-----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, Txv/ub+b7xJmzJ5EYvL5FavI7sUtWeL8LIhN/Nv/cs/iXpgfpVnFY3WocOz8Rkub OI76YaFbj1TbWqtWt+dRWA== 0001182489-08-000667.txt : 20080625 0001182489-08-000667.hdr.sgml : 20080625 20080625173630 ACCESSION NUMBER: 0001182489-08-000667 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20080623 FILED AS OF DATE: 20080625 DATE AS OF CHANGE: 20080625 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: TYLER TECHNOLOGIES INC CENTRAL INDEX KEY: 0000860731 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 752303920 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 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 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: STEYER THOMAS F CENTRAL INDEX KEY: 0000872574 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-10485 FILM NUMBER: 08917428 BUSINESS ADDRESS: STREET 1: ONE MARITIME PLAZA SUITE 1250 CITY: SAN FRANCISCO STATE: CA ZIP: 94111 BUSINESS PHONE: (415)421-2132 MAIL ADDRESS: STREET 1: C/O FARALLON CAPITAL MANAGEMENT, L.L.C. STREET 2: ONE MARITIME PLAZA, SUITE 2100 CITY: SAN FRANCISCO STATE: CA ZIP: 94111 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Noonday G.P. (U.S.), L.L.C. CENTRAL INDEX KEY: 0001313251 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-10485 FILM NUMBER: 08917431 BUSINESS ADDRESS: STREET 1: C/O NOONDAY ASSET MANAGEMENT, L.P. STREET 2: 227 WEST TRADE STREET, SUITE 2140 CITY: CHARLOTTE STATE: NC ZIP: 28202 BUSINESS PHONE: (704)333-9192 MAIL ADDRESS: STREET 1: C/O NOONDAY ASSET MANAGEMENT, L.P. STREET 2: 227 WEST TRADE STREET, SUITE 2140 CITY: CHARLOTTE STATE: NC ZIP: 28202 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Noonday Capital, L.L.C. CENTRAL INDEX KEY: 0001313249 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-10485 FILM NUMBER: 08917432 BUSINESS ADDRESS: STREET 1: C/O NOONDAY ASSET MANAGEMENT, L.P. STREET 2: 227 WEST TRADE STREET, SUITE 2140 CITY: CHARLOTTE STATE: NC ZIP: 28202 BUSINESS PHONE: (704)333-9192 MAIL ADDRESS: STREET 1: C/O NOONDAY ASSET MANAGEMENT, L.P. STREET 2: 227 WEST TRADE STREET, SUITE 2140 CITY: CHARLOTTE STATE: NC ZIP: 28202 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Noonday Asset Management, L.P. CENTRAL INDEX KEY: 0001313250 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-10485 FILM NUMBER: 08917433 BUSINESS ADDRESS: STREET 1: 227 WEST TRADE STREET, SUITE 2140 CITY: CHARLOTTE STATE: NC ZIP: 28202 BUSINESS PHONE: (704)333-9192 MAIL ADDRESS: STREET 1: 227 WEST TRADE STREET, SUITE 2140 CITY: CHARLOTTE STATE: NC ZIP: 28202 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: WEHRLY MARK C CENTRAL INDEX KEY: 0001245635 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-10485 FILM NUMBER: 08917427 BUSINESS ADDRESS: BUSINESS PHONE: (415)421-2132 MAIL ADDRESS: STREET 1: C/O FARALLON CAPITAL MANAGEMENT, L.L.C. STREET 2: ONE MARITIME PLAZA, SUITE 2100 CITY: SAN FRANCISCO STATE: CA ZIP: 94111 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: COHEN DAVID I CENTRAL INDEX KEY: 0000898361 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-10485 FILM NUMBER: 08917430 BUSINESS ADDRESS: BUSINESS PHONE: (415) 421-2132 MAIL ADDRESS: STREET 1: C/O FARALLON CAPITAL MANAGEMENT, L.L.C. STREET 2: ONE MARITIME PLAZA, SUITE 2100 CITY: SAN FRANCISCO STATE: CA ZIP: 94111 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Mittal Saurabh CENTRAL INDEX KEY: 0001318580 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-10485 FILM NUMBER: 08917429 BUSINESS ADDRESS: BUSINESS PHONE: (704)333-9192 MAIL ADDRESS: STREET 1: C/O NOONDAY ASSET MANAGEMENT, L.P. STREET 2: 227 WEST TRADE