AI interpretation based on checked source excerpts. Issuer assertions and evidence limitations remain explicit.
Policy quality-scores-3: six equally weighted categories. The overall score requires full coverage. Missing inputs are not zero. Qualitative grades are sourced interpretations, not probabilities. 6/6 · 31/10/2026
Moat31
Equal-weight average of four evidence-backed rubric grades (0–4), scaled to 100.
structural advantage · 1/4 · Payments penetration and CRE servicing rankings demonstrate useful franchise capabilities. However, disclosed falling entry barriers, similar competing products and potentially lower-cost competitors provide direct evidence of weak structural protection. Scale alone does not establish efficient scale or a cost advantage.
durability · 1/4 · Cross-selling and operating-account relationships could persist, but the passages establish neither costly migration nor exclusive access. Competitors can enter markets with similar offerings, and Key competes at competitive prices. Durable protection beyond ordinary banking relationships remains weakly evidenced.
customer dependency · 2/4 · Approximately 91% of commercial loans involve clients using additional Key services, and middle-market payments penetration is 90%. Third-quarter commercial deposits are predominantly associated with operating accounts. These demonstrate embedded engagement, but do not show that customers depend on Key alone or cannot use alternatives.
erosion resilience · 1/4 · Client-deposit and payments growth counter evidence of erosion, but similar offerings and lower entry barriers remain. Third-quarter commercial mortgage servicing fees fell to $53 million from $73 million a year earlier. The cause is unisolated; the decline demonstrates earnings variability rather than proven competitive displacement.
Pricing power50
Equal-weight average of four evidence-backed rubric grades (0–4), scaled to 100.
realized pricing · 2/4 · Third-quarter deposit cost fell to 1.66% from 1.97% year-over-year but rose from 1.63% sequentially. Loan yield rose sequentially to 5.42% but remained below 5.51% a year earlier. Rates, hedges and mix affect these outcomes; they demonstrate mixed pricing, without a persistent premium.
retention · 2/4 · Client deposits grew 1.6% year-over-year and 1.9% sequentially in the third quarter. Earlier household growth, cross-selling and payments penetration support repeat demand indirectly. These are net growth and engagement measures, without gross retention data or evidence of customer persistence through unfavorable price changes.
margin resilience · 2/4 · Third-quarter taxable-equivalent net interest margin reached 2.95%, and nine-month pre-provision revenue increased to $2.326 billion from $2.046 billion. This demonstrates resilience despite expense growth. Deposit repricing, reinvestment and loan mix explain much of the improvement, limiting attribution to autonomous pricing power.
contractual freedom · 2/4 · Observed deposit repricing and variable-rate commitments show some flexibility over rates. Predetermined commitment terms and customer options to terminate or reprice constrain discretion. Competitive pricing and interchange pressure further limit freedom; the passages do not establish broad unilateral rights to increase fees.
Predictability40
Financial-sector stability over 5 consecutive reported annual periods: equal weights for nondeclining revenue frequency, revenue-growth volatility (5–40pp), positive consolidated earnings frequency, and net-income/revenue margin volatility (3–20pp). Uses reported accounting scope; not industrial FCF or a growth forecast.
- Nondeclining revenue years (%)
- 25.00
- Revenue growth volatility (pp)
- 34.80
- positiveEarningsShare
- 80.00
- netMarginStdDev
- 13.40
- observedAnnualPeriods
- 5.00
Financial strength63
Qualitative bank assessment: equal-weight average of four current evidence-backed grades (0–4), scaled to 100. Policy financial-industry-1; not an industrial ratio score or credit rating.
capital adequacy · 3/4 · September estimated CET1 of 11.1%, total capital of 14.3% and leverage of 9.9% remain above the June disclosed requirements of 7.70%, 11.20% and 4.00%. Ratios declined, and AOCI exclusion masks meaningful unrealized losses. September benchmark continuity is unconfirmed; exact current headroom is not asserted.
liquidity funding · 2/4 · Growing average client deposits, operating-account engagement and a 74.3% period-end loan-to-deposit ratio support funding flexibility. June parent liquidity was $5.3 billion. September short-term borrowings increased and period-end noninterest-bearing deposits fell sequentially. Funding concentration and quantified consolidated stress liquidity remain incompletely disclosed.
asset liability risk · 2/4 · Third-quarter charge-offs declined to 0.32% of average loans and nonperforming loans to 0.55% of period-end portfolio loans. Conversely, allowance coverage fell to 1.50% of loans, reserves were released, and securities-and-pension AOCI losses increased. Credit improvement coexists with material interest-rate exposure.
earnings resilience · 3/4 · Nine-month GAAP common earnings rose to $1.496 billion from $1.211 billion, and pre-provision revenue increased to $2.326 billion from $2.046 billion. Third-quarter common earnings reached $537 million. These demonstrate recent resilience, though repricing benefits and reserve releases limit extrapolation through a severe downturn.
Capital allocation50
Qualitative bank assessment: equal-weight average of four current evidence-backed grades (0–4), scaled to 100. Policy financial-industry-1; not an industrial ratio score or credit rating.
capital efficiency · 2/4 · Third-quarter continuing-operations return on average common equity improved to 12.61% from 10.49% year-over-year. Annualized non-GAAP tangible common equity returns reached 15.11%, using an adjusted denominator. Improving returns are demonstrated, but shrinking equity and a short observation period limit evidence of sustained superior capital efficiency.
distributions and buffers · 2/4 · Actual quarterly repurchases totaled $389 million, $341 million and $320 million; nine-month common dividends declared were $0.615 per share. Positive earnings support distributions, but capital ratios, tangible equity and marked CET1 declined. June bank dividend capacity is useful context rather than proof of September capacity.
dilution and cost · 2/4 · Period-end common shares fell to 1.058 billion from 1.113 billion a year earlier, demonstrating net share reduction. Nine-month diluted-share effects from options and other awards increased, while first-half combined incentive and stock-based compensation rose. Current standalone equity-compensation expense and complete financing costs are unavailable.
investment discipline · 2/4 · Securities repositioning and asset recycling accompanied improved net interest income and earnings. Banker and technology investment coincided with client engagement growth, while personnel costs increased. Clearwater closed in August, but acquisition returns and complete repositioning costs are absent. Planned technology spending is not treated as a realized return.
