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8-K

Keycorp /New/ (KEY)

8-K 2021-04-20 For: 2021-04-20
View Original
Added on April 10, 2026

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)<br><br>of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): April 20, 2021

KeyCorp

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(Exact name of registrant as specified in its charter)

Ohio 001-11302 34-6542451
State or other jurisdiction of incorporation or organization: Commission File Number I.R.S. Employer Identification Number: 127 Public Square, Cleveland, Ohio 44114-1306
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Address of principal executive offices: Zip Code:

(216) 689-3000

Registrant’s telephone number, including area code:

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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 Perpetual Non-Cumulative Preferred Stock, Series E) KEY PrI New York Stock Exchange
Depositary Shares (each representing a 1/40th interest in a share of Fixed Rate Perpetual Non-Cumulative Preferred Stock, Series F) KEY PrJ New York Stock Exchange
Depositary Shares (each representing a 1/40th interest in a share of Fixed Rate Perpetual Non-Cumulative Preferred Stock, Series G) KEY PrK New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

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. ☐

Item 2.02     Results of Operations and Financial Condition.

On April 20, 2021, KeyCorp issued a press release announcing its financial results for the three-month period ended March 31, 2021 (the “Press Release”), and posted on its website its first quarter 2021 Supplemental Information Package (the “Supplemental Information Package”). The Press Release and Supplemental Information Package are being furnished as Exhibit 99.1 and Exhibit 99.2, respectively.

The information in the preceding paragraph, as well as Exhibit 99.1 and Exhibit 99.2 referenced therein, shall not be deemed “filed” for purposes of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), nor shall it be incorporated by reference in any filing under the Securities Act of 1933, as amended (the “Securities Act”).

KeyCorp’s Consolidated Balance Sheets and Consolidated Statements of Income (collectively, the “Financial Statements”), included as part of the Press Release, are filed as Exhibit 99.3 to this report. Exhibit 99.3 is deemed “filed” for purposes of Section 18 of the Exchange Act and, therefore, may be incorporated by reference in filings under the Securities Act.

Item 9.01     Financial Statements and Exhibits.

(d)    Exhibits

The following exhibits are furnished, or filed in the case of Exhibit 99.3, herewith:

99.1    Press Release, dated April 20, 2021, announcing financial results for the three-month period ended March 31, 2021

99.2    Supplemental Information Package reviewed during the conference call and webcast.

99.3    Financial Statements.

104    Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
KEYCORP
(Registrant)
Date: April 20, 2021 /s/ Douglas M. Schosser
By: Douglas M. Schosser
Chief Accounting Officer

Document

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KEYCORP REPORTS RECORD FIRST QUARTER 2021 NET INCOME OF $591 MILLION,

OR $.61 PER DILUTED COMMON SHARE

Positive operating leverage compared to the year-ago quarter

Record first quarter revenue, up 19% from year-ago quarter, driven by broad-based strength in fees

Strong credit quality: nonperforming loans and net charge-offs down from prior quarter

Returned capital to shareholders: repurchased $135 million in common shares

Successful launch of Laurel Road for Doctors: expands digital reach nationally for medical professionals

CLEVELAND, April 20, 2021 - KeyCorp (NYSE: KEY) today announced net income from continuing operations attributable to Key common shareholders of $591 million, or $.61 per diluted common share for the first quarter of 2021. This compared to $549 million, or $.56 per diluted common share, for the fourth quarter of 2020 and $118 million, or $.12 per diluted common share, for the first quarter of 2020.

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KeyCorp Reports First Quarter 2021 Profit

April 20, 2021

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Selected Financial Highlights
dollars in millions, except per share data Change 1Q21 vs.
1Q21 4Q20 1Q20 4Q20 1Q20
Income (loss) from continuing operations attributable to Key common shareholders $ 591 $ 549 $ 118 7.7 % 400.8 %
Income (loss) from continuing operations attributable to Key common shareholders per common share — assuming dilution .61 .56 .12 8.9 408.3
Return on average tangible common equity from continuing operations (a) 18.25 % 16.61 % 3.82 % N/A N/A
Return on average total assets from continuing operations 1.44 1.35 .40 N/A N/A
Common Equity Tier 1 ratio (b) 9.8 9.7 8.9 N/A N/A
Book value at period end $ 16.22 $ 16.53 $ 15.95 (1.9) % 1.7 %
Net interest margin (TE) from continuing operations 2.61 % 2.70 % 3.01 % N/A N/A

(a)The table entitled “GAAP to Non-GAAP Reconciliations” in the attached financial supplement presents the computations of certain financial measures related to “Return on average tangible common equity from continuing operations.” The table reconciles the GAAP performance measures to the corresponding non-GAAP measures, which provides a basis for period-to-period comparisons.

