Deals between TYL and its directors, executives, owners of more than 5% or their families: a relative on the payroll,
a plane the company charters from its CEO, a director's company that buys from it. SEC rules (Item 404) make the company list every such deal over $120,000 in its proxy statement.
Below: what the proxy filed 2026-03-23 reports that the one filed 2025-03-27 did not, quoted as filed.
New this year
Paragraphs about a deal, a person or a relative with nothing like them in the proxy filed 2025-03-27.
Nothing new: every deal in this year's section was reported last year too.
The whole section 7 paragraphs, proxy filed 2026-03-23
Certain Relationships and Related Transactions
“Our directors and executive officers seek approval from the Board of Directors prior to entering into a business arrangement that may be deemed a conflict of interest as described in our Code of Business Conduct and Ethics. Examples of transactions that may be considered a conflict of interest include:”
Read it in the proxy ↗
Certain Relationships and Related Transactions
“to receive from or give to anyone that has a business relationship with us something with more than a token value;”
Read it in the proxy ↗
Certain Relationships and Related Transactions
“to lend to or borrow from individuals or concerns that do business with or compete with us, except banks and other financial institutions;”
Read it in the proxy ↗
Certain Relationships and Related Transactions
“to serve as an officer, director, employee, or consultant of, or receive income from, any enterprise doing business with or competing with us;”
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Certain Relationships and Related Transactions
“to own an interest in or engage in the management of an organization providing services or products to us, or to which we sell or compete, except when such interest (a) comprises publicly traded securities listed on a national securities exchange or the OTC margin list and (b) is not in excess of 5% of the securities of such company; and • to knowingly cause, either directly or indirectly, us to enter into a business transaction with a close relative of the director or executive officer or a business enterprise of such relative.”
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Certain Relationships and Related Transactions
“In addition, on an annual basis we review our financial records to ensure all related-party transactions are identified, quantified, and adequately disclosed. Also, each director and executive officer must disclose in writing any known related-party transactions during the completion of the annual director and officer questionnaire.”
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Certain Relationships and Related Transactions
“Throughout 2025, we employed Jennifer M. LeBlanc, a daughter of 2025-2026 Executive Chair John S. Marr, Jr. Ms. LeBlanc served as a Group Vice President of Financial Planning and Analysis and received in excess of $120,000 in salary and bonus compensation in 2025 in exchange for services rendered. Ms. LeBlanc was also granted restricted stock units with respect to 456 shares of our common stock, which vest over three years. In addition, Ms. LeBlanc received other employee benefits on the same basis as similarly situated employees. Ms. LeBlanc’s total compensation is consistent with that of similarly situated employees, and her compensation terms are established directly with her, independent of any relationship she has with Mr. Marr.”
Read it in the proxy ↗
Paragraphs are compared by their words, not read by AI: one counts as new when no paragraph last year shares half of its words, or when it names a person or company last year's section did not.
A deal reported again with a new amount is not new. Always check the filing.
Open the proxy ↗ · Last year's proxy ↗