Management63
Equal-weight average of four evidence-backed rubric grades (0–4), scaled to 100.
capital discipline · 2/4 · Completed repurchases accompanied higher earnings and regulatory capital above the latest disclosed requirements. However, September tangible capital and marked CET1 deteriorated materially. Repositioning benefits are demonstrated, but complete transaction economics and sustained returns on banker, technology and acquisition spending remain unavailable.
incentive alignment · 2/4 · Multiyear variable pay, ownership guidelines and actual zero vesting of 2023 performance awards support alignment. Continued special-award vesting and a waived holding requirement under a transition agreement temper the evidence. Actual executive holdings and guideline compliance are not supplied.
execution · 3/4 · Nine-month GAAP common earnings increased to $1.496 billion from $1.211 billion, while third-quarter revenue and credit quality improved. Client and payments engagement provide indirect operating corroboration. These demonstrate strong recent execution, tempered by reserve releases, declining servicing fees and incomplete attribution of investment returns.
governance · 3/4 · Independent committees, substantive Lead Director authority, implemented compensation refinements and actual shareholder approvals demonstrate functioning oversight practices. The transition holding-period waiver and prior special-award concerns temper the assessment. Disclosed structures support strong governance evidence without establishing exceptional oversight effectiveness.
Evidence
The financial services industry has become more competitive as technology advances have lowered barriers to entry, enabling more companies, including nonbank companies, to provide financial services.
2025 Form 10-K, competition · Filed 23/02/2026
Mergers and acquisitions have also led to increased concentration in the banking industry, placing added competitive pressure on Key’s core banking products and services as we see competitors enter some of our markets or offer similar products.
2025 Form 10-K, competition · Filed 23/02/2026
We compete by offering quality products and innovative services at competitive prices, and by maintaining our product and service offerings to keep pace with customer preferences and industry standards.
2025 Form 10-K, competitive pricing · Filed 23/02/2026
Some of our competitors are larger and may have more financial resources, while some of our competitors enjoy fewer regulatory constraints and may have lower cost structures.
2025 Form 10-K, competitor resources and costs · Filed 23/02/2026
Loan commitments provide for financing on predetermined terms as long as the client continues to meet specified criteria.
2025 Form 10-K, loan commitment terms · Filed 23/02/2026
These agreements generally carry variable rates of interest and have fixed expiration dates or termination clauses.
2025 Form 10-K, loan commitment rates and termination · Filed 23/02/2026
These increases primarily reflect lower interest-bearing deposit costs, the reinvestment of proceeds from maturing low-yielding investment securities, fixed-rate loans, and swaps into higher-yielding investments, and the repositioning of the available-for-sale portfolio during the second half of 2024, which involved the sale and reinvestment of approximately $10.0 billion of lower-yielding mortgaged-backed securities into higher-yielding investments.
2025 Form 10-K, securities repositioning and income drivers · Filed 23/02/2026
Ratios (including stress capital buffer)
Regulatory Minimum Requirement
Stress Capital Buffer (b)
Regulatory Minimum Stress Capital Buffer
KeyCorp
June 30, 2026 (c)
Common Equity Tier 1
4.50
%
3.20
%
7.70
%
11.17
%
Tier 1 Capital
6.00
3.20
9.20
12.78
Total Capital
8.00
3.20
11.20
14.82
Leverage (a)
4.00
N/A
4.00
10.32
June 2026 Form 10-Q, capital ratios and requirements · Filed 04/08/2026
•“Option risk” is the exposure to a customer or counterparty’s ability to take advantage of the interest rate environment and terminate or reprice one of our assets, liabilities, or off-balance sheet instruments prior to 31 Table of contents contractual maturity.
June 2026 Form 10-Q, customer repricing and termination options · Filed 04/08/2026
At June 30, 2026, KeyCorp held $5.3 billion in cash and short-term investments, which we projected to be sufficient to meet our projected obligations, including the repayment of our maturing debt obligations for the periods prescribed by our risk tolerance.
June 2026 Form 10-Q, parent-company liquidity · Filed 04/08/2026
As of June 30, 2026, KeyBank had regulatory capacity to pay $797 million in dividends to KeyCorp without prior regulatory approval.
June 2026 Form 10-Q, bank dividend capacity · Filed 04/08/2026
Figure 7. Personnel Expense Dollars in millions Three Months Ended June 30, Percent Change Six Months Ended June 30, Percent Change 2026 2025 2026 2025 Salaries and contract labor $ 448 $ 427 4.9 % $ 887 $ 832 6.6 % Incentive and stock-based compensation (a) 194 168 15.5 366 326 12.3 Employee benefits 140 108 29.6 267 217 23.0 Severance 4 2 100.0 9 10 (10.0) Total personnel expense $ 786 $ 705 11.5 % $ 1,529 $ 1,385 10.4 % (a)Excludes directors’ stock-based compensation of $2 million and $2 million for the three months ended June 30, 2026, and June 30, 2025, respectively, and $3 million and $2 million for the six months ended June 30, 2026 and June 30, 2025, respectively, reported as “other expense” in Figure 6.
June 2026 Form 10-Q, personnel expense and compensation footnote · Filed 04/08/2026
During the second quarter of 2026, Key completed $341 million, or approximately 16 million shares, in share repurchases including $49 million, or approximately 2 million shares, from Scotiabank pursuant to our repurchase agreement described above.
June 2026 Form 10-Q, completed second-quarter repurchases · Filed 04/08/2026
Our liquid asset portfolio, which includes overnight and short-term investments, as well as unencumbered, high quality liquid securities held as protection against a range of potential liquidity stress scenarios, continues to exceed the amount that we estimate would be necessary to manage through an adverse liquidity event by providing sufficient time to develop and execute a longer-term solution.
