filings.toolsCover and table of contents
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Cover and table of contents
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
FORM 10-Q
☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 2023
or
☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
Commission File Number 001-11302
KeyCorp
Exact name of registrant as specified in its charter:
| Ohio | 34-6542451 | ||||
| State or other jurisdiction of incorporation or organization: | I.R.S. Employer Identification Number: |
| 127 Public Square, | Cleveland, | Ohio | 44114-1306 | ||||||||
| Address of principal executive offices: | Zip Code: |
(216) 689-3000
Registrant’s telephone number, including area code:
SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||
| Common Shares, $1 par value | KEY | New York Stock Exchange | ||||||
| Depositary Shares (each representing a 1/40th interest in a share of Fixed-to-Floating Rate | KEY PrI | New York Stock Exchange | ||||||
| Perpetual Non-Cumulative Preferred Stock, Series E) | ||||||||
| Depositary Shares (each representing a 1/40th interest in a share of Fixed Rate Perpetual Non- | KEY PrJ | New York Stock Exchange | ||||||
| Cumulative Preferred Stock, Series F) | ||||||||
| Depositary Shares (each representing a 1/40th interest in a share of Fixed Rate Perpetual Non- | KEY PrK | New York Stock Exchange | ||||||
| Cumulative Preferred Stock, Series G) | ||||||||
| Depositary Shares (each representing a 1/40th interest in a share of Fixed Rate Reset Perpetual Non- | KEY PrL | New York Stock Exchange | ||||||
| Cumulative Preferred Stock, Series H) |
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
| Large accelerated filer | ☒ | Accelerated filer | ☐ | Non-accelerated filer | ☐ | ||||||||||||
| Smaller reporting company | ☐ | Emerging growth company | ☐ |
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒
Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.
| Common Shares with a par value of $1 each | 935,264,442 shares | ||||
| Title of class | Outstanding at May 2, 2023 |
KEYCORP
TABLE OF CONTENTS
PART I. FINANCIAL INFORMATION
| PART II. OTHER INFORMATION | ||||||||
| Item 1. | Legal Proceedings | 93 | ||||||
| Item 1A. | Risk Factors | 93 | ||||||
| Item 2. | Unregistered Sales of Equity Securities and Use of Proceeds | 94 | ||||||
| Item 5. | Other Information | 94 | ||||||
| Item 6. | Exhibits | 95 | ||||||
| Signature | 96 |
PART I. FINANCIAL INFORMATION
Next: Item 2. Management’s Discussion & Analysis of Financial Condition & Results of Operations