-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, OL2H+56/StiIpF3fFLPI9cUWWfwcHuXteUkWtT8p0vO8lD/0qkHZW7HhkejTSH4E 5ucSSNGvobSxYHOrkIKpEw== 0000014661-05-000025.txt : 20050428 0000014661-05-000025.hdr.sgml : 20050428 20050428124500 ACCESSION NUMBER: 0000014661-05-000025 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20050428 DATE AS OF CHANGE: 20050428 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: TYLER TECHNOLOGIES INC CENTRAL INDEX KEY: 0000860731 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER INTEGRATED SYSTEMS DESIGN [7373] IRS NUMBER: 752303920 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-04132 FILM NUMBER: 05779383 BUSINESS ADDRESS: STREET 1: 5949 SHERRY LANE STREET 2: SUITE 1400 CITY: DALLAS STATE: TX ZIP: 75225 BUSINESS PHONE: 9727133700 MAIL ADDRESS: STREET 1: 5949 SHERRY LANE STREET 2: SUITE 1400 CITY: DALLAS STATE: TX ZIP: 75225 FORMER COMPANY: FORMER CONFORMED NAME: TYLER CORP /NEW/ DATE OF NAME CHANGE: 19930328 FORMER COMPANY: FORMER CONFORMED NAME: TYLER THREE INC DATE OF NAME CHANGE: 19600201 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: BROWN BROTHERS HARRIMAN & CO CENTRAL INDEX KEY: 0000014661 IRS NUMBER: 134973745 STATE OF INCORPORATION: NY FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 140 BROADWAY CITY: NEW YORK STATE: NY ZIP: 10005-1101 BUSINESS PHONE: 2124938200 MAIL ADDRESS: STREET 1: 140 BROADWAY CITY: NEW YORK STATE: NY ZIP: 10005-1101 SC 13G 1 tylerinitialg.txt TYLER TECHNOLOGIES INITIAL 13G SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. __)* Tyler Technologies, Inc. (Name of Issuer) [Common Stock, Par Value $0.01 Per share] Common stock 902252105 (CUSIP Number) April 28, 2005 (Date of Event Which Requires Filing of this Statement) *The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page. The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). ________________________________________________________________________ ___________ Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [ ] Rule 13d-1(b) [x] Rule 13d-1(c) [ ] Rule 13d-1(d) ________________________________________________________________________ ___________ 1. Names of Reporting Persons I.R.S. Identification Nos. of Above Persons (entities only) 1818 MASTER PARTNERS, LTD. ? 98-0335961 2. Check the Appropriate Box if a Member of a Group (See Instructions) (a) ? (b) ? 3. SEC Use Only ......................................................................... ............. 4. Citizenship or Place of Organization: Cayman Number of Shares Beneficially Owned by 5. Sole Voting Power: 2,202,100 Each Reporting Person with 6. Shared Voting Power: 2,202,100 __________________________________________________________________ 7. Sole Dispositive Power: 2,202,100 __________________________________________________________________ 8. Shared Dispositive Power: 2,202,100 9. Aggregate Amount Beneficially Owned by Each Reporting Person: 2,202,100 10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares: 11. Percent of Class Represented by Amount in Row 9: 5.5% 12. Type of Reporting Person: PN 1. Names of Reporting Persons I.R.S. Identification Nos. of Above Persons (entities only) RICHARD H. WITMER 2. Check the Appropriate Box if a Member of a Group (See Instructions) (a) (b) 3. SEC Use Only ..................................................................... 4. Citizenship or Place of Organization: US CITIZEN Number of Shares Beneficially Owned by 5. Sole Voting Power: 2,202,100 Each Reporting Person with 6. Shared Voting Power: 2,202,100 __________________________________________________________________ 7. Sole Dispositive Power: 2,202,100 __________________________________________________________________ 8. Shared Dispositive Power: 2,202,100 9. Aggregate Amount Beneficially Owned by Each Reporting Person: 2,202,100 10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares: 11. Percent of Class Represented by Amount in Row 9: 5.5% 12. Type of Reporting Person: IN 1. Names of Reporting Persons I.R.S. Identification Nos. of Above Persons (entities only) TIMOTHY E. HARTCH 2. Check the Appropriate Box if a Member of a Group (See Instructions) (a) ? (b) ? 3. SEC Use Only ..................................................................... 