TYLER TECHNOLOGIES INC — Director's Dealing 2021

Mar 3, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TYLER TECHNOLOGIES INC (TYL)
CIK: 0000860731
Period of Report: 2021-03-01

Reporting Person: MILLER BRIAN K (Executive VP and CFO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-03-01	Common Stock	M	604	—	Acquired	26502	Direct
2021-03-01	Common Stock	F	147	$463.42	Disposed	26355	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-03-01	Performance-based Restricted Stock Unit	$	M	604	Disposed		Common Stock (604)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	26781	Indirect

Footnotes

F1: Performance-based restricted stock units convert into common stock based upon percentage of target performance achieved.

F2: Includes shares owned indirectly by the reporting person as follows: (a) 17,455 shares owned indirectly, which are owned by a family trust for which the reporting person's spouse is the beneficiary and trustee; (b) 4,583 shares owned indirectly, which are owned by a family trust for which one of the reporting person's children is a beneficiary and the reporting person is the trustee; and (c) 4,743 shares owned indirectly, which are owned by a family trust for which one of the reporting person's children is a beneficiary and the reporting person is the trustee.

F3: On March 1, 2020, the reporting person was granted performance-based restricted stock units based upon non-GAAP earnings per share for the one-year period ending December 31, 2020 and continued employment through March 1, 2021. The number of vested units settled by the issuer in issuer common stock on such date reflects actual performance equal to 70% of target performance (and, therefore, 70% of the stated number of units originally reported).