(b)March 31, 2021 ratio is estimated.

TE = Taxable Equivalent, N/A = Not Applicable

INCOME STATEMENT HIGHLIGHTS
Revenue
dollars in millions Change 1Q21 vs.
1Q21 4Q20 1Q20 4Q20 1Q20
Net interest income (TE) $ 1,012 $ 1,043 $ 989 (3.0) % 2.3 %
Noninterest income 738 802 477 (8.0) 54.7
Total revenue $ 1,750 $ 1,845 $ 1,466 (5.1) % 19.4 %

TE = Taxable Equivalent

Taxable-equivalent net interest income was $1.0 billion for the first quarter of 2021, compared to taxable-equivalent net interest income of $989 million for the first quarter of 2020. The increase in net interest income reflects higher earning asset balances and loan fees, partially offset by a lower net interest margin. The net interest margin was impacted by lower interest rates and a change in balance sheet mix, including elevated levels of liquidity.

Compared to the fourth quarter of 2020, taxable-equivalent net interest income decreased by $31 million and the net interest margin decreased by 9 basis points. The decrease in both net interest income and the net interest margin reflects lower reinvestment yields, lower loan fees, and an unfavorable balance sheet mix, including elevated levels of liquidity, partly offset by lower interest-bearing deposit costs. Net interest income was also impacted by two fewer days in the first quarter of 2021.

Noninterest Income
dollars in millions Change 1Q21 vs.
1Q21 4Q20 1Q20 4Q20 1Q20
Trust and investment services income $ 133 $ 123 $ 133 8.1 % %
Investment banking and debt placement fees 162 243 116 (33.3) 39.7
Service charges on deposit accounts 73 82 84 (11.0) (13.1)
Operating lease income and other leasing gains 38 39 30 (2.6) 26.7
Corporate services income 64 63 62 1.6 3.2
Cards and payments income 105 97 66 8.2 59.1
Corporate-owned life insurance income 31 38 36 (18.4) (13.9)
Consumer mortgage income 47 43 20 9.3 135.0
Commercial mortgage servicing fees 34 32 18 6.3 88.9
Other income 51 42 (88) 21.4 (158.0)
Total noninterest income $ 738 $ 802 $ 477 (8.0) % 54.7 %

KeyCorp Reports First Quarter 2021 Profit

April 20, 2021

Page 3

Compared to the first quarter of 2020, noninterest income increased by $261 million, primarily driven by a $139 million increase in other income including $92 million of market-related valuation adjustments in the year-ago quarter. Investment banking and debt placement fees increased $46 million from the year-ago period, due to strength in the debt and equity markets. Cards and payments income increased $39 million, due to heightened prepaid card activity. Additionally, investments made in Key's mortgage business continue to drive consumer mortgage income and commercial mortgage servicing fees, which increased $27 million and $16 million, respectively, from the year-ago quarter.

Compared to the fourth quarter of 2020, noninterest income decreased by $64 million. The largest driver of the quarter-over-quarter decrease was a $81 million decrease in investment banking and debt placement fees, partially driven by expected seasonality. Partially offsetting the decrease was a $10 million increase in trust and investment services income and a $8 million increase in cards and payments income.

Noninterest Expense
dollars in millions Change 1Q21 vs.
1Q21 4Q20 1Q20 4Q20 1Q20
Personnel expense $ 624 $ 661 $ 515 (5.6) % 21.2 %
Nonpersonnel expense 447 467 416 (4.3) 7.5
Total noninterest expense $ 1,071 $ 1,128 $ 931 (5.1) % 15.0 %

Key’s noninterest expense was $1.1 billion for the first quarter of 2021, an increase of $140 million from the year-ago period. The increase is primarily related to higher personnel costs of $109 million, reflecting higher incentive and stock-based compensation, attributed to an increase in revenue and stock performance and an increase in employee benefits. Other drivers for the year-over-year increases include payments-related expenses from prepaid card activity incurred in the current period, as well as computer processing expenses.

