Form 8-K

8-K — TYLER TECHNOLOGIES INC

Accession: 0000860731-26-000048

Filed: 2026-07-29

Period: 2026-07-29

CIK: 0000860731

SIC: 7372 (SERVICES-PREPACKAGED SOFTWARE)

Item: Results of Operations and Financial Condition

Item: Other Events

Documents

8-K — tyl-20260729.htm (Primary)

EX-99.1 (a991earningsrelease-6302026.htm)

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XML — IDEA: XBRL DOCUMENT (R1.htm)

8-K

8-K (Primary)

Filename: tyl-20260729.htm · Sequence: 1

tyl-20260729

0000860731false00008607312026-07-292026-07-29

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

July 29, 2026 (July 29, 2026)

Date of Report (Date of earliest event reported)

_____________________________________________

TYLER TECHNOLOGIES, INC.

(Exact name of registrant as specified in its charter)

_____________________________________________

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:

☐ 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 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 2.02 Results of Operations and Financial Condition

On July 29, 2026, Tyler Technologies, Inc. issued the earnings news release announcing results from operations and financial condition as of June 30, 2026, attached hereto as Exhibit 99.1, which news release is incorporated by reference herein.

Item 8.01 Other Events

On July 29, 2026, Tyler Technologies, Inc. (“Tyler” or “the Company”) announced that on July 24, 2026, its board of directors approved a share repurchase plan with authorization to purchase up to $1.5 billion of its Class A Common Stock, effective immediately (the “Repurchase Plan”). The Repurchase Plan replaces and supersedes any previous authorizations, except that, for the avoidance of doubt, the Company’s Chief Executive Officer and Chief Financial Officer (the “Authorized Officers”) may continue to cause the Company to repurchase any amounts not yet repurchased under previous authorizations.

Repurchases under the Repurchase Plan may be made in the open market or otherwise in such quantities, at such prices, in such manner and on such terms and conditions as the Company’s Authorized Officers determine are in the best interests of the Company. Tyler may also, from time to time, enter into Rule 10b5-1 plans to facilitate repurchases of its shares under this authorization.

The Repurchase Plan does not have a fixed expiration date, does not obligate Tyler to acquire any particular amount of Class A Common Stock, and may be modified, suspended, or terminated at any time. The Repurchase Plan shall be made in accordance with all applicable laws and regulations in effect from time to time.

A copy of the press release announcing the Repurchase Plan is attached hereto as Exhibit 99.1, which news release is incorporated by reference herein.

Exhibit number

Exhibit description

99.1

News Release issued by Tyler Technologies, Inc. dated July 29, 2026

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

July 29, 2026

By: Brian K. Miller

Executive Vice President and Chief Financial

Officer (principal financial officer)

EX-99.1

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Document

Tyler Technologies Reports Earnings for Second Quarter 2026 and Announces New $1.5 Billion Share Repurchase Program

•SaaS revenues grew 21.7% and SaaS bookings reached a new quarterly high

•Expanded repurchase authorization reflects long-term confidence

PLANO, Texas – July 29, 2026 – Tyler Technologies, Inc. (NYSE: TYL), a large-cap growth and value S&P 500 company, today announced financial results for the second quarter ended June 30, 2026.

"Our second quarter results reflect strong execution and performance across our key financial and operational measures, highlighted by solid recurring revenue growth and a record second quarter for free cash flow," said Lynn Moore, Tyler's executive chair, president and chief executive officer. "SaaS revenues accelerated 21.7%, marking 22 consecutive quarters of 20% or greater SaaS growth. Public sector demand remains healthy, reflecting sustained modernization priorities for the public sector that translated into record SaaS and total bookings. Our raised 2030 financial targets, announced at our June Investor Day, reflect our continued strong execution and confidence in achieving our long-term vision. Our share repurchase program highlights that confidence, as we have repurchased 5.6% of our outstanding shares year-to-date and recently expanded our share repurchase authorization by an additional $1.5 billion," concluded Moore.

