-----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, TDgty4c8Ubz3EBzvvu0LLfHxc0An/LRDCvwwoyrk4iMDNnHdZSJFZKiSkQYIQATQ MjeScIGL/w6gfLcrzVhPpQ== 0000950134-01-002294.txt : 20010320 0000950134-01-002294.hdr.sgml : 20010320 ACCESSION NUMBER: 0000950134-01-002294 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20010319 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: TYLER TECHNOLOGIES INC CENTRAL INDEX KEY: 0000860731 STANDARD INDUSTRIAL CLASSIFICATION: STEEL WORKS, BLAST FURNACES & ROLLING & FINISHING MILLS [3310] IRS NUMBER: 752303920 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: SEC FILE NUMBER: 005-04132 FILM NUMBER: 1571334 BUSINESS ADDRESS: STREET 1: 2800 W MOCKINGBIRD LANE STREET 2: 2800 W MOCKINGBIRD LANE CITY: DALLAS STATE: TX ZIP: 75235 BUSINESS PHONE: 2149025086 MAIL ADDRESS: STREET 1: 2800 W MOCKINGBIRD LANE STREET 2: 2800 W MOCKINGBIRD LANE CITY: DALLAS STATE: TX ZIP: 75235 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 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: OATES WILLIAM D CENTRAL INDEX KEY: 0001056742 STANDARD INDUSTRIAL CLASSIFICATION: [] FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 2800 WEST MOCKINGBIRD LN CITY: DALLAS STATE: TX ZIP: 75235 BUSINESS PHONE: 2149025000 MAIL ADDRESS: STREET 1: 2800 W MOCKINGBIRD LN CITY: DALLAS STATE: TX ZIP: 75235 SC 13D/A 1 d85187a1sc13da.txt AMENDMENT NO. 1 TO SCHEDULE 13D 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) Under the Securities Exchange Act of 1934 (Amendment No. 1)(1) ----------- TYLER TECHNOLOGIES, INC. ------------------------------------------------------------------------- (Name of Issuer) Common Stock, $0.01 par value ------------------------------------------------------------------------- (Title of Class of Securities) 902184100 --------------------------------------------- (CUSIP Number) Mr. William D. Oates, 2911 Turtle Creek Blvd., Suite 1100, Dallas, Texas 75219, (214) 520-1660 ------------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) September 30, 2000 ------------------------------------------------------- (Date of Event which Requires Filing of this Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), (f) or (g), check the following box [ ]. NOTE: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7 for other parties to whom copies are to be sent. (Continued on following pages) (PAGE 1 OF 5 PAGES) - -------------------------- (1) The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page. The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). 2 13D - ------------------- ----------------- CUSIP NO. 902184100 PAGE 2 OF 5 PAGES - ------------------- ----------------- - -------------------------------------------------------------------------------- 1 NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (entities only) William D. Oates - -------------------------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [ ] - -------------------------------------------------------------------------------- 3 SEC USE ONLY - -------------------------------------------------------------------------------- 4 SOURCE OF FUNDS* PF: OO - -------------------------------------------------------------------------------- 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [ ] - -------------------------------------------------------------------------------- 6 CITIZENSHIP OR PLACE OF ORGANIZATION United States - -------------------------------------------------------------------------------- 7 SOLE VOTING POWER NUMBER OF 6,220,374 SHARES ----------------------------------------------------- BENEFICIALLY 8 SHARED VOTING POWER OWNED BY 0 EACH ----------------------------------------------------- REPORTING 9 SOLE DISPOSITIVE POWER PERSON 4,620,374 WITH ----------------------------------------------------- 10 SHARED DISPOSITIVE POWER 0 - -------------------------------------------------------------------------------- 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 6,220,374 ------------------------------------------------------------------------------- 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [ ] - -------------------------------------------------------------------------------- 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 13% - -------------------------------------------------------------------------------- 14 TYPE OF REPORTING PERSON* IN - -------------------------------------------------------------------------------- * SEE INSTRUCTIONS BEFORE FILING OUT! 3 SCHEDULE 13D CUSIP NO. 902184100 Page 3 of 5 Pages Item 1. Security and Issuer. This Schedule 13D, Amendment No. 1 (this "Filing"), relates to the Common Stock, $0.01 par value ("Tyler Common Stock") of Tyler Technologies, Inc., a Delaware corporation (the "Company"), which has its principal executive offices located at 2800 West Mockingbird Lane, Dallas, Texas 75235. The purpose of this Filing is to report a decrease in William D. Oates' beneficial