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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_____________________________________________
FORM 8-K
_____________________________________________

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

May 6, 2025 (May 6, 2025)
Date of Report (Date of earliest event reported)
_____________________________________________
TYLER TECHNOLOGIES, INC.
(Exact name of registrant as specified in its charter)
_____________________________________________
Delaware1-1048575-2303920
(State or other jurisdiction of incorporation organization)(Commission
File Number)
 (I.R.S. Employer Identification No.)
5101 TENNYSON PARKWAYPLANOTexas75024
 (Address of principal executive offices)(City)(State)(Zip code)

(972) 713-3700
(Registrant’s telephone number, including area code)

    Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
 Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)
Title of each classTrading symbol
Name of each exchange
on which registered
COMMON STOCK, $0.01 PAR VALUETYLNew York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

    


Item 5.07    Submission of Matters to a Vote of Security Holders.
On May 6, 2025, Tyler Technologies, Inc. held its annual meeting of stockholders. The results of the matters voted on at the meeting were as follows:
With respect to the election of directors, shares were voted as follows:
NomineeVotes ForVotes WithheldBroker
Non-votes
Glenn A. Carter34,455,480 2,671,743 2,633,336 
Margot L. Carter36,264,194 863,029 2,633,336 
Brenda A. Cline35,902,303 1,224,920 2,633,336 
Ronnie D. Hawkins, Jr.37,035,426 91,797 2,633,336 
John S. Marr, Jr.36,183,358 943,865 2,633,336 
H. Lynn Moore, Jr.36,683,568 443,655 2,633,336 
Daniel M. Pope36,872,552 254,671 2,633,336 
Andrew D. Teed37,036,144 91,079 2,633,336 
With respect to the approval of an advisory resolution on our executive compensation, shares were voted as follows:
Votes ForVotes AgainstAbstentionsBroker
Non-votes
36,629,518 435,731 61,974 2,633,336 
With respect to the ratification of Ernst & Young LLP as our independent auditors for fiscal year 2025, shares were voted as follows:
Votes ForVotes AgainstAbstentions
37,519,790 2,208,517 32,252 
With respect to the shareholder proposal regarding political spending, shares were voted as follows:
Votes ForVotes AgainstAbstentionsBroker
Non-votes
9,718,107 27,154,449 254,667 2,633,336 
With respect to the approval of the amendment to the Restated Certificate of Incorporation to remove supermajority voting standards in Article Ninth of the Certificate, shares were voted as follows:
Votes ForVotes AgainstAbstentionsBroker
Non-votes
37,056,096 62,099 9,028 2,633,336 
With respect to the approval of the amendment to the Restated Certificate of Incorporation to remove supermajority voting standards in Article Twelfth of the Certificate, shares were voted as follows:
Votes ForVotes AgainstAbstentionsBroker
Non-votes
37,052,952 64,285 9,986 2,633,336 
    


With respect to the approval of the amendment to the written consent right in the Restated Certificate of Incorporation to incorporate existing corresponding provisions in the Company's Bylaws, shares were voted as follows:
Votes ForVotes AgainstAbstentionsBroker
Non-votes
36,278,806 824,795 23,622 2,633,336 

Item 9.01    Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No.Description
Exhibit 104
Cover Page Interactive Data File (embedded in the Inline XBRL document)
    


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
TYLER TECHNOLOGIES, INC.
/s/ Brian K. Miller 
May 6, 2025By:Brian K. Miller
Executive Vice President and Chief Financial
Officer (principal financial officer)

    

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