Second Quarter 2026 Financial Highlights (all comparisons are to the second quarter of 2025):

Revenues

•Total revenues were $645.1 million, up 8.2%.

•Recurring revenues were $559.5 million, up 8.2%, and comprised 86.7% of total revenues.

•Subscription revenues were $453.7 million, up 12.0%.

◦SaaS revenues grew 21.7% to $230.6 million.

◦Transaction revenues grew 3.5% to $223.1 million.

•Annualized recurring revenue (ARR) was $2.24 billion, up 8.2%.

Earnings/EBITDA

•GAAP operating income was $95.1 million. Non-GAAP operating income was $165.7 million, up 4.8%.

•GAAP net income was $93.5 million, or $2.23 per diluted share, up 10.5%. Non-GAAP net income was $129.0 million, or $3.08 per diluted share, up 0.9%.

•Adjusted EBITDA was $176.4 million, up 4.3%.

Cash Flow

•Cash flows from operations were $124.4 million, up 26.5%.

•Free cash flow was $118.5 million, up 34.7%.

Tyler Technologies Reports Earnings

for Second Quarter 2026

July 29, 2026

Page 2

"We delivered strong top and bottom-line results for the second quarter highlighted by solid recurring revenue growth and free cash flow of $118.5 million, up nearly 35%, and a record for a second quarter," said Brian Miller, Tyler's executive vice president and chief financial officer. "During the quarter, we strategically deployed significant capital through the acquisition of For the Record for $213 million in cash and the use of $505 million for share repurchases. We strengthened our balance sheet through our highly successful $1.4 billion convertible debt offering in May and ended the quarter with more than $1 billion in cash and investments, providing substantial financial flexibility to support our growth initiatives while continuing to return value to shareholders," concluded Miller.

Additionally, on July 24, 2026, Tyler’s Board of Directors approved a share repurchase plan with authorization to purchase up to $1.5 billion of our Class A Common Stock, effective immediately (the “Repurchase Plan”). The Repurchase Plan underscores our ongoing confidence in Tyler’s business, strategic objectives, and long-term opportunities. It also reflects the view that Tyler’s shares continue to be undervalued. Our consistently durable free cash flow generation has allowed us to opportunistically return capital to shareholders, especially in periods of undervaluation, while also investing for sustained growth.

The Repurchase Plan replaces and supersedes any previous authorizations, except that, for the avoidance of doubt, we may continue to repurchase any amounts not yet repurchased under previous authorizations. Repurchases may be made in the open market or otherwise in such quantities, at such prices, in such manner and on such terms and conditions as management determines are in the best interests of the company. We may also, from time to time, enter into Rule 10b5-1 plans to facilitate repurchases of its shares under this authorization.

The Repurchase Plan does not have a fixed expiration date, does not obligate us to acquire any particular amount of Class A Common Stock, and may be modified, suspended, or terminated at any time. The Repurchase Plan shall be made in accordance with all applicable laws and regulations in effect from time to time. As of July 29, 2026, we have remaining authorization from our Board of Directors to repurchase up to approximately $1.745 billion of our common stock.

Recent Business Highlights

•On April 14, we completed the acquisition of For The Record for approximately $212.7 million in cash. For The Record represents our third largest acquisition to date and enhances our justice portfolio by bringing advanced legal-grade speech-to-text and real-time, multilingual transcription technology powered by AI.

•On May 14, we completed a $1.4 billion offering of 0.50% convertible senior notes due in 2031. In connection with the offering, we entered into capped call transactions, which increased the initial effective conversion price to $655.77. Net proceeds from the offering, after capped call and other transaction fees were $1.2 billion.

•On May 28, we entered into a new 5-year $1.0 billion unsecured revolving credit facility, replacing our previous $700 million facility.

•We repurchased 1,622,762 shares of our common stock during the quarter for approximately $505 million under our previously announced repurchase authorization.