June 2026 Form 10-Q, management assessment of stress liquidity · Filed 04/08/2026
These increases were partially offset by lower interchange fees in certain consumer card categories and higher rewards costs.
June 2026 Form 10-Q, interchange fees and rewards costs · Filed 04/08/2026
What we heard What we did Overall appreciation for incentive compensation metric selection, rationale and alignment with long-term strategy Made targeted refinements, as reflected below Based on this positive feedback, we focused on making targeted refinements to our executive compensation plan design and provided additional disclosure where appropriate, rather than pursuing significant changes Concerns about the use of one-time awards in granting the Capital and Earnings Improvement Awards in 2024 No special awards were granted in 2025; one-time awards are not a regular component of our executive compensation program The awards granted in 2024 were driven by the unique circumstances and opportunity presented by the Scotiabank strategic minority investment 31 Table of Contents Compensation Discussion and Analysis What we heard What we did Preference for more emphasis on pre-set financial goals in annual incentive plan Revised the design of the KeyCorp Annual Incentive Plan to increase focus on achievement of pre-established financial measures Under the new, more formulaic structure, 70% of overall possible funding is now tied to absolute financial measures (versus 50% in 2024).
March 2026 proxy, implemented compensation refinements · Filed 27/03/2026
86% of the average total target pay for our NEOs is delivered as variable pay tied to Key’s financial or share price performance, with 32% tied to annual performance and the remaining 54% tied to multi-year performance.
March 2026 proxy, variable compensation structure · Filed 27/03/2026
✓ Impose Robust Stock Ownership Guidelines ranging from six times base salary for our CEO to three times base salary for our other executive officers.
March 2026 proxy, executive stock ownership guidelines · Filed 27/03/2026
The combination of these events resulted in the performance awards granted in 2023 vesting at 0%.
March 2026 proxy, actual performance-award vesting · Filed 27/03/2026
Among his specific responsibilities, the independent Lead Director: • presides at all meetings of the Board at which the Chairman is not present, including executive sessions of the independent directors held after each regularly scheduled Board meeting; • serves as liaison between the Chairman and the independent directors; • approves Board meeting schedules as well as meeting materials and agendas for each full Board meeting and executive sessions of independent directors; • has the authority to call meetings of the independent directors or the full Board at any time; • participates in discussions with major shareholders regarding governance matters as part of KeyCorp’s proactive shareholder engagement; • is in frequent contact with the Chairman with respect to major issues and strategic opportunities before KeyCorp, and any significant actions contemplated by KeyCorp are discussed with the Lead Director at an early stage; • advises on the retention of independent consultants to the Board; • interviews all candidates for election to the Board; • oversees changes to the composition of Board committees; • assists the Board and management in assuring compliance with applicable securities laws and fiduciary duties to shareholders; • oversees initiatives to implement enhancements to KeyCorp’s governance policies, including the Corporate Governance Guidelines; • serves as a focal point for independent Committee Chairs, providing guidance, coordination, and advice for the committees; • together with the Chair of the Compensation and Organization Committee, facilitates the evaluation of the performance of KeyCorp’s Chief Executive Officer; and • is available for additional duties as they may arise.
March 2026 proxy, independent Lead Director authority · Filed 27/03/2026
Each standing committee of the Board is chaired by an independent director and consists solely of independent directors.
March 2026 proxy, committee independence · Filed 27/03/2026
During the first quarter of 2026, Key completed $389 million, or approximately 18 million shares, in share repurchases including $45 million, or approximately 2 million shares, from Scotiabank pursuant to our repurchase agreement described above.
March 2026 Form 10-Q, completed first-quarter repurchases · Filed 05/05/2026
1H25(1) $74Bn Record assets under management(2) +3% Relationship household growth YoY 42 bps NCOs / average loans 9.8% Marked CET1 ratio(3) (1) Priority fee-based businesses include Wealth, Investment Banking, and Commercial Payments; (2) As of 6/30/2026; (3) Non-GAAP measure: see appendix for reconciliation +3% Period-end C&I loan growth QoQ 1.56% Allowance for credit losses / period-end loans $1.3Bn 2026 planned share repurchases ($341MM repurchased in 2Q26) Client and Prospect Momentum Strong Capital PositionRisk Management Excellence Differentiated Fee Businesses 5 Strong business momentum is driving continued progress toward our long-term financial targets
September 25, 2026 investor presentation, second-quarter household growth and metric qualifiers · Filed 25/09/2026
Capital Markets • Talent growth in strategic areas / industry verticals of focus • Simplify and streamline our credit and portfolio management infrastructure • Expand on our differentiated capabilities (e.g., Clearwater UK(1), affordable housing, unitranche funds) Wealth Management • Increase the size of client-facing teams to further utilize differentiated platform • Digital infrastructure and capabilities, including in wealth client-facing tools and AI integration Middle Market & Commercial Payments • Add middle market bankers and payments advisors; recently added a middle market team in Atlanta, and a family office and private capital team in Kansas City • Leverage more automation and data to drive efficiency • Scale embedded banking Technology • Leveraging AI capabilities across specific end-to-end domains to modernize the client experience, streamline our client support model, and unlock frontline capacity • Building wealth digital planning & servicing tools and home equity originations capabilities • Enhancing our APIs and other client self-service tools; investing in our data & analytics and embedded banking offerings Compound our fee-based advantages Capitalizing on strong pipelines and momentum ~$1Bn Planned technology budget, up ~$200MM from 2024, positioning Key for growth & innovation Meaningful Continued Investment Opportunities Lean into our growth opportunities across Wealth Management, Payments, and Investment Banking 2026 Investment Themes +6-7% Planned increase in front-line producers(2) 10 (1) The acquisition of Clearwater Corporate Finance LLP (Clearwater UK) closed in August 2026; (2) Excludes front-line producers associated with the Clearwater Acquisition Investment Focus Areas
September 25, 2026 investor presentation, planned investment and completed Clearwater acquisition · Filed 25/09/2026
Fintech partnerships TRADITIONAL CAPABILITIES INNOVATIVE CAPABILITIES Core Treasury Liquidity Card & Merchant Foreign Exchange Automation Embedded Banking Strategic Focus Areas • Continue primacy focus to grow the core operating deposit base • Increasing our product investment • Continued scaling of embedded banking business ~2x 90% Payments penetration of Middle Market clients Embedded banking fee growth in 1H26(1) Full Suite of Commercial Payment Capabilities, Continuing to Invest in Growth Holistic Payments Platform with Growth Tailwinds Delivering one of the broadest platforms of banking & software-based capabilities in the market 14 (1) Compared to 1H25 12% YoY growth in gross payments fees in 2Q26 Meaningful Growth Trends with Strong Tailwinds from Suite of Capabilities
September 25, 2026 investor presentation, commercial payments penetration and growth · Filed 25/09/2026
Leading, Differentiated CRE Servicing and Origination Platforms Largest named special servicer in AUM(1)#1 #2 Affordable housing originator(3),(4) Master and special servicing market share(3)#2 New issuance market share(2)#1 National CRE servicing business is an “off-us”, countercyclical business that gives us unique insights into the U.S.
