	Disposed	371437	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-08-31	Option	$16.33	M	11010	Disposed	2019-06-15	Common Stock (11010)	Direct
2016-09-01	Option	$16.33	M	990	Disposed	2019-06-15	Common Stock (990)	Direct
2016-09-02	Option	$16.33	M	12000	Disposed	2019-06-15	Common Stock (12000)	Direct

Footnotes

F1: Acquired through the exercise of stock options

F2: 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.

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