Tyler Technologies Reports Earnings

for Second Quarter 2026

July 29, 2026

Page 3

Financial Outlook for 2026

As of July 29, 2026, Tyler Technologies is providing the following guidance for the full year 2026:

Guidance for 2026

Range

Total revenues

$2.535 billion to $2.575 billion

Non-GAAP diluted earnings per share

$12.95 to $13.20

Free cash flow margin

26% to 28%

Research and development expense

$245 million to $250 million

Capital expenditures

$18 million to $20 million

Capitalized software development costs included in capex

$6 million

Net interest income

$19 million to $21 million

Tyler Technologies has not reconciled forward-looking full-year non-GAAP financial measures to their most directly comparable GAAP measures, as permitted by item 10(e)(1)(i)(B) of Regulation S-K. Such reconciliations would require unreasonable efforts at this time to estimate and quantify with a reasonable degree of certainty various necessary GAAP components, including for example those related to stock-based compensation, acquisition transactions, tax items or others that may arise during the year. These components and other factors could materially impact the amount of the future directly comparable GAAP measures, which may differ significantly from their non-GAAP counterparts.

Conference Call

Prepared remarks, the quarterly earnings presentation providing additional information and analysis, and supplemental materials can be found at the Financials section of Tyler's investor relations website. Tyler Technologies will hold a Q&A conference call on Thursday, July 30, 2026, at 8:30 a.m. ET. Participants can pre-register for the teleconference here. Alternatively, participants can join the teleconference by dialing 833-461-5787 with the meeting ID 411 755 212.

The live audio webcast and archived replay can also be accessed at the Events & Presentations section of Tyler's investor relations website.

About Tyler Technologies, Inc.

Tyler Technologies (NYSE: TYL) is a leading provider of technology solutions purpose-built exclusively for the public sector. Tyler’s end-to-end solutions empower local, state, and federal government entities to operate efficiently and transparently with residents and each other. By connecting data and processes across disparate systems, Tyler’s solutions strengthen the core operations of government and help agencies turn insight into action for their communities. With more than 50,000 installations across 16,000 client locations, Tyler serves clients in all 50 states, Canada, the Caribbean, Australia, and other international locations. Tyler has been recognized numerous times for growth and innovation, including on Government Technology’s GovTech 100 list. More information about Tyler Technologies, an S&P 500 company headquartered in Plano, Texas, can be found at tylertech.com.

Tyler Technologies Reports Earnings

for Second Quarter 2026

July 29, 2026

Page 4

Non-GAAP Financial Measures

Tyler Technologies has provided in this press release financial measures that have not been prepared in accordance with generally accepted accounting principles (GAAP) and are therefore considered non-GAAP financial measures. This information includes non-GAAP gross profit, non-GAAP gross margin, non-GAAP operating income, non-GAAP operating margin, non-GAAP net income, non-GAAP earnings per diluted share, EBITDA, adjusted EBITDA, free cash flow, and free cash flow margin. We use these non-GAAP financial measures internally in analyzing our financial results and believe they are useful to investors, as a supplement to GAAP measures, in evaluating Tyler’s ongoing operational performance because they provide additional insight in comparing results from period to period while isolating the effects of some items that vary from period to period without correlation to core operating performance. Tyler believes the use of these non-GAAP financial measures provides an additional tool for investors to use in evaluating ongoing operating results and trends and in comparing our financial results with other companies in our industry, many of which present similar non-GAAP financial measures. EBITDA is net income before interest expense, other income, income taxes, depreciation, and amortization. Non-GAAP and adjusted financial measures discussed above exclude share-based compensation expense, employer portion of payroll taxes on employee stock transactions, expenses associated with amortization of intangibles arising from business combinations, acquisition-related expenses, restructuring costs and other, gain on remeasurement of equity investment, and non-recurring items in other income, net. Annualized recurring revenue (ARR) is calculated by annualizing the current quarter's recurring revenues from subscriptions and maintenance.

