Womble Dustin R's Form 4/A amendment
AmendedTyler Technologies Inc (TYL) · filed Aug 8, 2023
- Accession no.
- 0001240085-23-000043
- Filed
- Aug 8, 2023
- Trade date
- May 29, 2020-Dec 15, 2021
- Filing delay
- 1,166 days
- Rule 10b5-1 plan
- Not checked
- Original filed
- Aug 1, 2023
This filing lists 8 non-derivative transactions. It carries over 8 transactions from the original filing that it did not restate. Open-market sales total $31.9M. It was filed 1,166 days after the trade.
This amendment restates part of 0001240085-23-000042 (filed Aug 1, 2023). The transactions it did not restate still count and are listed below.
Reporting owners
A Form 4 can have several reporting owners, such as a person and a fund they control. Trade tables show the first one.
| Owner | Relationship to the company |
|---|---|
| Womble Dustin RCIK 0001250459 | Director |
Non-derivative securities (Table I)
Acquisitions and disposals of common stock and similar shares, one row per line on the filing.
| Trade date | Security | Transaction | Shares | Price | Value | Shares after | Ownership | Flags |
|---|---|---|---|---|---|---|---|---|
| May 29, 2020 | Common Stock | GGiftDisposed | −19,441 | $0.00 | $0 | 111,438 | Indirect | |
| Jun 2, 2020 | Common Stock | SSaleDisposed | −17,957 | $380.95F2 | −$6,840,719.15 | 93,481 | Indirect | |
| Aug 19, 2020 | Common Stock | SSaleDisposed | −10,000 | $338.18F2 | −$3,381,800 | 83,481 | Indirect | |
| Nov 11, 2020 | Common Stock | SSaleDisposed | −13,457 | $427.26F2 | −$5,749,637.82 | 72,893 | Indirect | |
| Nov 13, 2020 | Common Stock | GGiftDisposed | −19,114 | $0.00 | $0 | 65,238 | Indirect | |
| Dec 10, 2020 | Common Stock | SSaleDisposed | −11,338 | $447.24F2 | −$5,070,807.12 | 53,900 | Indirect | |
| Nov 4, 2021 | Common Stock | SSaleDisposed | −20,000 | $543.18F2 | −$10,863,600 | 41,900 | Indirect | |
| Dec 15, 2021 | Common Stock | GGiftDisposed | −5,000 | $0.00 | $0 | 36,900 | Indirect |
Carried over from the original filing
This amendment restates only part of the original filing. The original's other transactions still stand, and the trade tables on Livermore count them under this amendment.
From 0001240085-23-000042 (filed Aug 1, 2023).
Non-derivative securities (Table I)
| Trade date | Security | Transaction | Shares | Price | Value | Shares after | Ownership | Flags |
|---|---|---|---|---|---|---|---|---|
| Nov 1, 2019 | Common Stock | GGiftDisposed | −130,879 | $0.00 | $0 | 34,743 | Direct | |
| May 20, 2020 | Common Stock | SSaleDisposed | −14,186 | $0.00 | $0 | 116,693 | Indirect | |
| Nov 9, 2020 | Common Stock | GGiftDisposed | −2,869 | $0.00 | $0 | 33,024 | Direct | |
| Nov 13, 2020 | Common Stock | GGiftDisposed | −11,459 | $0.00 | $0 | 21,565 | Direct | |
| Dec 8, 2020 | Common Stock | PPurchaseAcquired | +4,186 | $0.00 | $0 | 55,238 | Indirect | |
| Feb 23, 2021 | Common Stock | GGiftDisposed | −8,000 | $0.00 | $0 | 51,900 | Indirect | |
| Dec 9, 2021 | Common Stock | PPurchaseAcquired | +10,000 | $0.00 | $0 | 91,900 | Indirect | |
| Jun 14, 2022 | Common Stock | GGiftDisposed | −400 | $0.00 | $0 | 14,552 | Direct |
Footnotes and remarks
Livermore keeps the footnotes that transaction prices refer to, all footnotes of amendments (Form 4/A) and the filing's remarks. Other footnotes, such as how indirect holdings are held or the details of a trading plan, are only in the original on SEC EDGAR.
- F1
This transaction was previously reported on a Form 4 filed by the reporting person on June 1, 2020 and is restated in this Form 4 to correct the number of shares gifted and the ownership form. The two option exercises and sales of the shares acquired from such option exercises reported on the same Form 4 are not being amended.
- F2
Reflects the average sales price for the reported transaction. The shares were sold in multiple transactions. The reporting person will provide the Commission, the issuer or any stockholder, upon request, full information regarding the number of shares sold at each separate price.
Referenced by the price of 5 transactions in Table I.
- F3
This transaction was previously reported on a Form 4 filed by the reporting person on August 21, 2020 and is restated in this Form 4 to correct the ownership form.
- F4
This transaction was previously reported on a Form 4 filed by the reporting person on November 12, 2020 and is restated in this Form 4 to correct the date of the sale, the number of shares sold, the average price per share and the ownership form. The two option exercises and sales of the shares acquired from such option exercises reported on the same Form 4 are not being amended.
- F5
All amounts reported in column 5 of this Form 4 with respect to the reported transactions reflect indirect beneficial ownership of the reporting person as of the date of the applicable transaction after giving effect to the reported transaction. The final amounts reported in column 5 of this Form 4 reflect the current indirect and direct beneficial ownership of the reporting person.
Remarks
The Form 4 filed by the reporting person on August 1, 2023 (the "Original Form 4") was filed in error and should be disregarded in its entirety. For the avoidance of doubt, the purchase transactions identified in the Original Form 4 did not occur. This Form 4: (i) amends in its entirety the Original Form 4; (ii) reports transactions that were not previously reported by the reporting person; (iii) amends those certain transactions identified in footnotes 1, 3 and 4 of this Form 4; (iv) is deemed to amend all Form 4s filed by the reporting person beginning with the Form 4 filed by the reporting person on December 5, 2019 (the "December 19 Form 4") to reflect that certain shares of the common stock beneficially owned by the reporting person were held through a revocable grantor trust (of which the reporting person and his spouse are the sole trustees and primary beneficiaries) (the "Trust"); and (v) is deemed to amend the number of shares reported as securities beneficially owned following reported transactions in Table I of the Form 4s filed by the reporting person beginning with the Form 4 filed by the reporting person on June 1, 2020 to reflect the transactions reported and amended in this Form 4 and the transfers described in the following sentence. The reporting person formed the Trust in 2019 and subsequently transferred shares of common stock that were held by him directly to the Trust (130,879 shares prior to the December 2019 Form 4; 2,869 shares on November 9, 2020; 11,459 shares on November 13, 2020; 8,000 shares on February 23, 2021; and 400 shares on June 14, 2022), but the reporting person continued to report all common stock beneficially owned by him as held by him directly.