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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
March 31, 2023 (March 31, 2023)
Date of Report (Date of earliest event reported)
_____________________________________________
TYLER TECHNOLOGIES, INC.
(Exact name of registrant as specified in its charter)
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| | | | | | | | | | | | | | |
| Delaware | | 1-10485 | | 75-2303920 |
| (State or other jurisdiction of incorporation organization) | | (Commission
File Number) | | (I.R.S. Employer Identification No.) |
| | | | | | | | | | | |
| 5101 TENNYSON PARKWAY | PLANO | Texas | 75024 |
| (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 class | Trading symbol | Name of each exchange on which registered |
| COMMON STOCK, $0.01 PAR VALUE | TYL | New 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 8.01 Other Events
On October 30, 2020, the board of directors of Tyler Technologies, Inc. (the “Company”) adopted the Code of Business Conduct and Ethics of Tyler Technologies, Inc., which is posted on our website at www.tylertech.com and which is the current such policy of the Company. It is filed herewith as Exhibit 99.1.
On May 1, 2018, the board of directors of the Company adopted a revised Tyler Technologies, Inc. Insider Trading and Confidential Policy, which is posted on our website at www.tylertech.com and which is the current such policy of the Company. It is filed herewith as Exhibit 99.2.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
| | | | | | | | |
| Exhibit number | | Exhibit description |
| | Code of Business Conduct and Ethics of Tyler Technologies, Inc. |
| | Tyler Technologies, Inc. Insider Trading and Confidential Policy |
| 104 | | Cover Page Interactive Data File (embedded in the Inline XBRL document) |
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 |
| March 31, 2023 | | By: | Brian K. Miller
Executive Vice President and Chief Financial
Officer (principal financial officer) |