KEYCORP /NEW/ — Director's Dealing 2014

Apr 2, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: KEYCORP /NEW/ (KEY)
CIK: 0000091576
Period of Report: 2014-04-01

Reporting Person: CAMPBELL EDWARD P (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-04-01	Common Shares	M	83	—	Acquired	14997	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-04-01	Deferred Shares	$	M	83	Disposed	2014-04-01	Common Shares (83)	Direct

Footnotes

F1: Deferred shares were converted into common shares on a one to one basis and distributed pursuant to the Directors' Deferred Compensation Plan.

F2: Includes approximately 418 dividend-equivalent deferred shares accrued in March 2014.