James L. Waters - 16 Feb 2026 Form 4 Insider Report for KEYCORP /NEW/ (KEY)

Role
General Counsel and Secretary
Signature
Adam J. Larkins POA for James L. Waters
Issuer symbol
KEY
Transactions as of
16 Feb 2026
Net transactions value
-$160,289
Form type
4
Filing time
18 Feb 2026, 16:32:35 UTC
Previous filing
19 Feb 2025
SEC
View on sec.gov

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
Waters James L General Counsel and Secretary 127 PUBLIC SQUARE, CLEVELAND Adam J. Larkins POA for James L. Waters 18 Feb 2026 0001733701

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction KEY Common Shares Options Exercise +24,205 +35% 92,606 17 Feb 2026 Direct F1
transaction KEY Common Shares Tax liability $160,289 -7,390 -8% $21.69 85,216 17 Feb 2026 Direct

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction KEY Restricted Stock Units Award $0 +17,972 $0.000000 17,972 16 Feb 2026 Common Shares 17,972 Direct F1, F2
transaction KEY Option to Buy Award $0 +19,667 $0.000000 19,667 16 Feb 2026 Common Shares 19,667 $23.87 Direct F3
transaction KEY Restricted Stock Units Options Exercise $0 -3,573 -100% $0.000000 0 17 Feb 2026 Common Shares 3,573 Direct F1, F4, F5
transaction KEY Restricted Stock Units Options Exercise $0 -6,028 -50% $0.000000 6,028 17 Feb 2026 Common Shares 6,028 Direct F1, F6, F7
transaction KEY Restricted Stock Units Options Exercise $0 -8,837 -33% $0.000000 17,671 17 Feb 2026 Common Shares 8,837 Direct F1, F8, F9
transaction KEY Restricted Stock Units Options Exercise $0 -5,767 -25% $0.000000 17,297 17 Feb 2026 Common Shares 5,767 Direct F1, F10, F11
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Each restricted stock unit represents the right to receive one KeyCorp common share at vesting.
F2 These restricted stock units, granted on February 16, 2026, vest in four equal annual installments beginning on February 17, 2027.
F3 The option to buy, granted on February 16, 2026, vests in four equal annual installments beginning on February 17, 2027.
F4 These restricted stock units, granted on February 14, 2022, vested in four equal annual installments ending on February 17, 2026.
F5 Includes approximately 163 dividend-equivalent restricted stock units accrued between March and December 2025.
F6 These restricted stock units, granted on February 17, 2023, vest in four equal annual installments beginning on February 17, 2024.
F7 Includes approximately 551 dividend-equivalent restricted stock units accrued between March and December 2025.
F8 These restricted stock units, granted on February 16, 2024, vest in four equal annual installments beginning on February 17, 2025.
F9 Includes approximately 1,212 dividend-equivalent restricted stock units accrued between March and December 2025.
F10 These restricted stock units, granted on February 17, 2025, vest in four equal annual installments beginning on February 17, 2026.
F11 Includes approximately 1,054 dividend-equivalent restricted stock units accrued between March and December 2025.