KEYCORP /NEW/ — Director's Dealing 2020

Feb 19, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: KEYCORP /NEW/ (KEY)
CIK: 0000091576
Period of Report: 2020-02-17

Reporting Person: Fishel Brian L (Chief Human Resources Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-02-17	Common Shares	M	10357	—	Acquired	36592	Direct
2020-02-17	Common Shares	F	3351	$19.73	Disposed	33241	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2020-02-17	Restricted Stock Units	$	M	3609	Disposed		Common Shares (3609)	Direct
2020-02-17	Restricted Stock Units	$	M	2164	Disposed		Common Shares (2164)	Direct
2020-02-17	Restricted Stock Units	$	M	1912	Disposed		Common Shares (1912)	Direct
2020-02-17	Restricted Stock Units	$	M	2672	Disposed		Common Shares (2672)	Direct

Footnotes

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

F2: The restricted stock units, granted on February 15, 2016, vested in four equal annual installments ending on February 17, 2020.

F3: Includes approximately 138 dividend-equivalent restricted stock units accrued between March and December 2019.

F4: The restricted stock units, granted on February 20, 2017, vest in four equal annual installments beginning on February 17, 2018.

F5: Includes approximately 165 dividend-equivalent restricted stock units accrued between March and December 2019.

F6: The restricted stock units, granted on February 19, 2018, vest in four equal annual installments beginning on February 17, 2019.

F7: Includes approximately 219 dividend-equivalent restricted stock units accrued between March and December 2019.

F8: These restricted stock units, granted on February 18, 2019, vest in four equal annual installments beginning on February 17, 2020.

F9: Includes approximately 407 dividend-equivalent restricted stock units accrued between March and December 2019.