Form 4: KeyCorp Director Robin Hayes Reports Acquisition of Deferred Shares

KeyCorp Director Robin Hayes reports the acquisition of deferred shares under the Directors' Deferred Share Sub-Plan.

Summary

• Director Robin Hayes reported changes in beneficial ownership of KeyCorp securities.
• The report details the acquisition of 2,023 deferred shares on June 30, 2024, under the Directors' Deferred Share Sub-Plan.
• These deferred shares are the economic equivalent of common shares and were acquired as part of deferred director's fees.
• The price of the derivative security is $14.22.
• Hayes now beneficially owns 14,503 common shares directly.
• Hayes also owns 52,915 derivative securities, including approximately 769 dividend-equivalent deferred shares accrued in June 2024.
• Payment of the deferred shares is deferred until the earlier of January 1, 2025, or the death of the participant.

Sentiment

Score: 7

Explanation: Routine transaction; positive as it reflects director's alignment with shareholder interests.

Positives

• The acquisition of deferred shares reflects continued alignment of director interests with shareholder value.

Future Outlook

Payment of the deferred shares has been deferred until the earlier of January 1, 2025, or the death of the participant.

Industry Context

Directors often receive compensation in the form of equity, aligning their interests with shareholders. Deferred share plans are a common mechanism for deferring income and accumulating equity over time.

Comparison to Industry Standards

• Deferred compensation plans for directors are common across publicly traded companies, including financial institutions like JPMorgan Chase & Co. and Bank of America, where directors often receive a portion of their compensation in deferred stock units.
• The specific terms of deferred share plans, such as vesting schedules and payout dates, can vary significantly between companies.

Related Party Transactions

• The acquisition of deferred shares under the Directors' Deferred Share Sub-Plan constitutes a related party transaction.

Stakeholder Impact

• The transaction has a minor positive impact on shareholders as it aligns director compensation with company performance.

Key Dates