Tyler currently uses a non-GAAP tax rate of 23.0%. This rate is based on Tyler's estimated annual GAAP income tax rate forecast, adjusted to account for items excluded from GAAP income in calculating Tyler's non-GAAP income, as well as significant non-recurring tax adjustments. The non-GAAP tax rate used in future periods will be reviewed periodically to determine whether it remains appropriate in consideration of factors including Tyler's periodic annual effective tax rate calculated in accordance with GAAP, changes resulting from tax legislation, changes in the geographic mix of revenues and expenses, and other factors deemed significant. Due to differences in tax treatment of items excluded from non-GAAP earnings, as well as the methodology applied to Tyler's estimated annual tax rate as described above, the estimated tax rate on non-GAAP income may differ from the GAAP tax rate and from Tyler's actual tax liabilities.

Non-GAAP financial measures should be considered in addition to, and not as a substitute for, or superior to, financial information prepared in accordance with GAAP. The non-GAAP measures used by Tyler Technologies may be different from non-GAAP measures used by other companies. Investors are encouraged to review the reconciliation of these non-GAAP measures to their most directly comparable GAAP financial measures, which has been provided in the financial statement tables included below in this press release.

Forward-looking Statements

This document contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934 that are not historical in nature and typically address future or anticipated events, trends, expectations or beliefs with respect to our financial condition, results of operations or business. Forward-looking statements often contain words such as “believes,” “expects,” “anticipates,” “foresees,” “forecasts,” “estimates,” “plans,” “intends,” “continues,” “may,” “will,” “should,” “projects,” “might,” “could” or other similar words or phrases. Similarly, statements that describe our business strategy, outlook, objectives, plans, intentions or goals also are forward-looking statements. We believe there is a reasonable basis for our forward-looking statements, but they are inherently subject to risks and uncertainties and actual results could differ materially from the expectations and beliefs reflected in the forward-looking statements. We presently consider the following to be among the important

Tyler Technologies Reports Earnings

for Second Quarter 2026

July 29, 2026

Page 5

factors that could cause actual results to differ materially from our expectations and beliefs: (1) changes in the budgets or regulatory environments of our clients, including local, state and federal government agencies, that could negatively impact information technology spending; (2) disruption to our business and harm to our competitive position resulting from cyber-attacks, evolving use of artificial intelligence (“AI”), security vulnerabilities and software updates, or changes in our ability to access third-party software and services; (3) our ability to protect client information from security breaches or misuse through AI and to provide uninterrupted operations of data centers; (4) our ability to achieve growth or operational synergies through the integration of acquired businesses, while avoiding unanticipated costs and disruptions to existing operations; (5) material portions of our business require the Internet infrastructure to be adequately maintained; (6) our ability to actively monitor developments in AI regulation and ethical standards as we expect that future changes in the regulatory landscape may affect our product development timelines, compliance costs, and market opportunities related to AI; (7) our ability to achieve our financial forecasts due to various factors, including project delays by our clients, reductions in transaction size, fewer transactions, delays in delivery of new products or releases or a decline in our renewal rates for service agreements; (8) general economic, political and market conditions, including inflation and changes in interest rates; (9) technological and market risks associated with the development of new technologies, products or services or of new versions of existing or acquired products or services; (10) competition in the industry in which we conduct business and the impact of competition on pricing, client retention and pressure for new products or services; (11) the ability to attract and retain qualified personnel and dealing with rising labor costs, the loss or retirement of key members of management or other key personnel; and (12) costs of compliance and any failure to comply with government and stock exchange regulations. These factors and other risks that affect our business are described in our filings with the Securities and Exchange Commission, including the detailed “Risk Factors” contained in our most recent annual report on Form 10-K and quarterly report on Form 10-Q. We expressly disclaim any obligation to publicly update or revise our forward-looking statements.

(Comparative results follow)

Contact: Hala Elsherbini

Senior Director, Investor Relations

Tyler Technologies, Inc.

972-713-3770

hala.elsherbini@tylertech.com

Source: Tyler Technologies

#TYL_Financial

26-32

TYLER TECHNOLOGIES, INC.