ownership of Tyler Common Stock. Item 2. Identity and Background. (a) William D. Oates ("Mr. Oates"). (b) 2911 Turtle Creek Blvd., Suite 1100, Dallas, Texas 75219. (c) President of eiStream, Inc., a document imaging company. (d) Mr. Oates has not, during the last five years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors). (e) Mr. Oates has not, during the last five years, been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. (f) Mr. Oates is a citizen of the United States. Item 3. Source and Amount of Funds or Other Consideration. On February 19, 1998, the Company acquired Business Resources Corporation, a Texas corporation ("BRC"). The acquisition was effected by a merger (the "Merger") of BRC with and into T1 Acquisition Corporation, a Texas corporation and wholly owned subsidiary of the Company, now known as Business Resources Corporation. As a result of the Merger, the 87,765 shares of BRC common stock beneficially owned by Mr. Oates were converted into 8,765,000 shares of Tyler Common Stock and cash. Item 4. Purpose of Transaction. Mr. Oates acquired beneficial ownership of the Tyler Common Stock as a result of the Merger and holds his Tyler Common Stock for investment purposes. Mr. Oates does not have any specific plans or proposals which relate to or would result in: the acquisition by any person of additional securities of the Company or the disposition of securities of the Company; any extraordinary corporate transaction, such as a merger, reorganization or liquidation, involving the Company or any of its subsidiaries; a sale or transfer of a material amount of assets of the Company or any of its subsidiaries; any change in the present board of directors or management of the Company; any change in the present capitalization or dividend policy of the Company; any other material change in the Company's business or corporate structure; changes in the Company's charter, bylaws or instruments corresponding thereto or other actions which may impede the acquisition of control of the Company by any person; causing a class of securities of the Company to be delisted from a national securities exchange or to cease to be authorized to be quoted in an inter-dealer quotation system of a registered national securities association; a class of securities of the Company becoming eligible for termination or registration pursuant to Section 12(g)(4) of the Securities Exchange Act of 1934, as amended; or any action similar to any of those enumerated above; but Mr. Oates reserves the right to propose or undertake or participate in any of the foregoing actions in the future. Item 5. Interest in Securities of the Issuer. (a) Mr. Oates beneficially owns 6,220,374 shares of Tyler Common Stock, which represents 13% of the outstanding Tyler Common Stock. With respect to 1,600,000 of the shares of Tyler Common Stock beneficially owned by Mr. Oates, sole voting power and record ownership was retained pursuant to a collateral pledge arrangement securing payment for 1,600,000 of such shares sold to William Hunter Oates. 4 Page 4 of 5 Pages The calculations of the percentage of outstanding Tyler Common Stock are based upon 46,679,447 shares of Tyler Common Stock outstanding on November 7, 2000 as reported in the Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 2000. (b) Mr. Oates has the sole power to vote 6,220,374 shares of Tyler Common Stock and the sole power to dispose of 4,620,374 shares of Tyler Common Stock. (c) Set forth below are the dispositions of Tyler Common Stock effected by Mr. Oates since the filing date of his original Schedule 13D:
SHARES DATE DISPOSED OF TYPE OF TRANSACTION ---- ----------- ------------------- November 1998 300,000 Release of shares held under collateral pledge arrangements December 1998 400,000 Gifts to various charities April 1999 300,000 Release of shares held under collateral pledge arrangements December 1999 6,000 Gift to charity March 2000 8,000 Gifts to various charities August 2000 654,276 Transfer in payment for the purchase of certain assets September 2000 876,350 Transfer in payment for the purchase of certain assets
(d) None. (e) Not applicable. Item 6. Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer. Pursuant to the sale arrangements with William Hunter Oates described in Item 5(a), pending full payment of the purchase price for the shares sold to such persons, Mr. Oates retains sole voting power and record ownership of such shares and may therefore be deemed to be the beneficial owner of such 1,600,000 shares of Tyler Common Stock. Item 7. Material to be Filed as Exhibits. None. 5 Page 5 of 5 Pages Signature After reasonable inquiry and to the best of the undersigned's knowledge and belief, the undersigned certifies that the information set forth in this Filing is true, complete and correct. March 16, 2001 /s/ William D. Oates ------------------------------------ WILLIAM D. OATES -----END PRIVACY-ENHANCED MESSAGE-----