Sec Form 4 Filing - MOORE H LYNN JR @ TYLER TECHNOLOGIES INC - 2021-02-26

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person MOORE H LYNN JR 2. Issuer Name and Ticker or Trading Symbol TYLER TECHNOLOGIES INC [ TYL] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) President and CEO (Last) (First) (Middle) 5101 TENNYSON PARKWAY 3. Date of Earliest Transaction (MM/DD/YY) 02/26/2021 (Street) PLANO, TX75024 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 02/26/2021 M 16,750 A $ 176.8 ( 1 ) 81,012 D Common Stock 02/26/2021 S 16,750 D $ 466.1123 ( 2 ) 64,262 D Common Stock 02/26/2021 M 7,200 A 71,462 D Common Stock 02/26/2021 F 2,515 D $ 461.31 68,947 D Common Stock 03/01/2021 M 7,500 A 76,447 D Common Stock 03/01/2021 F 2,952 D $ 463.42 73,495 D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Option $ 176.8 02/26/2021 M 16,750 ( 5 ) 12/01/2025 Common Stock 16,750 $ 0 0 D Restricted Stock Unit ( 3 ) 02/26/2021 M 7,200 ( 6 ) ( 6 ) Common Stock 7,200 $ 0 14,400 D Performance-Based Restricted Stock Unit ( 4 ) 03/01/2021 M 7,500 ( 7 ) ( 7 ) Common Stock 7,500 $ 0 0 D Performance-based Restricted Stock Unit ( 8 ) 03/01/2021 A 5,000 ( 9 ) ( 9 ) Common Stock 5,000 $ 0 5,000 D Performance-based Restricted Stock Unit ( 8 ) 03/01/2021 A 1,100 ( 10 ) ( 10 ) Common Stock 1,100 $ 0 1,100 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other MOORE H LYNN JR 5101 TENNYSON PARKWAY PLANO, TX75024 X President and CEO Signatures Randall G. Ray, attorney-in-fact 03/02/2021 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Acquired through the exercise of stock options. ( 2 )Reflects the average sales price for the reported transaction. The shares were sold in multiple transactions. The reporting person will provide to the Commission, the issuer or any stockholder, upon request, full information regarding the number of shares sold at each separate price. ( 3 )Restricted stock units convert into common stock on a one-on-one basis. ( 4 )Performance-based restricted stock units convert into common stock based upon percentage of target performance achieved. ( 5 )Option has graded vesting. Date exercisable will vary with each vesting tranche. ( 6 )On May 9, 2018, the reporting person was granted 36,000 restricted stock units, to vest in equal installments on the first, second, third, fourth and fifth anniversaries of the vesting commencement date of February 26, 2018, and settled by the Issuer on the respective anniversary dates, subject to the terms and conditions of the issuer's 2018 Stock Incentive Plan. ( 7 )On June 1, 2018, the reporting person was granted performance-based restricted stock units based upon cumulative revenue growth over a three-year period ending on 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 100% of target performance, the stated number of units awarded. ( 8 )Each performance-based restricted stock unit represents a contingent right to receive one share of issuer common stock. ( 9 )Vesting is subject to the issuer's achievement of long-term performance goals based upon cumulative recurring revenue growth over the three-year performance period ending December 31, 2023 and continued employment through March 1, 2024. The number of vested restricted stock units will be settled by the issuer in issuer common stock on such date. The stated number of restricted stock units awarded reflects target performance. Depending upon actual performance during the performance period, the actual number of restricted stock units vested may range from 0% to 150% of the number of restricted stock units awarded. ( 10 )Vesting is subject to the issuer's achievement of short-term performance goals based upon non-GAAP earnings per share for the one-year performance period ending December 31, 2021 and continued employment through March 1, 2022. The number of vested restricted stock units will be settled by the issuer in issuer common stock on such date. The stated number of restricted stock units awarded reflects target performance. Depending upon actual performance during the performance period, the actual number of restricted stock units vested may range from 0% to 175% of the number of restricted stock units awarded.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

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