September 25, 2026 investor presentation, CRE servicing rankings · Filed 25/09/2026
CRE market 15 Note: Graphs may not foot due to rounding (1) Mortgage Bankers Association (MBA, Year-end 2025; (2) YTD as of 8/24/2026; (3) For 2025; (4) Affordable housing finance includes construction and perm loan financing, but does not include equity originations YTD as of 8/24/2026 • CRE servicing is a stable, counter-cyclical source of fees and escrow deposits for Key • ~$736Bn off-balance sheet, national servicing portfolio provides unique insights into all aspects / geographies of CRE • Special servicing balances were a record $272Bn at 6/30; active special servicing portfolio of ~$10Bn down 13% YoY driven by resolution activity Leading CRE Industry Positions HighlightsNoninterest Income Contribution 2Q26 TTM 27% 21% 12% 11% 10% 9% 10% Investment banking & debt placement Trust and investment services Cards and payments Service charges on deposit accounts Corporate services Commercial mortgage servicing Other
September 25, 2026 investor presentation, ranking dates, scope and servicing portfolio · Filed 25/09/2026
• Average loans up $2.3Bn (+2.2%), driven by: ◦ Higher average commercial loans (+3.7%), driven by an increase in C&I(1) loans (+5.0%) ◦ Partially offset by a decline in total consumer loans (-1.9%), reflective of the intentional run-off of low-yielding loans Sequential Change in Ending Balances by Type • ~70% variable rate, or 33% after adjusting for loans swapped to a fixed rate; loan yields would have been 5.45% excluding the impact from hedges(5) • ~91% of commercial loans are made to clients who do additional business with Key(6) • ~57% of the C&I portfolio is investment grade; Consumer book has a 766 weighted average FICO at origination • C&I line utilization: 31.1% (down ~50 bps from 1Q26, due to higher commitments) $109.2 $2.1 $(0.1) $(0.2) $(0.3) $(0.2) $110.4 3/31/26 C&I CRE Comm'l lease Residential mortgage Other consumer 6/30/26 Note: Graphs may not foot due to rounding (1) Commercial and industrial average balances include $209 million of assets from commercial credit cards; (2) Loan balances include $208 million of commercial credit card balances at 6/30/2026; (3) CRE includes real estate – commercial mortgage and real estate – construction; (4) Other Consumer includes home equity loans, credit cards, and other consumer loans; (5) Non-GAAP measure: see appendix for reconciliation; (6) Defined as capital markets, payments or deposits $ in billions $105.7 $106.2 $106.3 $107.7 $110.1 $74.3 $75.4 $76.0 $78.1 $81.0 $31.4 $30.8 $30.3 $29.7 $29.1 5.51% 5.51% 5.41% 5.35% 5.35% Commercial Consumer Loan Yield 2Q25 3Q25 4Q25 1Q26 2Q26 Versus Prior Quarter Portfolio Highlights Loans Average Loans (4) (3)(2) 5
July 2026 earnings presentation, commercial cross-selling and its definition · Filed 21/07/2026
• Average deposits up $278MM (+0.2%), driven by: ◦ Higher average noninterest-bearing deposits (+2.3%) ◦ Partially offset by a decline in demand deposits (-0.8%) • Total deposit costs declined by 2 bps, with total interest-bearing deposit costs stable at 2.01% ◦ Cumulative down interest-bearing deposit beta: ~56%(3) Treasury / other • Client deposits up 1.4% year-over-year • Noninterest-bearing deposits were 19% of total deposits, or 24% including hybrids • Commercial deposit balances driven by relationship clients ◦ 82% of balances within an operating account ◦ 96% from clients with an operating account • Loan-to-deposit ratio: 73%(4) 2Q26 Interest-Bearing Mix 38% 17%7% 30% 8% 1% 41% 29% 19% 8% 3% Time deposits Savings Noninterest- bearing IB demand Consumer ex term products MMDA Managed commercial Indexed commercial Wealth Consumer term products(2) 24% including hybrid accounts $147.4 $150.4 $150.7 $147.3 $147.6 $88.0 $87.7 $87.7 $87.8 $87.4 $55.9 $58.5 $60.5 $58.9 $58.9 1.99% 1.97% 1.81% 1.65% 1.63% Consumer Commercial Other Total Deposit Cost 2Q25 3Q25 4Q25 1Q26 2Q26 2Q26 Product Mix 6Deposits Note: Graphs may not foot due to rounding (1) Other includes treasury brokered deposits and other deposits; (2) Includes MMDA promos and retail CDs; (3) Cumulative beta indexed to 3Q24; (4) Represents period-end consolidated total loans and loans held for sale divided by period-end consolidated total deposits Average Deposits $ in billions (1) Versus Prior Quarter Deposit Franchise Highlights 6
July 2026 earnings presentation, second-quarter deposit relationships and measure definitions · Filed 21/07/2026
The shareholders also ratified the appointment of Ernst & Young LLP as KeyCorp’s independent auditors for the 2026 fiscal year, approved on an advisory basis KeyCorp’s executive compensation (as described in the Proxy Statement), and approved the 2026 Plan.
