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KEYCORP /NEW/ Director's Dealing 2015

May 21, 2015

30283_dirs_2015-05-21_96d0e4b1-757a-4e09-b0ea-8049fa7b83d1.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: KEYCORP /NEW/ (KEY)
CIK: 0000091576
Period of Report: 2015-05-19

Reporting Person: Hartmann William L. (Chief Risk Officer)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2015-05-19 Common Shares M 4468 Acquired 84449 Direct
2015-05-19 Common Shares F 2121 $15.11 Disposed 82328 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2015-05-19 Restricted Stock Units $ M 4468 Disposed Common Shares (4468) Direct

Footnotes

F1: Each restricted stock unit represents the right to receive one KeyCorp common share at vesting.

F2: Includes approximately 83 dividend-equivalent restricted stock units accrued between June 2014 and March 2015.

F3: The restricted stock units, granted on May 19, 2011, fully vest on May 19, 2015.