SEC Form 4 · accession 0001710879-17-000015
TYLER TECHNOLOGIES INC · TYL
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
John S Marr Jr.
Officer — CEO and Chairman of the Board · Director
Period of report
Nov 1, 2017
Accepted (ET)
Nov 3, 2017 · 4:26 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000860731
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Nov 1, 2017 | M | 20,000 | $24.08 | A | 359,457 | I | See footnote (2) |
| Common StockF3 | Nov 1, 2017 | S | 20,000 | $175.57 | D | 339,457 | I | See footnote (3) |
| Common StockF4,F5 | Nov 2, 2017 | M | 11,848 | $24.08 | A | 351,305 | I | See footnote (5) |
| Common StockF6,F7 | Nov 2, 2017 | M | 5,400 | $29.72 | A | 356,705 | I | See footnote (7) |
| Common StockF8,F9 | Nov 2, 2017 | S | 17,248 | $175.4309 | D | 339,457 | I | See footnote (9) |
| Common StockF10,F11 | Nov 3, 2017 | M | 10,000 | $29.72 | A | 349,457 | I | See footnote (11) |
| Common StockF12 | Nov 3, 2017 | S | 10,000 | $173.35 | D | 339,457 | I | See footnote (12) |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| OptionF13 | $24.08 | Nov 1, 2017 | M | 20,000 | D | — | Jun 15, 2021 | Common Stock | 20,000 | 11,848 | D |
| OptionF14 | $24.08 | Nov 2, 2017 | M | 11,848 | D | — | Jun 15, 2021 | Common Stock | 11,848 | 0 | D |
| OptionF15 | $29.72 | Nov 2, 2017 | M | 5,400 | D | — | Dec 15, 2021 | Common Stock | 5,400 | 30,600 | D |
| OptionF16 | $29.72 | Nov 3, 2017 | M | 10,000 | D | — | Dec 15, 2021 | Common Stock | 10,000 | 20,600 | D |
Explanation of responses
- F1Acquired through the exercise of options.
- F10Acquired through the exercise of options.
- F11Includes shares owned both directly and indirectly by the reporting person, as follows: (a) 231,930 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) 89,527 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 that are identified as owned indirectly except to the extent of his pecuniary interest therein.
- F12Includes shares owned both directly and indirectly by the reporting person, as follows: (a) 221,930 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) 89,527 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 that are identified as owned indirectly except to the extent of his pecuniary interest therein.
- F13Option has graded vesting. Date exercisable will vary with each vesting tranche.
- F14Option has graded vesting. Date exercisable will vary with each vesting tranche.
- F15Option has graded vesting. Date exercisable will vary with each vesting tranche.
- F16Option has graded vesting. Date exercisable will vary with each vesting tranche.
- F2Includes shares owned both directly and indirectly by the reporting person, as follows: (a) 241,930 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) 89,527 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 that are identified as owned indirectly except to the extent of his pecuniary interest therein.
- F3Includes shares owned both directly and indirectly by the reporting person, as follows: (a) 221,930 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) 89,527 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 that are identified as owned indirectly except to the extent of his pecuniary interest therein.
- F4Acquired through the exercise of options.
- F5Includes shares owned both directly and indirectly by the reporting person, as follows: (a) 233,778 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) 89,527 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 that are identified as owned indirectly except to the extent of his pecuniary interest therein.
- F6Acquired through the exercise of options.
- F7Includes shares owned both directly and indirectly by the reporting person, as follows: (a) 239,178 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) 89,527 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 that are identified as owned indirectly except to the extent of his pecuniary interest therein.
- F8Reflects the average sales price for the reported transactions ($175.4309). The shares were sold in two transactions of 11,848 shares at a price of $175.60 and 5,400 shares at a price of $175.06.
- F9Includes shares owned both directly and indirectly by the reporting person, as follows: (a) 221,930 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) 89,527 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 that are identified as owned indirectly except to the extent of his pecuniary interest therein.