Tyler Technologies (TYL) risk factors, FY2025 10-K

Tyler Technologies's FY2025 10-K, filed Feb 18, 2026, lists 31 risk factors. Against the prior year's 34: 1 new, 4 dropped, 6 substantially reworded.

Risk factors listed
311 groups
New this year
1vs 34 last year
Dropped
4since the prior 10-K
Substantially reworded
6of those kept
Section length
8k wordsItem 1A

What the changes say

  • Tyler Technologies streamlined its risk disclosures by removing convertible note and AWS hosting risks while updating AI and macroeconomic factors.

What changed since the prior 10-K

New

  • New

    We face significant competition from other vendors and potential new entrants into our markets

    Competition from larger software vendors, consulting firms, and governmental internal IT departments could reduce demand for our public sector products.

Dropped

  • Dropped

    We rely on third-party providers—including Amazon Web Services—for hosting services and other technology-related services needed to deliver certain of our cloud solutions. Any disruption in the services provided by such third-party providers could adversely affect our business and subject us to liability

  • Dropped

    We believe we are a leading provider of integrated software solutions for the public sector

  • DroppedRisks Related to Our Indebtedness

    The conditional conversion feature of the Convertible Senior Notes, if triggered, may adversely affect our financial condition and results of operations

  • DroppedRisks Related to Our Indebtedness

    Transactions relating to our Convertible Senior Notes may affect the value of our common stock

    Third-party hosting providers like AWS.

Reworded

  • 73% rewritten

    Global health crises, such as a pandemic, may adversely affect our business and results of operations

    Added that recurring revenue streams mean public health shutdowns may delay the full financial impact on operations.

  • 57% rewritten

    We depend on third parties with whom we engage or collaborate for certain projects, deliverables, and/or financial transaction processes. If these parties fail to satisfy their obligations to us or we are unable to maintain these relationships, our operating results and business prospects could be adversely affected

    Expanded third-party relationship scope to include internal systems and contractual arrangements for client deliverables.

  • 40% rewritten

    We must timely adapt to and implement technological changes to be remain competitive

    Added that capabilities or technologies developed by others could render our products outdated or noncompetitive.

    Was: We must timely respond to technological changes to be competitive

  • 37% rewritten

    We may be unable to protect our proprietary rights

    Updated references regarding legal standards and regulations applied by courts and the U.S. Patent Office.

  • 31% rewrittenRisks Related to Our Indebtedness

    Our stock price may be volatile

    Added stock price volatility risks regarding artificial intelligence tools automating functions and Federal Reserve monetary policy.

  • 24% rewritten

    Selling products and services into the public sector poses unique challenges

    Clarified that payment milestone disputes with public sector clients have occurred in the past.

All 31 risk factors

Headings as the filing states them, in filing order.

Other

  1. 01Cyber-attacks, the use of artificial intelligence and security vulnerabilities can disrupt our business and harm our competitive position
  2. 02Disclosure of personally identifiable information and/or other sensitive client data could result in liability and harm our reputation
  3. 03We depend on third parties with whom we engage or collaborate for certain projects, deliverables, and/or financial transaction processes. If these parties fail to satisfy their obligations to us or we are unable to maintain these relationships, our operating results and business prospects could be adversely affected57% rewritten
  4. 04Material portions of our business require the Internet infrastructure to be reliable
  5. 05Certain of our solutions utilize open source software, and any failure to comply with the terms of one or more of these open source licenses could adversely affect our business
  6. 06We run the risk of errors or defects with new products or enhancements to existing products
  7. 07We must timely adapt to and implement technological changes to be remain competitive40% rewritten
  8. 08We may be unable to protect our proprietary rights37% rewritten
  9. 09Clients may elect to terminate our recurring contracts and manage operations internally
  10. 10Selling products and services into the public sector poses unique challenges24% rewritten
  11. 11Global health crises, such as a pandemic, may adversely affect our business and results of operations73% rewritten
  12. 12A prolonged economic slowdown could harm our operations
  13. 13The open bidding process creates uncertainty in predicting future contract awards
  14. 14We face significant competition from other vendors and potential new entrants into our marketsNew
  15. 15Fixed-price contracts may affect our profits
  16. 16Changes in the insurance markets may affect our business

Risks Related to Our Indebtedness

  1. 17Covenant restrictions under our indebtedness may limit our ability to operate our business and may adversely affect our financial condition, results of operations, and earnings per share
  2. 18Variable rate indebtedness subjects the Company to interest rate risk, which could cause our debt service obligations to increase significantly
  3. 19Fluctuation in inflation and interest rate could adversely affect our financial condition and results of operations
  4. 20Fluctuations in quarterly revenues could adversely impact our operating results and stock price
  5. 21Increases in our investment in research and development could decrease overall margins
  6. 22Our stock price may be volatile31% rewritten
  7. 23Our financial outlook may not be realized
  8. 24We may experience difficulties in executing our acquisition strategy
  9. 25Our failure to properly manage growth could adversely affect our business
  10. 26Increases in labor costs, including wages, and an overall tightening of the U.S labor market, generally, or as the result of changing U.S. policy could adversely affect our business, results of operations or financial condition
  11. 27We may be unable to hire, integrate, and retain qualified personnel
  12. 28Compliance with changing regulation of corporate governance may result in additional expenses
  13. 29Evolving legal and regulatory landscape over artificial intelligence technologies creates uncertainties
  14. 30We do not foresee paying dividends on our common stock
  15. 31Provisions in our certificate of incorporation, bylaws, and Delaware law could deter takeover attempts

Other Tyler Technologies 10-Ks

  • FY2024 10-K risk factors
    34 risks

    Tyler Technologies faces primary risks from public sector sales concentration, cloud hosting dependencies, and software security vulnerabilities. The business is heavily exposed to government budget constraints, open bidding uncertainty, and IT infrastructure disruptions. Intellectual property protection and skilled labor retention are also critical operational concerns.

    Filed Feb 19, 2025

About this page

The headings are the filing's own. The one-line readings and the overview are automated and can be wrong: read Item 1A of the 10-K for the exact wording.