Gavrity Kenneth C 4

What Happened
Kenneth C. Gavrity, Head of Commercial Bank at KeyCorp (KEY), received new restricted stock unit (RSU) awards and had derivative instruments convert/vest into common shares in mid‑February 2026. On Feb 16, 2026 he was granted 43,778 and 22,692 RSUs (total 66,470 RSUs; awards reported at $0.00). On Feb 17, 2026, 21,702 shares were acquired through exercise/conversion of derivatives (Form 4 code M). To satisfy tax obligations, 6,646 shares were transferred/sold at $21.69 each for proceeds of $144,152 (reported as code F).

Key Details

• Filing date: Feb 18, 2026; transaction dates: Feb 16–17, 2026 (reported timely).
• Grants: 43,778 RSUs and 22,692 RSUs granted on Feb 16, 2026 (awards recorded at $0.00).
• Conversion/Exercise: 21,702 shares acquired on Feb 17, 2026 via conversion/exercise of derivatives (Form 4 code M). Additional M-line entries show conversion/settlement of 2,859; 5,564; 7,070; and 6,210 share lots (each reported with $0.00 value).
• Tax/Withholding: 6,646 shares were disposed at $21.69 per share to cover tax or exercise-related obligations, totaling $144,152 (Form 4 code F).
• Footnotes: RSUs represent the right to one KeyCorp share at vesting. Some grants vest over multi‑year schedules (e.g., grants dated Feb 17, 2025 and Feb 16, 2026 vest in four equal annual installments per footnotes). Some grants include dividend-equivalent RSUs (small amounts noted in the filing).
• Shares owned after the transactions: not specified in the summary data provided.

Context and plain-English takeaway

• These transactions appear to be compensation-related (RSU grants and vesting/conversion of derivative awards) rather than open‑market buying or discretionary sales. The conversion/exercise was accompanied by withholding/sale of shares to satisfy tax obligations (common practice).
• Because this was primarily an award/vesting and tax-withholding event — not a new open‑market purchase — it should not be read as a new personal cash investment signal.