KEYCORP /NEW/ — Director's Dealing 2019

Feb 21, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: KEYCORP /NEW/ (KEY)
CIK: 0000091576
Period of Report: 2019-02-15

Reporting Person: DeAngelis Robert A (Dir. of Qual. & Prod. Mgmt.)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-02-15	Common Shares	M	31166	$5.55	Acquired	196478	Direct
2019-02-15	Common Shares	S	31166	$17.37	Disposed	165312	Direct
2019-02-17	Common Shares	M	9199	—	Acquired	174511	Direct
2019-02-17	Common Shares	F	4173	$17.51	Disposed	170338	Direct
2019-02-18	Common Shares	A	67345	—	Acquired	237683	Direct
2019-02-18	Common Shares	F	26651	$17.51	Disposed	211032	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2019-02-15	Option to Buy	$5.55	M	31166	Disposed	2019-07-27	Common Shares (31166)	Direct
2019-02-17	Restricted Stock Units	$	M	3122	Disposed		Common Shares (3122)	Direct
2019-02-17	Restricted Stock Units	$	M	4115	Disposed		Common Shares (4115)	Direct
2019-02-17	Restricted Stock Units	$	M	1962	Disposed		Common Shares (1962)	Direct
2019-02-18	Restricted Stock Units	$	A	22844	Acquired		Common Shares (22844)	Direct

Footnotes

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

F2: These shares were received for no consideration upon the satisfaction of certain performance criteria underlying the performance share units granted on February 16, 2015.

F3: This option vested in three equal annual installments ending on July 27, 2012.

F4: The restricted stock units, granted on February 16, 2015, vested in four equal annual installments ending on February 17, 2019.

F5: Includes approximately 94 dividend-equivalent restricted stock units accrued between March and December 2018.

F6: The restricted stock units, granted on February 15, 2016, vest in four equal annual installments beginning on February 17, 2017.

F7: Includes approximately 248 dividend-equivalent restricted stock units accrued between March and December 2018.

F8: The restricted stock units, granted on February 19, 2018, vest in four equal annual installments beginning on February 17, 2019.

F9: Includes approximately 236 dividend-equivalent restricted stock units accrued between March and December 2018.

F10: The restricted stock units, granted on February 18, 2019, vest in four equal annual installments beginning on February 17, 2020.