May 14, 2026 Form 8-K, actual shareholder approvals · Filed 14/05/2026
In addition, Ms. Brady will be eligible to receive an incentive compensation award for the 2026 performance year and will continue to vest in the Capital and Earnings Improvement Award granted to her on December 30, 2024, subject to the terms and conditions of such award.
March 2, 2026 Form 8-K, transition agreement and continued award vesting · Filed 02/03/2026
The one-year post-vesting holding requirement applicable to the Capital and Earnings Improvement Award will be waived upon vesting of the award.
March 2, 2026 Form 8-K, transition holding-period waiver · Filed 02/03/2026
Three months ended
Nine months ended
9/30/2026
6/30/2026
9/30/2025
9/30/2026
9/30/2025
Net interest income (GAAP)
$
1,300
$
1,250
$
1,184
$
3,772
$
3,421
Add: Taxable-equivalent adjustment
8
8
9
24
27
Net interest income TE (non-GAAP) (A)
$
1,308
$
1,258
$
1,193
$
3,796
$
3,448
Net income (loss) attributable to Key common shareholders (GAAP) (B)
$
537
$
473
$
453
$
1,496
$
1,211
Average Key shareholders' equity (GAAP)
$
19,307
$
19,947
$
19,664
$
19,878
$
19,193
Less: Average intangible assets
2,796
2,756
2,767
2,770
2,772
Average preferred stock
2,409
2,500
2,500
2,469
2,500
Average tangible common equity (non-GAAP) (C)
$
14,102
$
14,691
$
14,397
$
14,639
$
13,921
Key shareholders' equity (GAAP)
$
17,809
$
19,798
$
20,102
Less: Intangible assets
2,814
2,755
2,765
Preferred stock (a)
1,927
2,446
2,446
Tangible common equity (non-GAAP) (D)
$
13,068
$
14,597
$
14,891
Total assets (GAAP)
$
193,102
$
191,317
$
187,409
Less: Intangible assets
2,814
2,755
2,765
Tangible assets (non-GAAP) (E)
$
190,288
$
188,562
$
184,644
Tangible common equity to tangible assets ratio (non-GAAP) (D/E)
6.87
%
7.74
%
8.06
%
Return on average tangible common equity consolidated (non-GAAP) (B/C)
15.11
%
12.91
%
12.48
%
13.66
%
11.63
%
Common equity tier 1 (F)
$
17,037
$
17,016
$
17,050
Add: AFS and Pension AOCI (loss)
(3,224)
(2,154)
(2,176)
Marked common equity tier 1 (non-GAAP) (G) (b)
$
13,813
$
14,862
$
14,874
Risk-weighted assets (H) (c)
$
153,761
$
152,068
$
144,428
Common equity tier 1 ratio (F/H) (c)
11.1
%
11.2
%
11.8
%
Marked CET1 ratio (non-GAAP) (G/H) (b)(c)
9.0
9.8
10.3
October 20, 2026 earnings release, third-quarter capital and return reconciliation · Filed 20/10/2026
Financial Highlights
(Dollars in millions, except per share amounts)
Three months ended
9/30/2026
6/30/2026
9/30/2025
Summary of operations
Net interest income (TE)
$
1,308
$
1,258
$
1,193
Noninterest income
744
706
702
Total revenue (TE)
2,052
1,964
1,895
Provision for credit losses
61
92
107
Noninterest expense
1,245
1,217
1,177
Income (loss) from continuing operations attributable to Key
579
508
490
Income (loss) from discontinued operations, net of taxes
—
1
(1)
Net income (loss) attributable to Key
579
509
489
Income (loss) from continuing operations attributable to Key common shareholders
537
472
454
Income (loss) from discontinued operations, net of taxes
—
1
(1)
Net income (loss) attributable to Key common shareholders
537
473
453
Per common share
Income (loss) from continuing operations attributable to Key common shareholders
$
0.51
$
0.44
$
0.41
Income (loss) from discontinued operations, net of taxes
—
—
—
Net income (loss) attributable to Key common shareholders (a)
0.51
0.44
0.41
Income (loss) from continuing operations attributable to Key common shareholders — assuming dilution
0.51
0.44
0.41
Income (loss) from discontinued operations, net of taxes — assuming dilution
—
—
—
Net income (loss) attributable to Key common shareholders — assuming dilution (a)
0.51
0.44
0.41
Cash dividends declared
0.205
0.205
0.205
Book value at period end
15.01
16.19
15.86
Tangible book value at period end
12.35
13.62
13.38
Market price at period end
20.07
23.05
18.69
Performance ratios
From continuing operations:
Return on average total assets
1.21
%
1.08
%
1.04
%
Return on average common equity
12.61
10.85
10.49
Return on average tangible common equity (b)
15.11
12.89
12.51
Net interest margin (TE)
2.95
2.89
2.75
Cash efficiency ratio (b)
60.6
61.9
61.8
From consolidated operations:
Return on average total assets
1.20
%
1.08
%
1.04
%
Return on average common equity
12.61
10.87
10.47
Return on average tangible common equity (b)
15.11
12.91
12.48
Net interest margin (TE)
2.95
2.89
2.74
Loan to deposit (c)
74.3
73.0
71.0
Capital ratios at period end
Key shareholders’ equity to assets
9.2
%
10.3
%
10.7
%
Key common shareholders’ equity to assets
8.2
9.1
9.4
Tangible common equity to tangible assets (b)
6.9
7.7
8.1
Common Equity Tier 1 (d)
11.1
11.2
11.8
Tier 1 risk-based capital (d)
12.3
12.8
13.5
Total risk-based capital (d)
14.3
14.9
15.8
Leverage (d)
9.9
10.3
10.4
Asset quality — from continuing operations
Net loan charge-offs
$
89
$
115
$
114
October 20, 2026 earnings release, third-quarter financial highlights and comparison dates · Filed 20/10/2026
Net loan charge-offs to average loans
0.32
%
0.42
%
0.42
%
Allowance for loan and lease losses
$
1,398
$
1,445
$
1,444
