KeyCorp's Andrew J. Paine III gifts 4,265 shares

The report separately lists direct, GRAT, partnership and 401(k) Plan holdings alongside the spouse-held shares.

Available on EDGAR 11/02/2026 - 04:43 PM EST Accepted by SEC EDGAR 11/02/2026 - 04:43 PM EST Learn about SEC filing dates

Rhea-AI Filing Summary

KEYCORP (KEY) reported that Andrew J. Paine III, Head of Institutional Bank, had a gift disposition on October 30, 2026, of 4,265 common shares held indirectly through a spouse; the reported post-transaction position in those shares was 0. Other reported holdings dated October 30, 2026, included 184,016 shares directly, 102,946 through a GRAT, and 445 through Paine Investments LP. The 401(k) Plan held 27,210 shares, reported as of October 28, 2026. No Rule 10b5-1 plan is reported.

Insider Trade Summary

4,265 shares gifted

Gift 1 txn

Insider Paine Andrew J III

Role Head of Institutional Bank

Type	Security	Shares	Price	Value
Gift	Common Shares	4,265	$0.00	$0.00
Holding	Common Shares	--	--	--
Holding	Common Shares	--	--	--
Holding	Common Shares	--	--	--
Holding	Common Shares F1	--	--	--

Holdings After Transaction: Common Shares — 0 shares (Indirect, By spouse); Common Shares — 184,016 shares (Direct); Common Shares — 102,946 shares (Indirect, By GRAT); Common Shares — 445 shares (Indirect, By Paine Investments LP); Common Shares — 27,210 shares (Indirect, 401(k) Plan)

Holdings Before and After: Common Shares, 4,265 to 0 shares (Indirect, By spouse)

Footnotes (1)

1. F1. Reported as of October 28, 2026.

Key Figures

Gift disposition: 4,265 shares Reported price: $0.00 per share Post-transaction spouse-held position: 0 shares +4 more

7 metrics

Gift disposition 4,265 shares October 30, 2026

Reported price $0.00 per share Gift disposition on October 30, 2026

Post-transaction spouse-held position 0 shares October 30, 2026

Direct holdings 184,016 shares Reported October 30, 2026

Holdings through GRAT 102,946 shares Reported October 30, 2026

Holdings through Paine Investments LP 445 shares Reported October 30, 2026

401(k) Plan holdings 27,210 shares Reported as of October 28, 2026

Key Terms

Bona fide gift, GRAT, 401(k) Plan

3 terms

Bona fide gift financial

"transaction described as a bona fide gift"

A bona fide gift is a genuine, voluntary transfer of money, property, or benefits from one party to another made without expectation of repayment, services, or hidden conditions. Investors care because such gifts can affect company disclosures, related‑party transaction rules, tax treatment, and perceived conflicts of interest; think of it like someone giving you a present with no strings attached — but on a corporate scale, auditors and regulators need to verify it really is unconditional.

GRAT financial

"By GRAT"

401(k) Plan financial

"401(k) Plan"

A 401(k) plan is a workplace retirement account that lets employees set aside part of their pay into a tax-advantaged savings pot, often with employers adding matching contributions — like a workplace piggy bank for future income. It matters to investors because the amount people save and how employers fund these plans influence consumer spending, corporate payroll costs and the flow of money into financial markets, which can affect stock prices and company valuations.

FAQ

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

How many KEY shares did Andrew J. Paine III report gifting?

The report records a gift disposition of 4,265 KEY common shares held indirectly through a spouse on October 30, 2026; the reported price was $0.00 per share, and the reported post-transaction position in those shares was 0.

What other KEY shares did Andrew J. Paine III report holding?

Reported holdings dated October 30, 2026, included 184,016 shares directly, 102,946 through a GRAT, and 445 through Paine Investments LP. The 401(k) Plan holding was 27,210 shares, reported as of October 28, 2026.

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

Form 4 Insider Transactions: What Each Field Means →

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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^*

Paine Andrew J III

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Head of Institutional Bank

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
10/30/2026

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	10/30/2026		G		4,265	D	$0	0	I	By spouse
Common Shares								184,016	D
Common Shares								102,946	I	By GRAT
Common Shares								445	I	By Paine Investments LP
Common Shares								27,210(1)	I	401(k) Plan

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

Explanation of Responses:

1. Reported as of October 28, 2026.

Remarks:

	Adam J. Larkins POA for Andrew J. Paine III	11/02/2026
	** 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)