TYLER TECHNOLOGIES INC — Director's Dealing 2017

May 24, 2017

SEC Form 4/A — Form 4/A

Issuer: TYLER TECHNOLOGIES INC (TYL)
CIK: 0000860731
Period of Report: 2017-05-16

Reporting Person: MARR JOHN S JR (Director, CEO and Chairman of the Board)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-05-16	Common Stock	M	12000	$16.61	Acquired	355437	Indirect
2017-05-16	Common Stock	S	12000	$168.37	Disposed	343437	Indirect
2017-05-17	Common Stock	M	11960	$16.61	Acquired	355397	Indirect
2017-05-17	Common Stock	S	11960	$167.01	Disposed	343437	Indirect

Footnotes

F1: Acquired through the exercise of stock options.

F2: The original filing did not correctly distinguish between Direct and Indirect ownership of the shares.

F3: Includes shares owned both directly and indirectly by the reporting person, as follows: (a) 227,910 shares owned directly; (b) 28,000 shares owned indirectly, which are held in a descendant's trust in which Mr. Marr is deemed to have shared voting and/or dispositive power; and (b) 99,527 shares owned indirectly, which are 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). The reporting person disclaims beneficial ownership of the securities identified as owned indirectly except to the extent of his pecuniary interest therein.

F4: Includes shares owned both directly and indirectly by the reporting person, as follows: (a) 215,910 shares owned directly; (b) 28,000 shares owned indirectly, which are held in a descendant's trust in which Mr. Marr is deemed to have shared voting and/or dispositive power; and (c) 99,527 shares owned indirectly, which are 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). The reporting person disclaims beneficial ownership of the securities identified as owned indirectly except to the extent of his pecuniary interest therein.

F5: Acquired through the exercise of stock options.

F6: Includes shares owned both directly and indirectly by the reporting person, as follows: (a) 227,870 shares owned directly; (b) 28,000 shares owned indirectly, which are held in a descendant's trust in which Mr. Marr is deemed to have shared voting and/or dispositive power; and (c) 99,527 shares owned indirectly, which are 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). The reporting person disclaims beneficial ownership of the securities identified as owned indirectly except to the extent of his pecuniary interest therein.

F7: Includes shares owned both directly and indirectly by the reporting person, as follows: (a) 215,910 shares owned directly; (b) 28,000 shares owned indirectly, which are held in a descendant's trust in which Mr. Marr is deemed to have shared voting and/or dispositive power; and (c) 99,527 shares owned indirectly, which are 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). The reporting person disclaims beneficial ownership of the securities identified as owned indirectly except to the extent of his pecuniary interest therein.