KEYCORP /NEW/ — Director's Dealing 2023

Feb 22, 2023

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: KEYCORP /NEW/ (KEY)
CIK: 0000091576
Period of Report: 2023-02-17

Reporting Person: Warder Jamie (Head of Digital Banking)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2023-02-17	Common Shares	M	13351	—	Acquired	38411	Direct
2023-02-17	Common Shares	F	4269	$19.15	Disposed	34142	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2023-02-17	Restricted Stock Units	$	M	5076	Disposed		Common Shares (5076.0)	Direct
2023-02-17	Restricted Stock Units	$	M	2889	Disposed		Common Shares (2889.0)	Direct
2023-02-17	Restricted Stock Units	$	M	2972	Disposed		Common Shares (2972.0)	Direct
2023-02-17	Restricted Stock Units	$	M	2415	Disposed		Common Shares (2415.0)	Direct
2023-02-17	Restricted Stock Units	$	A	18015	Acquired		Common Shares (18015.0)	Direct
2023-02-17	Option to Buy	$21.07	A	27186	Acquired	2033-02-17	Common Shares (27186.0)	Direct

Footnotes

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

F2: Includes approximately 2,965 common shares acquired under the KeyCorp Amended and Restated Discount Stock Purchase Plan between March 2022 and February 2023.

F3: These restricted stock units, granted on February 18, 2019, vested in four equal annual installments ending on February 17, 2023.

F4: Includes approximately 208 dividend-equivalent restricted stock units accrued between March and December 2022.

F5: These restricted stock units, granted on February 17, 2020, vest in four equal annual installments beginning on February 17, 2021.

F6: Includes approximately 237 dividend-equivalent restricted stock units accrued between March and December 2022.

F7: These restricted stock units, granted on February 15, 2021, vest in four equal annual installments beginning on February 17, 2022.

F8: Includes approximately 366 dividend-equivalent restricted stock units accrued between March and December 2022.

F9: These restricted stock units, granted on February 14, 2022, vest in four equal annual installments beginning on February 17, 2023.

F10: Includes approximately 397 dividend-equivalent restricted stock units accrued between March and December 2022.

F11: These restricted stock units, granted on February 17, 2023, vest in four equal annual installments beginning on February 17, 2024.

F12: The option to buy, granted on February 17, 2023, vests in four equal annual installments beginning on February 17, 2024.