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KEYCORP /NEW/ Director's Dealing 2017

Feb 3, 2017

30283_dirs_2017-02-03_9098b76d-9127-4dc7-8c50-b8ca96964f58.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: 2017-02-01

Reporting Person: Crosby Gary M (Director)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2017-02-01 Common Shares M 21149 $12.83 Acquired 769911 Direct
2017-02-01 Common Shares F 17575 $18.15 Disposed 752336 Direct
2017-02-01 Common Shares M 31157 $16.41 Acquired 783493 Direct
2017-02-01 Common Shares F 29328 $18.12 Disposed 754165 Direct
2017-02-01 Common Shares M 40421 $15.68 Acquired 794586 Direct
2017-02-01 Common Shares F 36949 $18.14 Disposed 757637 Direct
2017-02-01 Common Shares M 72784 $11.19 Acquired 830421 Direct
2017-02-01 Common Shares F 55192 $18.15 Disposed 775229 Direct
2017-02-01 Common Shares M 101382 $10.07 Acquired 876611 Direct
2017-02-01 Common Shares F 77702 $18.14 Disposed 798909 Direct
2017-02-01 Common Shares M 214844 $10.54 Acquired 1013753 Direct
2017-02-01 Common Shares F 171203 $18.16 Disposed 842550 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2017-02-01 Option to Buy $12.83 M 21149 Disposed 2019-07-13 Common Shares (21149) Direct
2017-02-01 Option to Buy $16.41 M 31157 Disposed 2020-01-25 Common Shares (31157) Direct
2017-02-01 Option to Buy $15.68 M 40421 Disposed 2021-01-24 Common Shares (40421) Direct
2017-02-01 Option to Buy $11.19 M 72784 Disposed 2021-08-05 Common Shares (72784) Direct
2017-02-01 Option to Buy $10.07 M 101382 Disposed 2017-08-05 Common Shares (101382) Direct
2017-02-01 Option to Buy $10.54 M 214844 Disposed 2017-08-05 Common Shares (214844) Direct

Holdings (Non-Derivative)

Security Shares Ownership
Common Shares 641 Indirect

Footnotes

F1: This option vested in three equal annual installments ending on July 13, 2012.

F2: This option was assumed by KeyCorp in the merger with First Niagara Financial Group, Inc. ("FNFG") and converted into a stock option exercisable for a number of whole shares (rounded down to the nearest whole share) equal to (i) the number of shares of FNFG common stock subject to such option multipled by (ii) 0.88.

F3: This option vested in three equal annual installments ending on January 25, 2013.

F4: This option vested in three equal annual installments ending on January 24, 2014.

F5: This option vested in three equal annual installments ending on March 30, 2015.

F6: The expiration date of this option was accelerated in connection with the merger of KeyCorp and FNFG pursuant to the terms of the plan under which the option was granted.

F7: This option vested in three equal annual installments ending on March 28, 2016.

F8: This option fully vested on August 5, 2016 in connection with the merger of KeyCorp and FNFG.