KEYCORP /NEW/ — Director's Dealing 2026

Feb 18, 2026

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: KEYCORP /NEW/ (KEY)
CIK: 0000091576
Period of Report: 2026-02-16

Reporting Person: Paine Andrew J III (Head of Institutional Bank)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2026-02-17	Common Shares	M	44557	—	Acquired	211140	Direct
2026-02-17	Common Shares	F	13413	$21.69	Disposed	197727	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2026-02-16	Restricted Stock Units	$	A	34562	Acquired		Common Shares (34562)	Direct
2026-02-16	Option to Buy	$23.87	A	37821	Acquired	2036-02-16	Common Shares (37821)	Direct
2026-02-17	Restricted Stock Units	$	M	8935	Disposed		Common Shares (8935)	Direct
2026-02-17	Restricted Stock Units	$	M	11129	Disposed		Common Shares (11129)	Direct
2026-02-17	Restricted Stock Units	$	M	12960	Disposed		Common Shares (12960)	Direct
2026-02-17	Restricted Stock Units	$	M	11532	Disposed		Common Shares (11532)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Shares	445	Indirect
Common Shares	4265	Indirect
Common Shares	108746	Indirect
Common Shares	26389	Indirect

Footnotes

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

F2: These shares are held in a grantor retained annuity trust for the benefit of the reporting person and the reporting person's children. The reporting person is the trustee of the trust.

F3: Reported as of February 9, 2026.

F4: These restricted stock units, granted on February 16, 2026, vest in four equal annual installments beginning on February 17, 2027.

F5: The option to buy, granted on February 16, 2026, vests in four equal annual installments beginning on February 17, 2027.

F6: These restricted stock units, granted on February 14, 2022, vested in four equal annual installments ending on February 17, 2026.

F7: Includes approximately 408 dividend-equivalent restricted stock units accrued between March and December 2025.

F8: These restricted stock units, granted on February 17, 2023, vest in four equal annual installments beginning on February 17, 2024.

F9: Includes approximately 1,018 dividend-equivalent restricted stock units accrued between March and December 2025.

F10: These restricted stock units, granted on February 16, 2024, vest in four equal annual installments beginning on February 17, 2025.

F11: Includes approximately 1,778 dividend-equivalent restricted stock units accrued between March and December 2025.

F12: These restricted stock units, granted on February 17, 2025, vest in four equal annual installments beginning on February 17, 2026.

F13: Includes approximately 2,109 dividend-equivalent restricted stock units accrued between March and December 2025.