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(Amounts in thousands, except per share data)

(Unaudited)

Three months ended June 30, Six months ended June 30,

2026 2025 2026 2025

Revenues:

Subscriptions $ 453,724 $ 405,075 $ 883,469 $ 780,064

Maintenance 105,810 112,123 214,684 224,924

Professional services 63,166 58,612 123,973 122,662

Other 22,396 20,307 36,473 33,632

Total revenues 645,096 596,117 1,258,599 1,161,282

Cost of revenues:

Subscriptions, maintenance, and professional services 306,783 292,595 600,330 570,648

Amortization of software development 5,579 5,505 11,203 10,884

Amortization of acquired software 8,532 9,319 17,516 18,613

Other 17,145 15,514 26,059 20,872

Total cost of revenues 338,039 322,933 655,108 621,017

Gross profit 307,057 273,184 603,491 540,265

Sales and marketing expense 39,851 36,312 78,648 72,785

General and administrative expense 93,733 76,601 177,698 156,053

Research and development expense 62,832 50,842 122,559 98,686

Amortization of other intangibles 15,546 13,833 29,679 27,972

Operating income 95,095 95,596 194,907 184,769

Interest expense (2,974) (1,262) (4,040) (2,508)

Gain on remeasurement of equity investment 25,048 — 25,048 —

Other income, net 3,462 8,179 11,138 15,542

Income before income taxes 120,631 102,513 227,053 197,803

Income tax provision 27,119 17,886 52,361 32,124

Net income $ 93,512 $ 84,627 $ 174,692 $ 165,679

Earnings per common share:

Basic $ 2.25 $ 1.96 $ 4.20 $ 3.84

Diluted $ 2.23 $ 1.93 $ 4.17 $ 3.76

Weighted average common shares outstanding:

Basic 41,619 43,163 41,564 43,174

Diluted 41,854 43,929 41,853 44,016

TYLER TECHNOLOGIES, INC.

RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES

(Amounts in thousands, except per share data)

(Unaudited)

Three months ended June 30, Six months ended June 30,

Reconciliation of non-GAAP gross profit and margin 2026 2025 2026 2025

GAAP gross profit $ 307,057 $ 273,184 $ 603,491 $ 540,265

Non-GAAP adjustments:

Add: Share-based compensation expense included in cost of

revenues 9,504 8,891 18,978 17,605

Add: Amortization of acquired software 8,532 9,319 17,516 18,613

Non-GAAP gross profit $ 325,093 $ 291,394 $ 639,985 $ 576,483

GAAP gross margin 47.6 % 45.8 % 47.9 % 46.5 %

Non-GAAP gross margin 50.4 % 48.9 % 50.8 % 49.6 %

Three months ended June 30, Six months ended June 30,

Reconciliation of non-GAAP operating income and margin 2026 2025 2026 2025

GAAP operating income $ 95,095 $ 95,596 $ 194,907 $ 184,769

Non-GAAP adjustments:

Add: Share-based compensation expense 43,662 38,302 80,821 75,962

Add: Employer portion of payroll tax related to employee stock

transactions 437 1,055 1,229 2,119

Add: Acquisition-related costs 2,087 — 2,311 33

Add: Restructuring costs and other 326 24 5,815 48

Add: Amortization of acquired software 8,532 9,319 17,516 18,613

Add: Amortization of other intangibles

15,546 13,833 29,679 27,972

Non-GAAP adjustments subtotal 70,590 62,533 137,371 124,747

Non-GAAP operating income $ 165,685 $ 158,129 $ 332,278 $ 309,516

GAAP operating margin 14.7 % 16.0 % 15.5 % 15.9 %

Non-GAAP operating margin 25.7 % 26.5 % 26.4 % 26.7 %

TYLER TECHNOLOGIES, INC.

RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES

(Amounts in thousands, except per share data)

(Unaudited)

Three months ended June 30, Six months ended June 30,

Reconciliation of non-GAAP net income and earnings per share 2026 2025 2026 2025

GAAP net income $ 93,512 $ 84,627 $ 174,692 $ 165,679

Non-GAAP adjustments:

Add: Total non-GAAP adjustments to operating income 70,590 62,533 137,371 124,747

Less: Gain on remeasurement of equity investment (25,048) — (25,048) —

Add: Non-recurring items in other income, net 1,406 — 1,406 —

Less: Income tax impact (11,424) (19,249) (26,019) (40,450)

Non-GAAP net income $ 129,036 $ 127,911 $ 262,402 $ 249,976

GAAP earnings per diluted share $ 2.23 $ 1.93 $ 4.17 $ 3.76

Non-GAAP earnings per diluted share $ 3.08 $ 2.91 $ 6.27 $ 5.68

Three months ended June 30, Six months ended June 30,

Detail of share-based compensation expense 2026 2025 2026 2025

Cost of revenues $ 9,504 $ 8,891 $ 18,978 $ 17,605

Operating expenses 34,158 29,411 61,843 58,357

Total share-based compensation expense $ 43,662 $ 38,302 $ 80,821 $ 75,962

Three months ended June 30, Six months ended June 30,

Reconciliation of EBITDA and adjusted EBITDA 2026 2025 2026 2025

GAAP net income $ 93,512 $ 84,627 $ 174,692 $ 165,679

Amortization of other intangibles 15,546 13,833 29,679 27,972

Depreciation and amortization included in cost of revenues, sales and marketing expense, general and administrative expense, and research and development expense 19,295 20,322 39,018 40,531

Interest expense 2,974 1,262 4,040 2,508

Gain on remeasurement of equity investment (25,048) — (25,048) —

Other income, net (3,462) (8,179) (11,138) (15,542)

Income tax provision 27,119 17,886 52,361 32,124

EBITDA $ 129,936 $ 129,751 $ 263,604 $ 253,272

Share-based compensation expense 43,662 38,302 80,821 75,962

Acquisition-related costs 2,087 — 2,311 33

Employer portion of payroll tax related to employee stock transactions 437 1,055 1,229 2,119

Lease restructuring costs and other 326 24 5,815 48

Adjusted EBITDA $ 176,448 $ 169,132 $ 353,780 $ 331,434

TYLER TECHNOLOGIES, INC.

RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES

(Amounts in thousands, except per share data)

(Unaudited)

Three months ended June 30, Six months ended June 30,

Reconciliation of free cash flow 2026 2025 2026 2025

Net cash provided by operating activities $ 124,411 $ 98,311 $ 231,673 $ 154,469

Less: additions to property and equipment (5,051) (5,487) (8,288) (7,822)

Less: investment in software development (845) (4,850) (2,105) (10,400)

Free cash flow $ 118,515 $ 87,974 $ 221,280 $ 136,247

Free cash flow margin 18.4 % 14.8 % 17.6 % 11.7 %

TYLER TECHNOLOGIES, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(Amounts in thousands)

(Unaudited)

June 30, 2026 December 31, 2025

ASSETS

Current assets:

Cash and cash equivalents $ 895,353 $ 1,015,400

Accounts receivable, net 724,866 638,798

Short-term investments 74,682 81,800

Prepaid expenses and other current assets 98,416 84,142

Income tax receivable 23,805 23,748

Total current assets 1,817,122 1,843,888

Accounts receivable, long-term portion 10,420 5,968

Operating lease right-of-use assets 38,374 35,602

Property and equipment, net 159,462 160,355

Other assets:

Software development costs, net 53,642 68,371

Goodwill 2,754,742 2,590,013

Other intangibles, net 846,206 780,414

Non-current investments 45,232 60,698

Other non-current assets 88,376 93,599

Total assets $ 5,813,576 $ 5,638,908

LIABILITIES AND SHAREHOLDERS' EQUITY

Current liabilities:

