Paine Andrew J III 4

What Happened

• Andrew J. Paine III, Head of Institutional Bank at KeyCorp (KEY), reported the sale of 65,961 shares on Feb 6, 2026. The shares were disposed of for a total of approximately $1,532,274 at a weighted average price of $23.23 per share. The Form 4 lists the transaction as an open-market or private sale (code S).

Key Details

• Transaction date: February 6, 2026 (reported as of Feb 9, 2026; filing accession dated Feb 10, 2026) — appears filed within the required two business days.
• Prices: weighted average $23.23; individual sale prices ranged from $23.23 to $23.26 (per footnote).
• Total value: ~$1,532,274.
• Post-transaction holdings: not specified in the provided summary of the filing.
• Footnotes of note:
  • F1: weighted average price; sales occurred at $23.23–$23.26.
  • F2: reporting person can provide exact share counts at each price upon request.
  • F3: the shares sold are held in a grantor retained annuity trust (GRAT) for the reporting person and his children; the reporting person is trustee — this can reflect estate/financial planning rather than a view on company prospects.
  • F4: filing reported as of Feb 9, 2026.

Context

• This was a sale (not a purchase), which is often routine and may reflect personal or estate planning needs — especially relevant here because the shares are held in a GRAT. The filing provides no indication of company-specific insider sentiment, and no late-filing issues are evident from the dates reported.