4. Citizenship or Place of Organization: US CITIZEN Number of Shares Beneficially Owned by 5. Sole Voting Power: 2,202,100 Each Reporting Person with 6. Shared Voting Power: 2,202,100 __________________________________________________________________ 7. Sole Dispositive Power: 2,202,100 __________________________________________________________________ 8. Shared Dispositive Power: 2,202,100 9. Aggregate Amount Beneficially Owned by Each Reporting Person: 2,202,100 10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares: 11. Percent of Class Represented by Amount in Row 9: 5.5% 12. Type of Reporting Person: IN 1. Names of Reporting Persons I.R.S. Identification Nos. of Above Persons (entities only) BROWN BROTHERS HARRIMAN & CO. 13-4973745 2. Check the Appropriate Box if a Member of a Group (See Instructions) (a) ? (b) ? 3. SEC Use Only ............................................................ 4. Citizenship or Place of Organization: NEW YORK Number of Shares Beneficially Owned by 5. Sole Voting Power: 0 Each Reporting Person with 6. Shared Voting Power: 2,202,100 __________________________________________________________________ 7. Sole Dispositive Power: 0 __________________________________________________________________ 8. Shared Dispositive Power: 2,202,100 9. Aggregate Amount Beneficially Owned by Each Reporting Person: 2,202,100 10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares: 11. Percent of Class Represented by Amount in Row 9: 5.5% 12. Type of Reporting Person: IN Item 1. 1(a) Name of Issuer: TYLER TECHNOLOGIES, INC. 1(b) Address of Issuer's Principal Executive Offices: 5949 SHERRY LANE, SUITE 1400 DALLAS, TX 75225 Item 2. 2(a) NAME OF PERSON(S) FILING 1818 MASTER PARTNERS, LTD. 2(b) ADDRESS OF PRINCIPAL BUSINESS OFFICE 140 BROADWAY NEW YORK, NY 10005 2(c) CITIZENSHIP Cayman 2(d) TITLE OF CLASS OF SECURITIES COMMON 2(e) CUSIP NUMBER 902252105 Item 3. IF THIS STATEMENT IS BEING FILED PURSUANT TO RULES 13D-1(B) OR 13D-2(B), CHECK WHETHER THE PERSON FILING IS A: (a) [ ] Broker or Dealer registered under Section 15 of the Act (15 USC 78o) (b) [ ] Bank as defined in Section 3(a)(6) of the Act (15 USC 78c) (c) [ ] Insurance Company as defined in Section 3(a)(19) of the Act (15 USC 78c) (d) [ ] Investment Company registered under Section 8 of the Investment Company Act of 1940 (15 USC 80a-8) (e) [ ] Investment Advisor in accordance with Section 240.13d(b)(1)(ii)(E) (f) [ ] Employee Benefit Plan or endowment fund in accordance with Section 240.13d- 1(1)(ii)(F) (g) [ ] Parent Holding Company or control person in accordance with Section 240.13d- 1(1)(ii)(G) (h) [ ] A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 USC 1813). (i) [ ] A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act of 1940 (15 USC 80a-3) (j) [ ] Group, in accordance with Section 240.13d-1(b)(1)(ii)(J) Item 1. 1(a) Name of Issuer: TYLER TECHNOLOGIES, INC. 1(b) Address of Issuer's Principal Executive Offices: 5949 SHERRY LANE, SUITE 1400 DALLAS, TX 75225 Item 2. 2(a) NAME OF PERSON(S) FILING RICHARD H. WITMER 2(b) ADDRESS OF PRINCIPAL BUSINESS OFFICE 140 BROADWAY NEW YORK, NY 10005 2(c) CITIZENSHIP US 2(d) TITLE OF CLASS OF SECURITIES COMMON 2(e) CUSIP NUMBER 902252105 Item 3. IF THIS STATEMENT IS BEING FILED PURSUANT TO RULES 13D-1(B) OR 13D-2(B), CHECK WHETHER THE PERSON FILING IS A: (a) [ ] Broker or Dealer registered under Section 15 of the Act (15 USC 78o) (b) [ ] Bank as defined in Section 3(a)(6) of the Act (15 USC 78c) (c) [ ] Insurance Company as defined in Section 3(a)(19) of the Act (15 USC 78c) (d) [ ] Investment Company registered under Section 8 of the Investment Company Act of 1940 (15 USC 80a-8) (e) [ ] Investment Advisor in accordance with Section 240.13d(b)(1)(ii)(E) (f) [ ] Employee Benefit Plan or endowment fund in accordance with Section 240.13d- 1(1)(ii)(F) (g) [ ] Parent Holding Company or control person in accordance with Section 240.13d- 1(1)(ii)(G) (h) [ ] A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 USC 1813). (i) [ ] A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act of 1940 (15 USC 80a-3) (j) [ ] Group, in accordance with Section 240.13d-1(b)(1)(ii)(J) Item 1. 1(a) Name of Issuer: TYLER TECHNOLOGIES, INC. 1(b) Address of Issuer's Principal Executive Offices: 5949 SHERRY LANE, SUITE 1400 DALLAS, TX 75225 Item 2. 