KEYCORP /NEW/ — Director's Dealing 2021

Feb 26, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: KEYCORP /NEW/ (KEY)
CIK: 0000091576
Period of Report: 2021-02-24

Reporting Person: Evans Trina M (Director, Corporate Center)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-02-24	Common Shares	M	4730	—	Acquired	95045	Direct
2021-02-24	Common Shares	F	1436	$21.54	Disposed	93609	Direct
2021-02-24	Common Shares	M	8450	$9.33	Acquired	102059	Direct
2021-02-24	Common Shares	M	16355	$10.49	Acquired	118414	Direct
2021-02-24	Common Shares	S	34305	$21.41	Disposed	84109	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-02-24	Restricted Stock Units	$	M	4730	Disposed		Common Shares (4730)	Direct
2021-02-24	Option to Buy	$9.33	M	8450	Disposed	2023-03-01	Common Shares (8450)	Direct
2021-02-24	Option to Buy	$10.49	M	16355	Disposed	2026-02-15	Common Shares (16355)	Direct

Footnotes

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

F2: The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $21.40 to $21.43.

F3: The reporting person may provide to KeyCorp, any security holder of KeyCorp, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price.

F4: The restricted stock units, granted on February 24, 2020, vest in four equal annual installments beginning on February 24, 2021.

F5: Includes approximately 1,004 dividend-equivalent restricted stock units accrued between March and December 2020.

F6: This option vested in four equal annual installments ending on March 1, 2017.

F7: This option vested in four equal annual installments ending on February 15, 2020.