KEYCORP /NEW/ — Director's Dealing 2025

Apr 2, 2025

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: KEYCORP /NEW/ (KEY)
CIK: 0000091576
Period of Report: 2025-03-31

Reporting Person: Tobin Richard J (Director)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2025-03-31	Deferred Shares	$	A	1876	Acquired		Common Shares (1876)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Shares	0	Direct

Footnotes

F1: Directors may elect to defer the payment of directors' fees into the Directors' Deferred Share Sub-Plan to the KeyCorp Amended and Restated 2019 Equity Compensation Plan (the "Deferred Share Plan"). The deferred fees are converted into deferred shares, which are the economic equivalent of common shares.

F2: Under the terms of the Deferred Share Plan, payment of the deferred shares has been deferred until the earlier of January 1, 2027, or the death of the participant.

F3: On October 2, 2024, the Reporting Person filed a Form 4 which inadvertently omitted the acquisition of 224 additional Deferred Shares. These additional Deferred Shares, acquired on September 30, 2024, are included in the total reported in this Form 4.

F4: Includes approximately 765 dividend-equivalent deferred shares accrued under the Deferred Share Plan between December 2024 and March 2025.