Form 4 for TYL Tyler Technologies
Accepted 2024-03-05 00:00:00 ET · period of report 2024-03-01 · accession 0001240085-24-000011 · SEC index · Original document
Summary rows
Aggregated the way they appear in lists: one row per insider, transaction code and security table.
| X | Filed | Traded | Ticker | Insider | Title | Type | Price | Qty | Owned | ΔOwn | Value |
|---|---|---|---|---|---|---|---|---|---|---|---|
| DM | 2024-03-05 | 2024-03-01 | TYL | MILLER BRIAN K | CFO, Executive VP | M - OptEx | — | +6,677 | 18.8K | +55% | — |
| DM | 2024-03-05 | 2024-03-01 | TYL | MILLER BRIAN K | CFO, Executive VP | F - Tax | $437.14 | -2,627 | 18.7K | -12% | -$1.15M |
| DM | 2024-03-05 | 2024-03-01 | TYL | MILLER BRIAN K | CFO, Executive VP | A - Grant | $0.00 | +8,901 | 963 | New | $0 |
| DM | 2024-03-05 | 2024-03-01 | TYL | MILLER BRIAN K | CFO, Executive VP | M - OptEx | $0.00 | +6,677 | 927 | New | $0 |
Purchase Sale Sale after option exercise All abbreviations
Every reported transaction
| # | Table | Security | Date | Code | A/D | Shares | Price | Owned after | Own | Exercise / expiry | Underlying | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1 | Common | Common Stock | 2024-03-01 | M | A | 1,215 | — | 18,856.68 | D | — | — | (F1) Performance-based restricted stock units convert into common stock on a one-to-one basis. |
| 2 | Common | Common Stock | 2024-03-01 | F | D | 1,967.11 | $437.14 | 17,641.68 | D | — | — | |
| 3 | Common | Common Stock | 2024-03-01 | M | A | 4,999 | — | 19,608.79 | D | — | — | (F1) Performance-based restricted stock units convert into common stock on a one-to-one basis. |
| 4 | Common | Common Stock | 2024-03-01 | F | D | 477.93 | $437.14 | 18,378.75 | D | — | — | |
| 5 | Common | Common Stock | 2024-03-01 | M | A | 463 | — | 18,841.75 | D | — | — | (F2) Restricted stock units convert into common stock on a one-to-one basis. |
| 6 | Common | Common Stock | 2024-03-01 | F | D | 182.19 | $437.14 | 18,659.56 | D | — | — | |
| 7 | Derivative | Performance-Based Restricted Stock Unit | 2024-03-01 | A | A | 3,402 | $0.00 | 3,402 | D | — · — to — | 3,402 Common Stock | (F7) Each performance-based restricted stock unit represents a contingent right to receive one share of issuer common stock. (F9) Vesting is subject to the issuer's achievement of long-term performance goals based upon non-GAAP net operating margin for the year ending December 31, 2026 and continued employment through March 1, 2027. 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 restricted stock units awarded. |
| 8 | Derivative | Performance-Based Restricted Stock Unit | 2024-03-01 | M | A | 4,999 | $0.00 | 0 | D | — · — to — | 4,999 Common Stock | (F1) Performance-based restricted stock units convert into common stock on a one-to-one basis. (F4) On March 1, 2021, the reporting person was granted performance-based restricted stock units based upon cumulative recurring revenue growth over a three-year period ending on December 31, 2023 and continued employment through March 1, 2024. The number of vested units settled by the issuer in issuer common stock on such date reflects actual performance equal to 150% of target performance (whereas the number of units originally reported in connection with the grant reflected assumed target performance). |
| 9 | Derivative | Performance-Based Restricted Stock Unit | 2024-03-01 | A | A | 3,402 | $0.00 | 3,402 | D | — · — to — | 3,402 Common Stock | (F7) Each performance-based restricted stock unit represents a contingent right to receive one share of issuer common stock. (F8) Vesting is subject to the issuer's achievement of long-term performance goals based upon cumulative non-GAAP adjusted recurring revenue growth over the three-year performance period ending December 31, 2026 and continued employment through March 1, 2027. 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 restricted stock units awarded. |
| 10 | Derivative | Restricted Stock Unit | 2024-03-01 | A | A | 1,134 | $0.00 | 1,134 | D | — · — to — | 1,134 Common Stock | (F11) Each restricted stock unit represents a contingent right to receive one share of issuer common stock. (F12) The restricted stock units vest in equal installments on each of the first, second, and third anniversaries of the date of grant and will be settled by the issuer on such dates, subject to the terms and conditions of the issuer's 2018 Stock Incentive Plan. |
| 11 | Derivative | Performance-Based Restricted Stock Unit | 2024-03-01 | A | A | 963 | $0.00 | 963 | D | — · — to — | 963 Common Stock | (F7) Each performance-based restricted stock unit represents a contingent right to receive one share of issuer common stock. (F10) 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, 2024. The number of vested restricted stock units will be settled by the issuer in issuer common stock on March 1, 2025. 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 restricted stock units awarded. |
| 12 | Derivative | Performance-Based Restricted Stock Unit | 2024-03-01 | M | A | 1,215 | $0.00 | 0 | D | — · — to — | 1,215 Common Stock | (F1) Performance-based restricted stock units convert into common stock on a one-to-one basis. (F5) On March 1, 2023, 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, 2023 and continued employment through March 1, 2024. The number of vested units settled by the issuer in issuer common stock on such date reflects actual performance equal to 125% of target performance (whereas the number of units originally reported in connection with the grant reflected assumed target performance). |
| 13 | Derivative | Restricted Stock Unit | 2024-03-01 | M | A | 463 | $0.00 | 927 | D | — · — to — | 463 Common Stock | (F2) Restricted stock units convert into common stock on a one-to-one basis. (F6) On March 1, 2023, the reporting person was granted 1,390 restricted stock units, to vest in equal installments on each of the first, second, and third anniversaries of the date of grant, and settled by the issuer on the respective anniversary dates, subject to the terms and conditions of the Issuer's 2018 Stock Incentive Plan. |