SEC Form 4 · accession 0001294671-18-000013

· KEY

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

Reporting owner

Amy G. Brady

Officer — Chief Information Officer

Period of report

Feb 17, 2018

Accepted (ET)

Feb 21, 2018 · 5:30 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
Common Shares^F1,F2	Feb 17, 2018	M	19,327	—	A	92,198	D
Common Shares	Feb 17, 2018	F	6,207	$21.02	D	85,991	D
Common Shares^F3	Feb 19, 2018	A	24,373	—	A	110,364	D
Common Shares	Feb 19, 2018	F	9,926	$21.02	D	100,438	D
Common Shares^F1	Feb 20, 2018	M	17,941	—	A	118,379	D
Common Shares	Feb 20, 2018	F	5,760	$20.95	D	112,619	D

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Restricted Stock Units^F1,F4,F5	—	Feb 17, 2018	M	4,631	D	—	—	Common Shares	4,631	0	D
Restricted Stock Units^F7,F1,F6	—	Feb 17, 2018	M	4,543	D	—	—	Common Shares	4,543	4,543	D
Restricted Stock Units^F9,F1,F8	—	Feb 17, 2018	M	6,486	D	—	—	Common Shares	6,486	12,972	D
Restricted Stock Units^F11,F1,F10	—	Feb 17, 2018	M	3,668	D	—	—	Common Shares	3,668	10,999	D
Restricted Stock Units^F1,F10,F12	—	Feb 19, 2018	A	19,029	A	—	—	Common Shares	19,029	19,029	D
Option to Buy^F13	$21.02	Feb 19, 2018	A	19,531	A	—	Feb 19, 2028	Common Shares	19,531	19,531	D
Restricted Stock Units^F15,F1,F14	—	Feb 20, 2018	M	17,941	D	—	—	Common Shares	17,941	35,882	D

Explanation of responses

F1Each restricted stock unit represents the right to receive one KeyCorp common share at vesting.
F10These restricted stock units, granted on February 20, 2017, vest in four equal annual installments beginning on February 17, 2018.
F11Includes approximately 295 dividend-equivalent restricted stock units accrued between March and December 2017.
F12These restricted stock units, granted on February 19, 2018, vest in four equal annual installments beginning on February 17, 2019.
F13The options to buy, granted on February 19, 2018, vest in four equal annual installments beginning on February 17, 2019.
F14These restricted stock units, granted on February 20, 2017, vest in three equal annual installments beginning on February 20, 2018.
F15Includes approximately 1,081 dividend-equivalent restricted stock units accrued between March and December 2017.
F2Includes approximately 260 common shares acquired under the KeyCorp Amended and Restated Discount Stock Purchase Plan between August 2017 and February 2018.
F3These shares were received for no consideration upon the satisfaction of certain performance criteria underlying the performance share units granted on February 16, 2015.
F4The restricted stock units, granted on February 17, 2014, vested in four equal annual installments ending on February 17, 2018.
F5Includes approximately 93 dividend-equivalent restricted stock units accrued between March and December 2017.
F6The restricted stock units, granted on February 16, 2015, vest in four equal annual installments beginning on February 17, 2016.
F7Includes approximately 183 dividend-equivalent restricted stock units accrued between March and December 2017.
F8The restricted stock units, granted on February 15, 2016, vest in four equal annual installments beginning on February 17, 2017.
F9Includes approximately 391 dividend-equivalent restricted stock units accrued between March and December 2017.