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KeyCorp director Rankin acquires 1,557 deferred shares

A director's deferred-share payment is deferred until January 1, 2029, or the participant's death, whichever occurs first.

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Form Type
4

Rhea-AI Filing Summary

KeyCorp director Devina A. Rankin acquired 1,557 deferred shares on September 30, 2026, under the Deferred Share Plan. Her reported deferred-share balance following the transaction was 93,706 shares, including approximately 862 dividend-equivalent deferred shares accrued in September 2026; she also held 13,430 common shares directly. The plan converts deferred directors' fees into shares that are the economic equivalent of common shares.

Insider Rankin Devina A
Role Director
Type Security Shares Price Value
Grant/Award Deferred Shares F1, F2, F3 1,557 $0.00 $0.00
holding Common Shares -- -- --
Holdings After Transaction: Deferred Shares — 93,706 contracts (Direct); Common Shares — 13,430 shares (Direct)
Footnotes (3)
  1. F1. Directors may elect to defer the payment of directors' fees into the Directors' Deferred Share Sub-Plan to the KeyCorp 2026 Equity Compensation Plan (the "Deferred Share Plan"). The deferred fees are converted into deferred shares, which are the economic equivalent of common shares.
  2. F2. Under the terms of the Deferred Share Plan, payment of the deferred shares has been deferred until the earlier of January 1, 2029, or the death of the participant.
  3. F3. Includes approximately 862 dividend-equivalent deferred shares accrued under the Deferred Share Plan in September 2026.
Deferred shares acquired 1,557 shares September 30, 2026
Deferred-share balance 93,706 shares Reported following the September 30, 2026 transaction
Dividend-equivalent deferred shares Approximately 862 shares Accrued in September 2026 and included in the reported deferred-share balance
Direct common shares held 13,430 shares Reported on September 30, 2026
Deferred-share payment Earlier of January 1, 2029, or the participant's death Payment is deferred until this point
Directors' Deferred Share Sub-Plan financial
"into the Directors' Deferred Share Sub-Plan to the KeyCorp 2026 Equity Compensation Plan"
dividend-equivalent deferred shares financial
"approximately 862 dividend-equivalent deferred shares accrued under the Deferred Share Plan"
economic equivalent of common shares financial
"deferred shares, which are the economic equivalent of common shares"

FAQ

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

How many deferred shares did Devina A. Rankin acquire in KEY?

Devina A. Rankin acquired 1,557 deferred shares on September 30, 2026. Her reported deferred-share balance afterward was 93,706 shares, including approximately 862 dividend-equivalent deferred shares accrued during September 2026.

When are Devina A. Rankin's KEY deferred shares payable?

Payment of deferred shares is deferred until the earlier of January 1, 2029, or the participant's death.

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

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Learn about SEC filing dates
SEC Form 4
FORM 4UNITED 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*
Rankin Devina A

(Last)(First)(Middle)
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)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
09/30/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Shares13,430D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Deferred Shares(1)09/30/2026A1,557 (2) (2)Common Shares1,557$093,706(3)D
Explanation of Responses:
1. Directors may elect to defer the payment of directors' fees into the Directors' Deferred Share Sub-Plan to the KeyCorp 2026 Equity Compensation Plan (the "Deferred Share Plan"). The deferred fees are converted into deferred shares, which are the economic equivalent of common shares.
2. Under the terms of the Deferred Share Plan, payment of the deferred shares has been deferred until the earlier of January 1, 2029, or the death of the participant.
3. Includes approximately 862 dividend-equivalent deferred shares accrued under the Deferred Share Plan in September 2026.
Remarks:
Adam J. Larkins POA for Devina A. Rankin10/02/2026
** Signature of Reporting PersonDate
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)

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