Accounts payable and accrued liabilities $ 360,920 $ 365,346

Operating lease liabilities 11,221 9,598

Deferred revenue 797,435 780,838

Current portion of convertible senior notes due 2026, net — 599,663

Total current liabilities 1,169,576 1,755,445

Convertible senior notes due 2031, net 1,408,691 —

Deferred revenue, long-term 19,486 20,988

Deferred income taxes 108,624 95,063

Operating lease liabilities, long-term 35,118 33,347

Other long-term liabilities 34,850 31,276

Total liabilities 2,776,345 1,936,119

Shareholders' equity $ 3,037,231 $ 3,702,789

Total liabilities and shareholders' equity $ 5,813,576 $ 5,638,908

TYLER TECHNOLOGIES, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Amounts in thousands)

(Unaudited)

Three months ended June 30, Six months ended June 30,

2026 2025 2026 2025

Cash flows from operating activities:

Net income $ 93,512 $ 84,627 $ 174,692 $ 165,679

Adjustments to reconcile net income to cash

provided by operations:

Depreciation and amortization 35,812 34,322 74,761 68,943

Gains from sale of investments (1) (1) (4) —

Share-based compensation expense 43,662 38,302 80,821 75,962

Operating lease right-of-use assets expense 3,569 2,572 5,892 4,860

Deferred income tax benefit 17,653 — 31,866 (11,080)

Gain on remeasurement of equity investment (25,048) — (25,048) —

Other 33 39 33 39

Changes in operating assets and liabilities,

exclusive of effects of acquired companies (44,781) (61,550) (111,340) (149,934)

Net cash provided by operating activities 124,411 98,311 231,673 154,469

Cash flows from investing activities:

Additions to property and equipment (5,051) (5,487) (8,288) (7,822)

Purchase of marketable security investments (50,123) (35,293) (51,481) (107,286)

Proceeds and maturities from marketable security investments 11,902 32,528 73,760 34,284

Investment in software development (845) (4,850) (2,105) (10,400)

Cost of acquisitions, net of cash acquired (214,271) (206) (214,291) (18,230)

Other 21 549 13 526

Net cash used by investing activities (258,367) (12,759) (202,392) (108,928)

Cash flows from financing activities:

Repayment of convertible senior notes due 2026 — — (600,000) —

Proceeds from issuance of convertible senior notes due 2031 1,437,500 — 1,437,500 —

Purchase of capped call transactions (187,163) — (187,163) —

Payment of debt issuance costs (31,704) — (31,704) —

Purchase of treasury shares (504,942) (1,605) (755,005) (1,605)

Payment of employee taxes paid for withheld shares upon equity award settlement, net of proceeds from exercise of stock options (5,769) (4,681) (22,134) (3,155)

Contributions from employee stock purchase plan 5,377 5,352 9,178 9,322

Other — (2,900) — (7,377)

Net cash provided (used) by financing activities 713,299 (3,834) (149,328) (2,815)

Net increase (decrease) in cash and cash equivalents 579,343 81,718 (120,047) 42,726

Cash and cash equivalents at beginning of period 316,010 705,729 1,015,400 744,721

Cash and cash equivalents at end of period $ 895,353 $ 787,447 $ 895,353 $ 787,447

GRAPHIC

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v3.26.1

Cover

Jul. 29, 2026

Cover [Abstract]

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8-K

Document Period End Date

Jul. 29, 2026

Entity Registrant Name

TYLER TECHNOLOGIES, INC

Entity Incorporation, State or Country Code

Entity File Number

1-10485

Entity Tax Identification Number

75-2303920

Entity Address, Address Line One

5101 TENNYSON PARKWAY

Entity Address, City or Town

PLANO

Entity Address, State or Province

Entity Address, Postal Zip Code

75024

City Area Code

972

Local Phone Number

713-3700

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false

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false

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false

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Title of 12(b) Security

COMMON STOCK, $0.01 PAR VALUE

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TYL

Security Exchange Name

NYSE

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