Barbara Snyder (NYSE: KEY) converts 2,917 deferred units to stock

Rhea-AI Filing Summary

KeyCorp director Barbara R. Snyder exercised deferred share units into common stock on April 1, 2026, acquiring 2,917 common shares at a $0 conversion price under company deferred compensation plans. After these conversions, she directly holds 82,229 common shares, with additional deferred share balances remaining.

Insider Trade Summary

2,917 shares exercised/converted

Mixed 4 txns

Insider Snyder Barbara R

Role Director

Type	Security	Shares	Price	Value
Exercise	Deferred Shares	1,526	$0.00	--
Exercise	Deferred Shares	1,391	$0.00	--
Exercise	Common Shares	1,526	$0.00	--
Exercise	Common Shares	1,391	$0.00	--

Holdings After Transaction: Deferred Shares — 9,266 shares (Direct); Common Shares — 80,703 shares (Direct)

Footnotes (1)

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. Includes approximately 148 common shares acquired through dividend reinvestments in March 2026. Each deferred share is the economic equivalent of one common share. These deferred shares will distribute in ten quarterly installments beginning on July 1, 2025. Includes approximately 109 dividend-equivalent deferred shares accrued under the Deferred Compensation Plan in March 2026. Includes approximately 1,940 dividend-equivalent deferred shares accrued under the Amended and Restated Directors' Deferred Share Sub-Plan to the KeyCorp Amended and Restated 2019 Equity Compensation Plan in March 2026.

Key Figures

Deferred shares exercised: 2,917 shares First deferred exercise: 1,526 shares Second deferred exercise: 1,391 shares +5 more

8 metrics

Deferred shares exercised 2,917 shares Total deferred shares converted to common on April 1, 2026

First deferred exercise 1,526 shares Deferred shares converted to common on April 1, 2026

Second deferred exercise 1,391 shares Deferred shares converted to common on April 1, 2026

Direct common holdings after transactions 82,229 shares Directly owned KeyCorp common shares following April 1, 2026 transactions

Deferred share balance (plan line with larger balance) 179,434 deferred shares Deferred shares shown as total following one April 1, 2026 transaction

Deferred share balance (other plan line) 9,266 deferred shares Deferred shares shown as total following another April 1, 2026 transaction

Dividend reinvestment common shares approximately 148 shares Common shares acquired via dividend reinvestments in March 2026

Dividend-equivalent deferred shares (equity plan) approximately 1,940 deferred shares Dividend-equivalent deferred shares accrued in March 2026 under directors’ deferred share sub-plan

Key Terms

Deferred Shares, Deferred Compensation Plan, dividend reinvestments, dividend-equivalent deferred shares

4 terms

Deferred Shares financial

"The deferred fees were converted to deferred shares, which are the economic equivalent of common shares."

Deferred shares are a class of stock whose economic benefits or certain shareholder rights are delayed or paid later than ordinary shares—for example, dividends may be paid only after other shareholders receive theirs, or voting or redemption rights may be postponed. For investors, that timing difference matters because deferred shares typically offer lower near-term income and different risk, affecting expected returns, priority in payouts, and the share’s market value; think of them like a delayed paycheck compared with a regular salary.

Deferred Compensation Plan financial

"directors' fees into the KeyCorp Second Directors' Deferred Compensation Plan ("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 reinvestments financial

"Includes approximately 148 common shares acquired through dividend reinvestments in March 2026."

dividend-equivalent deferred shares financial

"Includes approximately 1,940 dividend-equivalent deferred shares accrued under the Amended and Restated Directors' Deferred Share Sub-Plan"

Form 4 Insider Transactions: What Each Field Means →

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)
04/01/2026

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	04/01/2026		M		1,526	A	(1)	80,703(2)	D
Common Shares	04/01/2026		M		1,391	A	(3)	82,229	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)	04/01/2026		M			1,526	(4)	(4)	Common Shares	1,526	(1)	9,266(5)	D
Deferred Shares	(3)	04/01/2026		M			1,391	04/01/2026	04/01/2026	Common Shares	1,391	(3)	179,434(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 148 common shares acquired through dividend reinvestments in March 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 109 dividend-equivalent deferred shares accrued under the Deferred Compensation Plan in March 2026.

6. Includes approximately 1,940 dividend-equivalent deferred shares accrued under the Amended and Restated Directors' Deferred Share Sub-Plan to the KeyCorp Amended and Restated 2019 Equity Compensation Plan in March 2026.

Remarks:

	Adam J. Larkins POA for Barbara R. Snyder	04/02/2026
	** 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)

FAQ

What did KeyCorp (KEY) director Barbara Snyder report in this Form 4?

Barbara Snyder reported exercising deferred share units into KeyCorp common stock. She converted 2,917 deferred shares at a $0 conversion price under company deferred compensation plans, reflecting routine distribution of previously deferred director fees.

How many KeyCorp (KEY) shares did Barbara Snyder acquire through this transaction?

Barbara Snyder acquired 2,917 KeyCorp common shares via exercises of deferred share units. These came from two conversions of 1,526 and 1,391 deferred shares, each economically equivalent to one common share under the company’s deferred compensation arrangements.

What are "Deferred Shares" in Barbara Snyder’s KeyCorp (KEY) Form 4?

Deferred shares represent director fees previously deferred into the KeyCorp Second Directors’ Deferred Compensation Plan. The fees were converted into deferred shares, each economically equivalent to one common share, and are later distributed as common stock according to the plan’s terms.

How many KeyCorp (KEY) common shares does Barbara Snyder hold after this filing?

Following the reported transactions, Barbara Snyder directly holds 82,229 KeyCorp common shares. This figure includes prior holdings, the 2,917 newly received shares, and approximately 148 shares recently acquired through dividend reinvestments noted in the filing footnotes.

Were Barbara Snyder’s KeyCorp (KEY) transactions open-market purchases or sales?

The filing shows no open-market purchases or sales by Barbara Snyder. Instead, it reports exercises of deferred share units at a $0 conversion price, distributing previously deferred director compensation as common shares in line with KeyCorp’s deferred compensation plans.

What additional deferred share activity is disclosed for KeyCorp (KEY) director Barbara Snyder?

The filing notes dividend-related accruals on Snyder’s deferred balances. These include about 109 dividend-equivalent deferred shares and roughly 1,940 dividend-equivalent deferred shares credited in March 2026 under KeyCorp’s director deferred compensation and equity compensation sub-plans.