Henson Christopher L 4

What Happened Christopher L. Henson, a director of KeyCorp (KEY), was granted 7,352 Deferred Shares on May 14, 2026 (transaction coded as an award, A). The grant is recorded at $0.00 per share in the Form 4 because this is a compensatory award (derivative), not a cash purchase. Under the plan, each Deferred Share is the economic equivalent of one common share.

Key Details

• Transaction date: May 14, 2026; Filing date: May 18, 2026 (filed on time under Form 4 rules).
• Reported amount: 7,352 Deferred Shares @ $0.00 (award).
• Payment terms: Per the Directors’ Deferred Share Sub-Plan, payment will be made one-half in common shares and one-half in cash on May 14, 2029.
• Award plan: Granted under KeyCorp’s Amended and Restated Directors’ Deferred Share Sub-Plan of the 2026 Equity Compensation Plan.
• Shares owned after transaction: Not disclosed in the provided filing.
• Notes/footnotes: F1—each Deferred Share equals one common share economically; F2—50% stock / 50% cash payout in 2029; F3—award granted under the Deferred Share Plan.

Context This is a standard director compensation award (deferred equity), not an open-market buy or sale. Such deferred share grants are common for non-employee directors and are intended for compensation and retention; they do not by themselves indicate immediate bullish or bearish insider trading activity.