Tyler Technologies, Inc. announced that, on May 28, 2026, as borrower, entered into an Amended and Restated Credit Agreement (the 'Credit Agreement') with the various lenders party thereto and Wells Fargo Bank, National Association, as Administrative Agent. The Credit Agreement provided for an unsecured revolving credit facility in an aggregate principal amount of up to $1 billion, including subfacilities for standby letters of credit and swingline loans, each in a maximum amount to be mutually determined and on customary terms and conditions. The Credit Agreement matured on May 28, 2031, and loans could be prepaid at any time, without premium or penalty, subject to certain minimum amounts and payment of any SOFR breakage costs.

The new Credit Agreement replaced Tyler's existing $700 million unsecured credit facility, the credit agreement dated September 25, 2024, among Tyler and Wells Fargo Bank, N. A. as Administrative Agent and other lenders party thereto (the '2024 Credit Agreement'), which was scheduled to mature in September 2029. The credit facility would be available on a revolving basis until the maturity date. At the time of the closing, Tyler had no borrowings outstanding under either the new Credit Agreement or the 2024 Credit Agreement.

The Credit Agreement included an uncommitted accordion mechanism by which Tyler could request incremental loans, in the form of incremental term loans or an increase in the revolving credit facility, providing an ability for Tyler to increase the credit facility by an amount up to (a) the greater of (i) $525 million and (ii) 100% of Tyler's EBITDA for the prior four quarter period plus (b) additional indebtedness up to the amount which would cause Tyler's total net leverage ratio to equal or exceed 3.25 to 1.00. The Credit Agreement contained certain customary representations and warranties, affirmative and negative covenants, and events of defaults. The Credit Agreement was unsecured and required Tyler to maintain certain financial ratios and other financial conditions and limited Tyler from making certain investments, advances, cash dividends, or loans and limited incurrence of additional indebtedness and liens.

Tyler's obligations under the Credit Agreement were also guaranteed by its direct and indirect material domestic subsidiaries. Loans under the revolving credit facility would bear interest, at Tyler's option, at a per annum rate of either (1) the Administrative Agent's prime commercial lending rate (subject to certain higher rate determinations) plus a margin of 0.125% to 0.75% or (2) the one-, three-, or six-month SOFR rate plus a margin of 1.125% to 1.75%. The margin in each case was based upon Tyler's total net leverage ratio, as determined pursuant to the Credit Agreement.

In addition to paying interest on the outstanding principal of loans under the revolving credit facility, Tyler was required to pay a commitment fee, initially 0.125% per annum, ranging from 0.125% to 0.250% based upon Tyler's total net leverage ratio. Borrowings under the Credit Agreement could be used for general corporate purposes, including working capital requirements, acquisitions and capital expenditures.