KEYCORP /NEW/ 8-K

What Happened

• On June 10, 2026, KeyCorp announced an update to its Medium‑Term Note Program to allow issuance of Senior Medium‑Term Notes, Series U, and Subordinated Medium‑Term Notes, Series V. The Series U notes will be issued under the Senior Indenture (as amended) and the Series V notes under the Subordinated Indenture (as amended), each pursuant to Officers’ Certificates and Company Orders dated June 10, 2026. Deutsche Bank Trust Company Americas is named as trustee for both indentures. The notes have been registered under the Securities Act via a Form S-3 registration statement (File No. 333-296536) filed June 5, 2026.

Key Details

• Filing date: June 10, 2026 (8-K Item 8.01 — Other Events).
• Note series: Senior Series U and Subordinated Series V issued pursuant to the respective Indentures and Officers’ Certificates/Company Orders dated June 10, 2026.
• Trustee: Deutsche Bank Trust Company Americas (Senior Note Trustee and Subordinated Note Trustee).
• Registration: Notes registered under Form S-3, File No. 333-296536 (filed June 5, 2026).

Why It Matters

• The filing documents KeyCorp’s ability to issue additional debt under its Medium‑Term Note Program (both senior and subordinated notes). For investors, this is a factual update about the company’s funding tools and capital‑structure options: senior notes rank ahead of subordinated notes in creditor priority, and any future issuances would increase the company’s outstanding debt when sold. The registration on Form S-3 means the company has cleared the SEC registration step needed to offer these notes to investors.