Allowance for credit losses
1,694
1,722
1,736
Allowance for loan and lease losses to period-end loans
1.24
%
1.31
%
1.36
%
Allowance for credit losses to period-end loans
1.50
1.56
1.64
Allowance for loan and lease losses to nonperforming loans
226
179
219
Allowance for credit losses to nonperforming loans
274
213
264
Nonperforming loans at period-end
$
618
$
809
$
658
Nonperforming assets at period-end
627
818
668
Nonperforming loans to period-end portfolio loans
0.55
%
0.73
%
0.62
%
Nonperforming assets to period-end portfolio loans plus OREO and other nonperforming assets
0.55
0.74
0.63
Trust assets
Assets under management
$
74,453
$
74,204
$
67,855
Other data
Average full-time equivalent employees
17,700
17,517
17,414
Branches
935
939
942
Taxable-equivalent adjustment
$
8
$
8
$
9
October 20, 2026 earnings release, asset quality; columns follow financial highlights · Filed 20/10/2026
Adjusted noninterest expense (non-GAAP) (M+O)
$
1,245
$
1,217
$
1,182
$
3,643
$
3,467
Total taxable-equivalent revenue (non-GAAP) (A+K) = (Q)
$
2,052
$
1,964
$
1,895
$
5,969
$
5,508
Total adjusted taxable-equivalent revenue (non-GAAP) (A+L)
2,052
1,964
1,895
5,969
5,508
Cash efficiency ratio (non-GAAP) (N/Q)
60.58
%
61.86
%
61.85
%
60.93
%
62.58
%
Adjusted cash efficiency ratio (non-GAAP) (P/Q)
60.58
61.86
62.11
60.93
62.67
Pre-provision net revenue from continuing operations (non-GAAP) (A+K-M)
$
807
$
747
$
718
$
2,326
$
2,046
Plus: Selected items (d)
—
—
(5)
—
(5)
Adjusted pre-provision net revenue from continuing operations (non-GAAP)
$
807
$
747
$
713
$
2,326
$
2,041
Diluted EPS from continuing operations attributable to Key common shareholders (GAAP)
$
0.51
$
0.44
$
0.41
$
1.39
$
1.09
Plus: EPS impact of selected items (d)
—
—
—
—
—
Diluted EPS from continuing operations attributable to Key common shareholders - adjusted (non-GAAP) (e)
$
0.51
$
0.44
$
0.41
$
1.39
$
1.09
(a)Net of capital surplus.
October 20, 2026 earnings release, quarterly and nine-month pre-provision revenue reconciliation · Filed 20/10/2026
(b)Under the current applicable regulatory capital rules, Key has made the AOCI opt out election, which enables us to exclude components of AOCI from regulatory capital, notably the AOCI relative to securities and pension.
October 20, 2026 earnings release, regulatory AOCI opt-out footnote · Filed 20/10/2026
(c)Amounts and ratios as of September 30, 2026 are estimated.
October 20, 2026 earnings release, estimated September capital amounts and ratios · Filed 20/10/2026
KeyCorp Reports Third Quarter 2026 Results
October 20, 2026
Page 17
Consolidated Balance Sheets
(Dollars in millions)
9/30/2026
6/30/2026
9/30/2025
Assets
Loans
$
112,993
$
110,430
$
105,902
Loans held for sale
1,159
1,198
998
Securities available for sale
36,311
38,459
40,456
Held-to-maturity securities
9,612
9,515
7,509
Trading account assets
925
936
972
Short-term investments
12,973
12,416
13,334
Other investments
1,281
1,230
921
Total earning assets
175,254
174,184
170,092
Allowance for loan and lease losses
(1,398)
(1,445)
(1,444)
Cash and due from banks
1,540
1,711
1,938
Premises and equipment
636
620
606
Goodwill
2,803
2,752
2,752
Other intangible assets
11
3
13
Corporate-owned life insurance
4,461
4,456
4,428
Accrued income and other assets
9,617
8,848
8,803
Discontinued assets
178
188
221
Total assets
$
193,102
$
191,317
$
187,409
Liabilities
Deposits in domestic offices:
Interest-bearing deposits
$
125,594
$
122,196
$
122,425
Noninterest-bearing deposits
28,220
30,893
28,340
Total deposits
153,814
153,089
150,765
Federal funds purchased and securities sold under repurchase agreements
49
5
10
Bank notes and other short-term borrowings
5,185
3,680
1,339
Accrued expense and other liabilities
4,772
3,778
4,276
Long-term debt
11,473
10,967
10,917
Total liabilities
175,293
171,519
167,307
Equity
Preferred stock
1,975
2,500
2,500
Common shares
1,257
1,257
1,257
Capital surplus
6,057
6,014
6,002
Retained earnings
16,194
15,873
15,111
Treasury stock, at cost
(3,809)
(3,492)
(2,619)
Accumulated other comprehensive income (loss)
(3,865)
(2,354)
(2,149)
Key shareholders’ equity
17,809
19,798
20,102
Total liabilities and equity
$
193,102
$
191,317
$
187,409
Common shares outstanding (000)
1,058,176
1,072,035
1,112,952
KeyCorp Reports Third Quarter 2026 Results
October 20, 2026
Page 18
Consolidated Statements of Income
(Dollars in millions, except per share amounts)
Three months ended
Nine months ended
9/30/2026
6/30/2026
9/30/2025
9/30/2026
9/30/2025
Interest income
Loans
$
1,511
$
1,463
$
1,466
$
4,390
$
4,310
Loans held for sale
22
15
18
51
43
Securities available for sale
373
367
408
1,110
1,211
Held-to-maturity securities
98
95
64
279
188
Trading account assets
12
10
11
33
44
Short-term investments
107
101
156
311
487
Other investments
10
8
8
23
25
Total interest income
2,133
2,059
2,131
6,197
6,308
Interest expense
Deposits
634
600
748
1,832
2,231
October 20, 2026 earnings release, dated consolidated balance sheets and funding · Filed 20/10/2026
Federal funds purchased and securities sold under repurchase agreements
11
