TYLER TECHNOLOGIES INC — Director's Dealing 2016

Jun 2, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TYLER TECHNOLOGIES INC (TYL)
CIK: 0000860731
Period of Report: 2016-05-31

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-05-31	Common Stock	M	40000	$15	Acquired	411437	Direct
2016-05-31	Common Stock	S	40000	$151.85	Disposed	371437	Direct
2016-06-01	Common Stock	M	8897	$15	Acquired	380334	Direct
2016-06-01	Common Stock	S	8897	$153.91	Acquired	371437	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-05-31	Option	$15	M	40000	Disposed	2018-05-15	Common Stock (40000)	Direct
2016-06-01	Option	$15	M	8897	Disposed	2018-05-15	Common Stock (8897)	Direct
2016-06-01	Option	$154.85	A	25000	Acquired	2026-06-01	Common Stock (25000)	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.