KEYCORP /NEW/ — Director's Dealing 2015

Jul 24, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: KEYCORP /NEW/ (KEY)
CIK: 0000091576
Period of Report: 2015-07-23

Reporting Person: Dallas H James (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-07-23	Common Shares	M	9548	—	Acquired	41382	Direct
2015-07-23	Common Shares	D	4774	$15.15	Disposed	36608	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2015-07-23	Deferred Shares	$	M	9548	Disposed	2015-07-23	Common Shares (9548)	Direct

Footnotes

F1: Each Deferred Share was the economic equivalent of one KeyCorp Common Share. On July 23, 2015, 4,774 of Mr. Dallas's Deferred Shares were settled for cash, and the remaining 4,774 Deferred Shares were settled for an equal number of KeyCorp Common Shares.

F2: Includes approximately 138 dividend-equivalent Deferred Shares accrued in June 2015.