TYLER TECHNOLOGIES INC — Director's Dealing 2018

Aug 31, 2018

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TYLER TECHNOLOGIES INC (TYL)
CIK: 0000860731
Period of Report: 2018-08-29

Reporting Person: MARR JOHN S JR (Director, Executive Chairman)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2018-08-29	Common Stock	M	6460	$39.36	Acquired	303390	Indirect
2018-08-29	Common Stock	S	6460	$244.1285	Disposed	296930	Indirect
2018-08-29	Common Stock	M	12000	$54.45	Acquired	308930	Indirect
2018-08-29	Common Stock	S	12000	$243.9518	Disposed	296930	Indirect
2018-08-30	Common Stock	M	12000	$54.45	Acquired	308930	Indirect
2018-08-30	Common Stock	S	12000	$245.2363	Disposed	296930	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2018-08-29	Option	$39.36	M	6460	Disposed	2022-06-15	Common Stock (6460)	Direct
2018-08-29	Option	$54.45	M	12000	Disposed	2023-02-11	Common Stock (12000)	Direct
2018-08-30	Option	$54.45	M	12000	Disposed	2023-02-11	Common Stock (12000)	Direct

Footnotes

F1: Acquired through the exercise of stock options.

F2: Includes shares owned both directly and indirectly by the reporting person, as follows: (a) 228,390 shares owned directly; (b) 15,500 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) 59,500 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 that are identified as owned indirectly except to the extent of his pecuniary interest therein.

F3: Includes shares owned both directly and indirectly by the reporting person, as follows: (a) 221,930 shares owned directly; (b) 15,500 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) 59,500 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 that are identified as owned indirectly except to the extent of his pecuniary interest therein.

F4: Acquired through the exercise of stock options.

F5: Includes shares owned both directly and indirectly by the reporting person, as follows: (a) 233,930 shares owned directly; (b) 15,500 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) 59,500 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 that are identified as owned indirectly except to the extent of his pecuniary interest therein.

F6: Includes shares owned both directly and indirectly by the reporting person, as follows: (a) 221,930 shares owned directly; (b) 15,500 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) 59,500 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 that are identified as owned indirectly except to the extent of his pecuniary interest therein.

F7: Acquired through the exercise of stock options.

F8: Includes shares owned both directly and indirectly by the reporting person, as follows: (a) 233,930 shares owned directly; (b) 15,500 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) 59,500 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 that are identified as owned indirectly except to the extent of his pecuniary interest therein.

F9: Includes shares owned both directly and indirectly by the reporting person, as follows: (a) 221,930 shares owned directly; (b) 15,500 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) 59,500 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 that are identified as owned indirectly except to the extent of his pecuniary interest therein.

F10: Option has graded vesting. Date exercisable will vary with each vesting tranche.

F11: Option has graded vesting. Date exercisable will vary with each vesting tranche.

F12: Option has graded vesting. Date exercisable will vary with each vesting tranche.