SEC Form 4 · accession 0001294671-17-000029

· KEY

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Officer — Co-Pres., Key Community Bank

Period of report

Feb 21, 2017

Accepted (ET)

Feb 23, 2017 · 4:40 pm EST

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0000091576

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Shares	Feb 21, 2017	M	56,038	$11.16	A	231,468	D
Common Shares	Feb 21, 2017	F	43,922	$19.09	D	187,546	D
Common Shares	Feb 21, 2017	M	48,000	$6.12	A	235,546	D
Common Shares^F1,F2	Feb 21, 2017	S	48,000	$19.03	D	187,546	D
Common Shares	Feb 21, 2017	M	26,449	$8.42	A	213,995	D
Common Shares	Feb 21, 2017	F	18,763	$19.07	D	195,232	D
Common Shares	Feb 21, 2017	M	23,357	$8.59	A	218,589	D
Common Shares	Feb 21, 2017	F	16,686	$19.04	D	201,903	D
Common Shares	Feb 21, 2017	M	45,130	$7.98	A	247,033	D
Common Shares	Feb 21, 2017	F	31,491	$19.03	D	215,542	D
Common Shares	Feb 21, 2017	M	13,732	$9.33	A	229,274	D
Common Shares	Feb 21, 2017	F	10,091	$19.02	D	219,183	D
Common Shares	Feb 21, 2017	M	10,694	$12.92	A	229,877	D
Common Shares	Feb 21, 2017	F	8,895	$19.09	D	220,982	D
Common Shares	Feb 21, 2017	M	12,267	$10.49	A	233,249	D
Common Shares	Feb 21, 2017	F	9,389	$19.10	D	223,860	D
Common Shares^F2,F3	Feb 21, 2017	S	113,430	$19.04	D	110,430	D
Common Shares^F4	holding	—	—		—	6,612	I	401(k) Plan

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Option to Buy^F5	$11.16	Feb 21, 2017	M	56,038	D	—	Jul 25, 2018	Common Shares	56,038	8,962	D
Option to Buy^F6	$6.12	Feb 21, 2017	M	48,000	D	Mar 31, 2011	Jun 12, 2019	Common Shares	48,000	0	D
Option to Buy^F7	$8.42	Feb 21, 2017	M	26,449	D	—	Jul 27, 2020	Common Shares	26,449	23,752	D
Option to Buy^F8	$8.59	Feb 21, 2017	M	23,357	D	—	May 19, 2021	Common Shares	23,357	23,282	D
Option to Buy^F9	$7.98	Feb 21, 2017	M	45,130	D	—	Mar 2, 2022	Common Shares	45,130	12,531	D
Option to Buy^F10	$9.33	Feb 21, 2017	M	13,732	D	—	Mar 1, 2023	Common Shares	13,732	4,577	D
Option to Buy^F11	$12.92	Feb 21, 2017	M	10,694	D	—	Feb 17, 2024	Common Shares	10,694	3,564	D
Option to Buy^F12	$10.49	Feb 21, 2017	M	12,267	D	—	Feb 15, 2026	Common Shares	12,267	36,798	D

F1The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $19.02 to $19.07.
F10This option vests in four equal annual installments ending on March 1, 2017.
F11This option vests in four equal annual installments ending on February 17, 2018.
F12This option vests in four equal annual installments ending on February 17, 2020.
F2The reporting person may provide to KeyCorp, any security holder of KeyCorp, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price.
F3The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $19.00 to $19.09.
F4Reported as of February 9, 2017.
F5This option vested in three equal annual installments ending on July 25, 2011.
F6This option, which was issued on June 12, 2009 in connection with KeyCorp's participation in the U.S. Treasury's Troubled Assets Relief Program ("TARP"), was fully vested on the date of grant, but not exercisable until KeyCorp's repayment of its TARP obligations (which occurred on the date shown).
F7This option vested in three equal annual installments ending on July 27, 2013.
F8This option vested in four equal annual installments ending on May 19, 2015.
F9This option vested in four equal annual installments ending on March 2, 2016.