2(a) NAME OF PERSON(S) FILING TIMOTHY E. HARTCH 2(b) ADDRESS OF PRINCIPAL BUSINESS OFFICE 140 BROADWAY NEW YORK, NY 10005 2(c) CITIZENSHIP US 2(d) TITLE OF CLASS OF SECURITIES COMMON 2(e) CUSIP NUMBER 902252105 Item 3. IF THIS STATEMENT IS BEING FILED PURSUANT TO RULES 13D-1(B) OR 13D-2(B), CHECK WHETHER THE PERSON FILING IS A: (a) [ ] Broker or Dealer registered under Section 15 of the Act (15 USC 78o) (b) [ ] Bank as defined in Section 3(a)(6) of the Act (15 USC 78c) (c) [ ] Insurance Company as defined in Section 3(a)(19) of the Act (15 USC 78c) (d) [ ] Investment Company registered under Section 8 of the Investment Company Act of 1940 (15 USC 80a-8) (e) [ ] Investment Advisor in accordance with Section 240.13d(b)(1)(ii)(E) (f) [ ] Employee Benefit Plan or endowment fund in accordance with Section 240.13d- 1(1)(ii)(F) (g) [ ] Parent Holding Company or control person in accordance with Section 240.13d- 1(1)(ii)(G) (h) [ ] A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 USC 1813). (i) [ ] A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act of 1940 (15 USC 80a-3) (j) [ ] Group, in accordance with Section 240.13d-1(b)(1)(ii)(J) Item 1. 1(a) Name of Issuer: TYLER TECHNOLOGIES, INC. 1(b) Address of Issuer's Principal Executive Offices: 5949 SHERRY LANE, SUITE 1400 DALLAS, TX 75225 Item 2. 2(a) NAME OF PERSON(S) FILING BROWN BROTHERS HARRIMAN & CO.. 2(b) ADDRESS OF PRINCIPAL BUSINESS OFFICE 140 BROADWAY NEW YORK, NY 10005 2(c) CITIZENSHIP NEW YORK 2(d) TITLE OF CLASS OF SECURITIES COMMON 2(e) CUSIP NUMBER 902252105 Item 3. IF THIS STATEMENT IS BEING FILED PURSUANT TO RULES 13D-1(B) OR 13D-2(B), CHECK WHETHER THE PERSON FILING IS A: (a) [ ] Broker or Dealer registered under Section 15 of the Act (15 USC 78o) (b) [ ] Bank as defined in Section 3(a)(6) of the Act (15 USC 78c) (c) [ ] Insurance Company as defined in Section 3(a)(19) of the Act (15 USC 78c) (d) [ ] Investment Company registered under Section 8 of the Investment Company Act of 1940 (15 USC 80a-8) (e) [ ] Investment Advisor in accordance with Section 240.13d(b)(1)(ii)(E) (f) [ ] Employee Benefit Plan or endowment fund in accordance with Section 240.13d- 1(1)(ii)(F) (g) [ ] Parent Holding Company or control person in accordance with Section 240.13d- 1(1)(ii)(G) (h) [ ] A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 USC 1813). (i) [ ] A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act of 1940 (15 USC 80a-3) (j) [ ] Group, in accordance with Section 240.13d-1(b)(1)(ii)(J) Item 4. Ownership (a) Amount beneficially owned: 1818 MASTER PARTNERS, LTD. 2,202,100 RICHARD H. WITMER ? 2,202,100 TIMOTHY E. HARTCH ? 2,202,100 BROWN BROTHERS HARRIMAN & CO. ? 2,202,100 BENEFICIAL OWNERSHIP AMOUNTS WERE DETERMINED SOELY UPON THE ABILITY TO VOTE AND DISPOSE OF SHARES, WHICH ARE HELD FOR THE BENEFIT OF INVESTORS IN THE 1818 MASTER PARTNERS, LTD. PERCENTAGE HELD WAS DETERMINED USING THE APRIL 1, 2005 PROXY WHICH INDICATED 39,715,519 SHARES OUTSTANDING. (b) Percent of class: 5.5% (c) Number of shares as to which such person has: (i) sole power to vote of to direct the vote 0 (ii) shared power to vote or direct the vote 2,202,100 (iii) sole power to dispose or to direct the disposition of: 0 (iv) shared power to dispose or to direct the disposition of: 2,202,100 BENEFICIAL OWNERSHIP AMOUNTS WERE DETERMINED SOELY UPON THE ABILITY TO VOTE AND DISPOSE OF SHARES, WHICH ARE HELD FOR THE BENEFIT OF INVESTORS IN THE 1818 MASTER PARTNERS, LTD. Item 5. Ownership of 5 Percent or Less of a Class If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following [ ] Item 6. Ownership of More than 5 Percent on Behalf of Another Person These shares are held by the company for the benefit of the investors of in the 1818 Master Partners, L.P. See also responses to item 2(a) above. Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person N/A Item 8. Identification and Classification of Members of the Group N/A Item 9. Notice of Dissolution of Group N/A Item 10. Certification By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect. SIGNATURES After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Dated: [SIGNATURE BLOCK] ________________________________ Name: 1818 Master Partners ? Richard H. Witmer, Jr. Title: Partner [SIGNATURE BLOCK] ________________________________ Name: Brown Brothers Harriman & Co. ? Richard H. Witmer, Jr. Title: Partner [SIGNATURE BLOCK] ________________________________ Name: Richard H. Witmer, Jr. Title: Partner [SIGNATURE BLOCK] ________________________________ Name: Timothy E. Hartch -----END PRIVACY-ENHANCED MESSAGE-----