KEYCORP /NEW/ — Director's Dealing 2021

May 12, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: KEYCORP /NEW/ (KEY)
CIK: 0000091576
Period of Report: 2021-05-10

Reporting Person: Crosby Gary M (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-05-10	Common Shares	M	6723	—	Acquired	10472	Direct
2021-05-10	Common Shares	D	3361	$20.94	Disposed	7111	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-05-10	Deferred Shares	$	M	6723	Disposed	2021-05-10	Common Shares (6723.0)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Shares	536348	Indirect
Common Shares	641	Indirect

Footnotes

F1: Each Deferred Share was the economic equivalent of one KeyCorp Common Share. On May 10, 2021, 3,361 of the Reporting Person's Deferred Shares were settled for cash, and the remaining 3,362 Deferred Shares were settled for an equal number of KeyCorp Common Shares.

F2: These shares are held in a living trust. The reporting person is trustee of the trust.

F3: Includes approximately 1,342 dividend-equivalent Deferred Shares accrued between June 2020 and March 2021.