19
4
44
9
Bank notes and other short-term borrowings
25
35
14
80
75
Long-term debt
163
155
181
469
572
Total interest expense
833
809
947
2,425
2,887
Net interest income
1,300
1,250
1,184
3,772
3,421
Provision for credit losses
61
92
107
259
363
Net interest income after provision for credit losses
1,239
1,158
1,077
3,513
3,058
Noninterest income
Investment banking and debt placement fees
214
169
184
580
537
Trust and investment services income
165
159
150
481
435
Cards and payments income
93
94
86
273
253
Service charges on deposit accounts
79
77
75
233
217
Corporate services income
72
80
72
223
213
Commercial mortgage servicing fees
53
49
73
164
219
Corporate-owned life insurance income
35
33
35
102
100
Consumer mortgage income
14
17
14
44
42
Operating lease income and other leasing gains
9
10
11
27
34
Other income
9
15
8
42
16
Net securities gains (losses)
1
3
(6)
4
(6)
Total noninterest income
744
706
702
2,173
2,060
Noninterest expense
Personnel
815
786
742
2,344
2,127
Computer processing
116
108
105
335
319
Net occupancy
67
68
65
203
201
Business services and professional fees
46
46
44
128
132
Marketing
23
22
22
63
67
Equipment
21
22
20
62
61
Operating lease expense
6
7
9
20
30
Other expense
151
158
170
488
525
Total noninterest expense
1,245
1,217
1,177
3,643
3,462
Income (loss) from continuing operations before income taxes
738
647
602
2,043
1,656
Income taxes (benefit)
159
139
112
434
337
Income (loss) from continuing operations
579
508
490
1,609
1,319
Income (loss) from discontinued operations, net of taxes
—
1
(1)
1
—
Net income (loss)
$
579
$
509
$
489
$
1,610
$
1,319
Income (loss) from continuing operations attributable to Key common shareholders
$
537
$
472
$
454
$
1,495
$
1,211
Net income (loss) attributable to Key common shareholders
537
473
453
1,496
1,211
Per common share
Income (loss) from continuing operations attributable to Key common shareholders
$
0.51
$
0.44
$
0.41
$
1.39
$
1.10
Income (loss) from discontinued operations, net of taxes
—
—
—
—
—
Net income (loss) attributable to Key common shareholders (a)
0.51
0.44
0.41
1.39
1.10
Per common share — assuming dilution
October 20, 2026 earnings release, quarterly and nine-month income statements · Filed 20/10/2026
Common Equity Tier 1 ratio of 11.1%(a); repurchased $320 million of common shares during the quarter
October 20, 2026 earnings release, completed third-quarter repurchases · Filed 20/10/2026
These increases reflect a reduction in deposit costs as a result of declining interest rates and proactive deposit beta management, the reinvestment of proceeds from maturing low-yielding investment securities and fixed-rate swaps into higher yielding investments, an expanding balance sheet, and a continued strategic shift towards higher-yielding commercial and industrial loans.
October 20, 2026 earnings release, year-over-year net interest income drivers · Filed 20/10/2026
These benefits were partially offset by the impact of lower interest rates on repricing earning assets.
October 20, 2026 earnings release, earning-asset repricing offset · Filed 20/10/2026
3Q26
2Q26
3Q25
2Q26
3Q25
Non-time deposits
$
139,125
$
135,828
$
135,135
2.4
%
3.0
%
Time deposits
12,050
11,749
15,239
2.6
(20.9)
Total deposits
$
151,175
$
147,577
$
150,374
2.4
%
0.5
%
Cost of total deposits
1.66
%
1.63
%
1.97
%
3 bps
(31) bps
Average deposits totaled $151.2 billion for the third quarter of 2026, an increase of $801 million compared to the year-ago quarter, reflecting growth in demand deposits and money market deposits, partially offset by a decline in time deposits.
October 20, 2026 earnings release, average deposits and realized deposit costs · Filed 20/10/2026
non-GAAP) (A+K) = (Q) $ 2,052 $ 1,964 $ 1,953 $ 2,005 $ 1,895 Total adjusted taxable-equivalent revenue (non-GAAP) (A+L) 2,052 1,964 1,953 2,005 1,895 Cash efficiency ratio (non-GAAP) (N/Q) 60.58 % 61.86 % 60.37 % 61.65 % 61.85 % Adjusted cash efficiency ratio (non-GAAP) (P/Q) 60.58 % 61.86 % 60.37 % 62.69 % 62.11 % Pre-provision net revenue from continuing operations (non-GAAP) (A+K-M) $ 807 $ 747 $ 772 $ 764 $ 718 Plus: Selected items(4) — — — (21) (5) Adjusted pre-provision net revenue from continuing operations (non-GAAP) $ 807 $ 747 $ 772 $ 743 $ 713 Diluted EPS from continuing operations attributable to Key common shareholders (GAAP) $0.51 $0.44 $0.44 $0.43 $0.41 Plus: EPS impact of selected items (4) — — — (0.01) — Diluted EPS from continuing operations attributable to Key common shareholders - adjusted (non-GAAP) (5) $ 0.51 $ 0.44 $ 0.44 $ 0.41 $ 0.41 Loan yields excluding impact from hedges(6) Loan yield 5.42 % 5.35 % 5.35 % 5.41 % 5.51 % Less: Loan yield impact of realized hedge gains/(losses) (0.10) % (0.10) % (0.15) % (0.28) % (0.36) % Loan yield excluding impact from hedges 5.52 % 5.45 % 5.50 % 5.69 % 5.87 % (1) Net of capital surplus; (2) Under the current applicable regulatory capital rules, Key has made the AOCI opt out election, which enables us to exclude components of AOCI from regulatory capital, notably the AOCI relative to securities and pension.