STREET, SUITE 2140 CITY: CHARLOTTE STATE: NC ZIP: 28202 4 1 edgar.xml FORM 4 - X0303 4 2008-06-23 1 0000860731 TYLER TECHNOLOGIES INC TYL 0001313250 Noonday Asset Management, L.P. 227 WEST TRADE STREET SUITE 2140 CHARLOTTE NC 28202 0 0 1 1 Member of Group Owning 10% 0001313249 Noonday Capital, L.L.C. C/O NOONDAY ASSET MANAGEMENT, L.P. 227 WEST TRADE STREET, SUITE 2140 CHARLOTTE NC 28202 0 0 1 1 Member of Group Owning 10% 0001313251 Noonday G.P. (U.S.), L.L.C. C/O NOONDAY ASSET MANAGEMENT, L.P. 227 WEST TRADE STREET, SUITE 2140 CHARLOTTE NC 28202 0 0 1 1 Member of Group Owning 10% 0000898361 COHEN DAVID I C/O NOONDAY ASSET MANAGEMENT, L.P. 227 WEST TRADE STREET, SUITE 2140 CHARLOTTE NC 28202 0 0 1 1 Member of Group Owning 10% 0001318580 Mittal Saurabh C/O NOONDAY ASSET MANAGEMENT, L.P. 227 WEST TRADE STREET, SUITE 2140 CHARLOTTE NC 28202 0 0 1 1 Member of Group Owning 10% 0000872574 STEYER THOMAS F C/O FARALLON CAPITAL MANAGEMENT, L.L.C. ONE MARITIME PLAZA, SUITE 2100 SAN FRANCISCO CA 94111 0 0 1 1 Member of Group Owning 10% 0001245635 WEHRLY MARK C C/O FARALLON CAPITAL MANAGEMENT, L.L.C. ONE MARITIME PLAZA, SUITE 2100 SAN FRANCISCO CA 94111 0 0 1 1 Member of Group Owning 10% Common Stock, par value $0.01 2008-06-23 4 S 0 4700 14.91 D 708900 D Common Stock, par value $0.01 2008-06-23 4 S 0 4100 14.91 D 613700 D Common Stock, par value $0.01 2008-06-23 4 S 0 400 14.91 D 59500 D Common Stock, par value $0.01 2008-06-23 4 S 0 300 14.91 D 51000 D Common Stock, par value $0.01 2008-06-23 4 S 0 100 14.91 D 24000 D Common Stock, par value $0.01 2008-06-23 4 S 0 4500 14.91 D 674071 D Common Stock, par value $0.01 2008-06-23 4 S 0 500 14.91 D 71000 D Common Stock, par value $0.01 2202171 I See Footnotes. Common Stock, par value $0.01 2008-06-23 4 S 0 10400 14.91 D 1574229 I See Footnotes. Common Stock, par value $0.01 3776400 I See Footnotes. The entities and individuals identified in the footnotes of this Form 4 may be deemed members of a group holding equity securities of the Issuer. The filing of this Form 4 and any statements included herein shall not be deemed to be an admission that such entities and individuals are members of such group. Since the number of reporting persons that may be listed on a Form 4 is limited, the entities and individuals listed in the footnotes of this Form 4 that are not reporting persons on this Form 4 are filing two additional Form 4s on the same date as the filing of this Form 4 as reporting persons with respect to the securities described in this Form 4 (the "Parallel Form 4s"). Although certain of the entities and individuals identified in the footnotes of this Form 4 are not reporting persons, information regarding them is included on this Form 4 for purposes of clarification and convenience only. Such information is duplicative of the information reported by them in the Parallel Form 4s. The amount of securities shown in this row is owned directly by Farallon Capital Partners, L.P. ("FCP"). The amount of securities shown in this row is owned directly by Farallon Capital Institutional Partners, L.P. ("FCIP"). The amount of securities shown in this row is owned directly by Farallon Capital Institutional Partners II, L.P. ("FCIP II"). The amount of securities shown in this row is owned directly by Farallon Capital Institutional Partners III, L.P. ("FCIP III"). The amount of securities shown in this row is owned directly by Tinicum Partners, L.P. ("Tinicum"). The amount of securities shown in this row is owned directly by Farallon Capital Offshore Investors II, L.P. ("FCOI II", and together with FCP, FCIP, FCIP II, FCIP III and Tinicum, the "Farallon Funds"). The amount of securities shown in this row is owned directly by Noonday Capital Partners, L.L.C. ("NCP", and together with the Farallon Funds, the "Funds"). The amount of securities shown in this row is owned directly by the Funds. Farallon Partners, L.L.C. ("FPLLC"), as the general partner of each of the Farallon Funds and the managing member of NCP, may be deemed to be a beneficial owner of the Issuer's securities held by each of the Funds. FPLLC disclaims any beneficial ownership of any of the Issuer's securities reported or excluded herein for purposes of Section 16 under the Securities Exchange Act of 1934, as amended (the "34 Act"), or otherwise, except as to securities representing FPLLC's pro rata interest in, and interest in the profits of, the Farallon Funds. The amount of securities shown in this row is owned directly by discretionary accounts (the "Managed Accounts") managed by Farallon Capital Management, L.L.C. ("FCMLLC"). FCMLLC, as the registered investment adviser to the Managed Accounts, may be deemed to be a beneficial owner of the Issuer's securities held by the Managed Accounts. FCMLLC disclaims any beneficial ownership of any of the Issuer's securities reported herein for purposes of Section 16 under the 34 Act or otherwise. The amount of securities shown in this row is owned directly by the Funds or the Managed Accounts. Each of Noonday G.P. (U.S.), L.L.C. ("NGPUS") and Noonday Asset Management, L.P. ("NAMLP"), as a sub-investment adviser to the Funds and the Managed Accounts, may be deemed to be a beneficial owner of the Issuer's securities held by the Funds and the Managed Accounts. As the general partner of NAMLP, Noonday Capital, L.L.C. ("NCLLC") may be deemed to be a beneficial owner of the Issuer's securities held by the Funds and the Managed Accounts. Each of David I. Cohen ("Cohen"), Andrew J. M. Spokes ("Spokes") and Saurabh K. Mittal ("Mittal", and together with Cohen and Spokes, the "Noonday Managing Members"), as a managing member of both NGPUS and NCLLC, may be deemed to be a beneficial owner of the Issuer's securities held by each of the Funds and the Managed Accounts. NGPUS, NAMLP, NCLLC and the Noonday Managing Members hereby disclaim any beneficial ownership of any of the Issuer's securities reported herein for the purposes of Section 16 under the 34 Act or otherwise, except as to securities representing NCLLC's pro rata interest in, and interest in the profits of, NAMLP. Each of William F. Duhamel, Richard B. Fried, Monica R. Landry, Douglas M. MacMahon, William F. Mellin, Stephen L. Millham, Jason E. Moment, Ashish H. Pant, Rajiv A. Patel, Andrew J. M. Spokes and Mark C. Wehrly (collectively, the "Managing Members") and Thomas F. Steyer (the "Senior Managing Member"), as either a managing member or a senior managing member of FPLLC and FCMLLC, may be deemed to be a beneficial owner of the Issuer's securities held by each of the Funds and the Managed Accounts. The Managing Members and the Senior Managing Member disclaim any beneficial ownership of any of the Issuer's securities reported or excluded herein for purposes of Section 16 under the 34 Act or otherwise. /s/ Monica R. Landry as attorney-in-fact and/or authorized signer for each of Noonday Asset Management, L.P., Noonday Capital, L.L.C., Noonday G.P. (U.S.), L.L.C. 2008-06-25 /s/ Monica R. Landry for herself and as attorney-in-fact and/or authorized signer for each of David I. Cohen, Saurabh K. Mittal, Thomas F. Steyer and Mark C. Wehrly 2008-06-25 . 2008-06-25 . 2008-06-25 . 2008-06-25 . 2008-06-25 . 2008-06-25 -----END PRIVACY-ENHANCED MESSAGE-----