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NYSE: TYL TYLER TECHNOLOGIES INC 8-K

Tyler Technologies shareholders re-elect all 8 directors, approve executive pay at annual meeting

Filed May 5, 2026 · Period ending May 5, 2026 · ~1 min read

4 key changes 1 section

Key Changes

  • low

    All eight director nominees elected to board with majority support; Glenn Carter received lowest approval at 83% while Ronnie Hawkins received highest at 99.6%.

  • low

    Executive compensation approved by shareholders with 97% support in non-binding advisory vote, indicating strong backing for current pay practices.

  • low

    Ernst & Young ratified as independent auditor for fiscal 2026 with 92% approval, maintaining continuity in external audit relationship.

  • low

    Shareholder proposal on political spending disclosure rejected with only 26% support, failing to gain traction with majority of voting shareholders.

Summary

Tyler Technologies held its 2026 annual shareholder meeting on May 5, with voting results showing strong support for management across key proposals. All eight director nominees were re-elected, though Glenn Carter's 83% approval was notably lower than other directors who received 95%+ support.

The advisory vote on executive compensation passed with 97% approval, suggesting shareholders are satisfied with how the company pays its leadership team. For retail investors, this filing is purely procedural with no material business impact. The results confirm continuity in board composition and governance practices.

The rejected shareholder proposal on political spending disclosure indicates most investors are comfortable with current transparency levels on this issue. Watch for the company's proxy statement later this year for details on any changes to executive compensation structure or board committee assignments following the meeting.

Section-by-Section Diff

Event · Item 5.07 — Submission of Matters to a Vote of Security Holders

~200 words

Tyler Technologies held its 2026 annual meeting, electing 8 directors, approving executive compensation, ratifying Ernst & Young as auditor, and rejecting a shareholder proposal on political spending.

4 Added
Show 4 minor / wording changes
Added Director election results low

Added in current filing · verify on EDGAR →

With respect to the election of directors, shares were voted as follows:

NomineeVotes ForVotes WithheldBroker

Non-votes

Glenn A. Carter 30,829,933 6,374,388 2,649,433

Margot L. Carter 36,184,628 1,019,693 2,649,433

Brenda A. Cline 35,631,301 1,573,020 2,649,433

Ronnie D. Hawkins, Jr.37,067,615 136,706 2,649,433

Cecil W. Jones 37,009,108 195,213 2,649,433

H. Lynn Moore, Jr.32,556,079 4,648,242 2,649,433

Daniel M. Pope 36,611,719 592,602 2,649,433

Andrew D. Teed 36,492,325 711,996 2,649,433

All eight director nominees were elected at the annual meeting held May 5, 2026. Glenn A. Carter received the lowest support with 30,829,933 votes for and 6,374,388 votes withheld, while Ronnie D. Hawkins, Jr. received the highest support with 37,067,615 votes for and only 136,706 withheld. All directors received majority support from voting shareholders.

Added Say-on-pay vote low

Added in current filing · verify on EDGAR →

With respect to the approval of an advisory resolution on our executive compensation, shares were voted as follows:

Votes ForVotes AgainstAbstentionsBroker | Non-votes | 36,090,178 1,006,195 107,948 2,649,433

Shareholders approved the advisory resolution on executive compensation with 36,090,178 votes for versus 1,006,195 against, representing approximately 97% approval. This non-binding vote indicates shareholder support for the company's executive pay practices.

Added Auditor ratification low

Added in current filing · verify on EDGAR →

With respect to the ratification of Ernst & Young LLP as our independent auditors for fiscal year 2026, shares were voted as follows:

Votes ForVotes AgainstAbstentions

36,729,972 3,102,889 20,893

Shareholders ratified Ernst & Young LLP as the company's independent auditor for fiscal year 2026 with 36,729,972 votes for versus 3,102,889 against, representing approximately 92% approval. This confirms continuity in the external audit relationship.

Added Political spending shareholder proposal low

Added in current filing · verify on EDGAR →

With respect to the shareholder proposal regarding political spending, shares were voted as follows:

Votes ForVotes AgainstAbstentionsBroker | Non-votes | 9,484,660 27,406,993 312,668 2,649,433

A shareholder proposal regarding political spending was rejected with 9,484,660 votes for versus 27,406,993 against, representing approximately 26% support. The proposal failed to gain majority shareholder approval.

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Figures/quotes linked to EDGAR · Narrative written by AI · Jun 2, 2026 · How we verify