October 20, 2026 earnings presentation, quarterly loan yields and hedge reconciliation · Filed 20/10/2026
Marked CET1 ratio is a non-GAAP measure and is calculated based on Common Equity Tier 1 capital, inclusive of the AOCI impact from securities and pension, divided by risk weighted assets; (3) Amounts and ratios as of September 30, 2026 are estimated; (4) See slide 19 for breakout of "Selected Items Impact on Earnings"; (5) Earnings per share may not foot due to rounding; (6) Loan Yields Excluding Impact from Hedges is a non-GAAP metric and is calculated by excluding losses realized on derivatives which hedge the interest rate risk of our loans.
October 20, 2026 earnings presentation, marked capital and loan-yield definitions · Filed 20/10/2026
Annualized Data. Certain returns, yields, performance ratios, or quarterly growth rates are presented on an “annualized” basis.
October 20, 2026 earnings presentation, annualization convention · Filed 20/10/2026
$ in millions, excluding per share metrics From continuing operations, unless otherwise noted Reported QoQ Δ YoY Δ EPS $0.51 16 % 24 % Net interest income(1),(2) $1,308 4 % 10 % Noninterest income $744 5 % 6 % Revenue(1),(2) $2,052 4 % 8 % Noninterest expense $1,245 2 % 5 % Provision for credit losses $61 (34) % (43) % CET1(4) 11.1% ~(10) bps ~(70) bps Cash efficiency ratio(1) 60.6% (129) bps (154) bps ROTCE(1) 15.1% 222 bps 260 bps Tangible book value per common share $12.35 (9) % (8) % • EPS of $0.51, up 24% YoY • Record revenue of $2.04Bn, up 8% YoY; Taxable-equivalent revenue(1) of $2.05Bn ◦ Net interest income(1) up 10% YoY and 4% QoQ ◦ NIM(2) of 2.95%, up 20 bps YoY and 6 bps QoQ ◦ Noninterest income up 6% YoY, driven by strong growth across priority fee-based businesses • Noninterest expenses up 5% YoY, excluding a select item in 3Q25(3) • NCOs of 32 bps, down 10 bps both YoY and QoQ ◦ Provision for credit losses of $61MM; reserve release of $28MM • CET1 ratio of 11.1%(4) ◦ Marked CET1 ratio of 9.0%(1),(4) • ROTCE(1) of 15.1%, up 260 bps YoY • Repurchased $320MM of common stock (1) Non-GAAP measure: see appendix for reconciliation; (2) Taxable-equivalent basis; (3) Reflects comparison of adjusted metrics.
October 20, 2026 earnings presentation, third-quarter outcomes and reserve release · Filed 20/10/2026
• Average deposits up $3.6Bn (+2.4%), driven by: ◦ Growth in demand deposits (+2.9%) and money market deposits (+2.7%), as well as an increase in noninterest-bearing deposits (+1.6%) • Total deposit costs increased by 3 bps, with total interest-bearing deposit costs increasing 3 bps to 2.04% 37% 16%6% 28% 10% 3% Treasury / other • Client deposits up 1.6% year-over-year and 1.9% sequentially • Noninterest-bearing deposits were 19% of total deposits, or 24% including hybrids • Commercial deposit balances driven by relationship clients ◦ 81% of balances within an operating account ◦ 95% from clients with an operating account • Loan-to-deposit ratio: 74%(3) 42% 29% 19% 8% 3% Time deposits Savings Noninterest- bearing IB demand Consumer ex term products MMDA Managed commercial Indexed commercial Wealth Consumer term products(2) 24% including hybrid accounts $150.4 $150.7 $147.3 $147.6 $151.2 $87.7 $87.7 $87.8 $87.4 $87.4 $58.5 $60.5 $58.9 $58.9 $60.7 1.97% 1.81% 1.65% 1.63% 1.66% Consumer Commercial Other Total Deposit Cost 3Q25 4Q25 1Q26 2Q26 3Q26 3Q26 Product Mix Reflects average deposits 6Delivering Accelerated Client Deposit Growth Note: Graphs may not foot due to rounding (1) Other includes treasury brokered deposits and other deposits; (2) Includes MMDA promos and retail CDs; (3) Represents period-end consolidated total loans and loans held for sale divided by period-end consolidated total deposits Average Deposits $ in billions (1) Versus Prior Quarter Deposit Franchise Highlights 6 3Q26 Interest-Bearing Mix Reflects average deposits
October 20, 2026 earnings presentation, third-quarter deposit relationships, pricing and definitions · Filed 20/10/2026
Income (loss) from continuing operations attributable to Key common shareholders
$
.51
$
.44
$
.41
$
1.39
$
1.09
Income (loss) from discontinued operations, net of taxes
—
—
—
—
—
Net income (loss) attributable to Key common shareholders (a)
.51
.44
$
.41
1.39
1.09
Cash dividends declared per common share
$
.205
$
.205
$
.205
$
.615
$
.615
Weighted-average common shares outstanding (000)
1,054,951
1,071,229
1,100,830
1,070,808
1,099,520
Effect of common share options and other stock awards (b)
9,315
8,779
9,845
9,395
8,864
Weighted-average common shares and potential common shares outstanding (000) (c)
1,064,266
1,080,008
1,110,675
1,080,203
1,108,384
(a)Earnings per share may not foot due to rounding.
October 20, 2026 financial statements, dividends and weighted-average shares · Filed 20/10/2026
(b)For periods ended in a loss from continuing operations attributable to Key common shareholders, anti-dilutive instruments have been excluded from the calculation of diluted earnings per share.
October 20, 2026 financial statements, anti-dilution footnote · Filed 20/10/2026
(c)Assumes conversion of common share options and other stock awards and/or convertible preferred stock, as applicable.
October 20, 2026 financial statements, diluted-share denominator footnote · Filed 20/10/2026
