KeyCorp director Snyder converts 1,417 deferred shares

The reported share amounts include dividend-equivalent accruals and shares acquired through September 2026 dividend reinvestments.

Rhea-AI Filing Summary

KEYCORP director Barbara R. Snyder reported on October 1, 2026, the distribution of 1,526 Deferred Shares as 1,526 Common Shares and a separate conversion of 1,417 Deferred Shares into 1,417 Common Shares. The 1,526 Deferred Shares include approximately 80 dividend-equivalent deferred shares accrued in September 2026; the 1,526 Common Shares include approximately 133 shares acquired through September dividend reinvestments. The 1,417 Deferred Shares are each economically equivalent to one Common Share and include approximately 1,417 dividend-equivalent deferred shares accrued under the Amended and Restated Directors’ Deferred Share Sub-Plan to the KeyCorp 2026 Equity Compensation Plan.

Insider Trade Summary

2,943 shares exercised/converted

Exercise 4 txns

Insider Snyder Barbara R

Role Director

Type	Security	Shares	Price	Value
Exercise	Deferred Shares F1, F4, F5	1,526	--	--
Exercise	Deferred Shares F3, F6	1,417	$0.00	$0.00
Exercise	Common Shares F1, F2	1,526	--	--
Exercise	Common Shares F3	1,417	--	--

Holdings After Transaction: Deferred Shares — 156,419 contracts (Direct); Common Shares — 116,184 shares (Direct)

Footnotes (6)

1. F1. Prior to 2014, directors were permitted to defer the payment of directors' fees into the KeyCorp Second Directors' Deferred Compensation Plan ("Deferred Compensation Plan"). The deferred fees were converted to deferred shares, which are the economic equivalent of common shares. These deferred shares are being distributed as common shares pursuant to the terms of the Deferred Compensation Plan.
2. F2. Includes approximately 133 common shares acquired through dividend reinvestments in September 2026.
3. F3. Each deferred share is the economic equivalent of one common share.
4. F4. These deferred shares will distribute in ten quarterly installments beginning on July 1, 2025.
5. F5. Includes approximately 80 dividend-equivalent deferred shares accrued under the Deferred Compensation Plan in September 2026.
6. F6. Includes approximately 1,417 dividend-equivalent deferred shares accrued under the Amended and Restated Directors' Deferred Share Sub-Plan to the KeyCorp 2026 Equity Compensation Plan in September 2026.

Key Figures

Deferred Shares distributed: 1,526 shares Common Shares received: 1,526 shares Dividend-equivalent deferred shares: Approximately 80 shares +4 more

7 metrics

Deferred Shares distributed 1,526 shares October 1, 2026

Common Shares received 1,526 shares Distributed from Deferred Shares on October 1, 2026

Dividend-equivalent deferred shares Approximately 80 shares Accrued in September 2026 under the Deferred Compensation Plan

Common Shares acquired through dividend reinvestments Approximately 133 shares September 2026

Deferred Shares converted 1,417 shares October 1, 2026; each is economically equivalent to one Common Share

Common Shares received 1,417 shares Converted from Deferred Shares on October 1, 2026

Dividend-equivalent deferred shares Approximately 1,417 shares Accrued in September 2026 under the Amended and Restated Directors’ Deferred Share Sub-Plan to the KeyCorp 2026 Equity Compensation Plan

Key Terms

Deferred Compensation Plan, dividend-equivalent deferred shares, Amended and Restated Directors’ Deferred Share Sub-Plan, economic equivalent

4 terms

Deferred Compensation Plan financial

"KeyCorp Second Directors’ Deferred Compensation Plan"

A deferred compensation plan is an arrangement where an employer agrees to pay part of an employee’s pay or bonus at a later date instead of immediately, often to reduce current tax bills or to tie rewards to long-term performance. For investors it matters because these promises create future cash obligations and influence executive incentives and retention; they can affect a company’s reported liabilities, cash flow planning and the risk profile if the business faces financial trouble.

dividend-equivalent deferred shares financial

"dividend-equivalent deferred shares accrued under the Deferred Compensation Plan"

Amended and Restated Directors’ Deferred Share Sub-Plan financial

"Amended and Restated Directors’ Deferred Share Sub-Plan to the KeyCorp 2026 Equity Compensation Plan"

economic equivalent financial

"Each deferred share is the economic equivalent of one common share"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What share conversions did KEY director Barbara R. Snyder report?

On October 1, 2026, Barbara R. Snyder reported 1,526 Deferred Shares distributed as 1,526 Common Shares and a separate conversion of 1,417 Deferred Shares into 1,417 Common Shares.

How were Snyder’s deferred shares distributed under KEY’s plan?

The 1,526 Deferred Shares will distribute in ten quarterly installments beginning July 1, 2025. Before 2014, directors were permitted to defer directors’ fees into the KeyCorp Second Directors’ Deferred Compensation Plan, where the deferred fees were converted to deferred shares.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 10/02/2026 - 04:23 PM Accepted by SEC EDGAR 10/02/2026 - 04:22 PM Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Snyder Barbara R

(Last) (First) (Middle)

C/O KEYCORP

127 PUBLIC SQUARE

(Street)

CLEVELAND OHIO 44114

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
KEYCORP /NEW/ [ KEY ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
10/01/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Shares	10/01/2026		M		1,526	A	(1)	114,767(2)	D
Common Shares	10/01/2026		M		1,417	A	(3)	116,184	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Deferred Shares	(1)	10/01/2026		M			1,526	(4)	(4)	Common Shares	1,526	(1)	6,376(5)	D
Deferred Shares	(3)	10/01/2026		M			1,417	10/01/2026	10/01/2026	Common Shares	1,417	$0	150,043(6)	D

Explanation of Responses:

1. Prior to 2014, directors were permitted to defer the payment of directors' fees into the KeyCorp Second Directors' Deferred Compensation Plan ("Deferred Compensation Plan"). The deferred fees were converted to deferred shares, which are the economic equivalent of common shares. These deferred shares are being distributed as common shares pursuant to the terms of the Deferred Compensation Plan.

2. Includes approximately 133 common shares acquired through dividend reinvestments in September 2026.

3. Each deferred share is the economic equivalent of one common share.

4. These deferred shares will distribute in ten quarterly installments beginning on July 1, 2025.

5. Includes approximately 80 dividend-equivalent deferred shares accrued under the Deferred Compensation Plan in September 2026.

6. Includes approximately 1,417 dividend-equivalent deferred shares accrued under the Amended and Restated Directors' Deferred Share Sub-Plan to the KeyCorp 2026 Equity Compensation Plan in September 2026.

Remarks:

	Adam J. Larkins POA for Barbara R. Snyder	10/02/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)