Compared to the fourth quarter of 2020, noninterest expense decreased $57 million. This was largely due to decreases in severance, incentive and stock-based compensation, and salaries and contract labor. Additionally, other expense decreased $22 million, partially due to lower charitable contributions.

BALANCE SHEET HIGHLIGHTS
Average Loans
dollars in millions Change 1Q21 vs.
1Q21 4Q20 1Q20 4Q20 1Q20
Commercial and industrial (a) $ 52,581 $ 53,562 $ 49,466 (1.8) % 6.3 %
Other commercial loans 18,848 19,174 19,779 (1.7) (4.7)
Total consumer loans 29,299 28,974 26,929 1.1 8.8
Total loans $ 100,728 $ 101,710 $ 96,174 (1.0) % 4.7 %

(a)Commercial and industrial average loan balances include $126 million, $129 million, and $145 million of assets from commercial credit cards at March 31, 2021, December 31, 2020, and March 31, 2020, respectively.

Average loans were $100.7 billion for the first quarter of 2021, an increase of $4.6 billion compared to the first quarter of 2020. Commercial loans increased $2.2 billion, reflecting Key’s participation in the Paycheck Protection Program ("PPP"), partially offset by decreased utilization versus the year-ago period. Consumer loans increased $2.4 billion, driven by strength from Laurel Road and Key's consumer mortgage business.

Compared to the fourth quarter of 2020, average loans decreased by $1.0 billion. Commercial loans declined due to the forgiveness of a portion of PPP loans and lower commercial utilization rates. Consumer loans continue to reflect strength from Key's consumer mortgage business, as well as Laurel Road.

KeyCorp Reports First Quarter 2021 Profit

April 20, 2021

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Average Deposits
dollars in millions Change 1Q21 vs.
1Q21 4Q20 1Q20 4Q20 1Q20
Non-time deposits $ 132,267 $ 129,529 $ 99,117 2.1 % 33.4 %
Certificates of deposit ($100,000 or more) 2,571 2,983 6,310 (13.8) (59.3)
Other time deposits 2,902 3,209 4,901 (9.6) (40.8)
Total deposits $ 137,740 $ 135,721 $ 110,328 1.5 % 24.8 %
Cost of total deposits .06 % .08 % .62 % N/A N/A

N/A = Not Applicable

Average deposits totaled $137.7 billion for the first quarter of 2021, an increase of $27.4 billion compared to the year-ago quarter, reflecting growth from consumer and commercial relationships, partially offset by a decline in time deposits as a result of lower interest rates.

Compared to the fourth quarter of 2020, average deposits increased by $2.0 billion, primarily driven by broad-based commercial growth and higher consumer balances.

ASSET QUALITY
dollars in millions Change 1Q21 vs.
1Q21 4Q20 1Q20 4Q20 1Q20
Net loan charge-offs $ 114 $ 135 $ 84 (15.6) % 35.7 %
Net loan charge-offs to average total loans .46 % .53 % .35 % N/A N/A
Nonperforming loans at period end $ 728 $ 785 $ 632 (7.3) 15.2
Nonperforming assets at period end 790 937 844 (15.7) (6.4)
Allowance for loan and lease losses 1,438 1,626 1,359 (11.6) 5.8
Allowance for credit losses 1,616 1,823 1,520 (11.4) 6.3
Allowance for loan and lease losses to nonperforming loans 197.5 % 207.1 % 215.0 % N/A N/A
Allowance for credit losses to nonperforming loans 222.0 232.2 240.5 N/A N/A
Provision for credit losses $ (93) $ 20 $ 359 (565.0) % (125.9) %

N/A = Not Applicable

Key's provision for credit losses was a net benefit of $93 million, including a $207 million reserve release for the first quarter of 2021, compared to an expense of $359 million in the first quarter of 2020 and an expense of $20 million in the fourth quarter of 2020. The reserve release was largely driven by expected improvement in the economic outlook.

Net loan charge-offs for the first quarter of 2021 totaled $114 million, or .46% of average total loans. These results compare to $84 million, or .35%, for the first quarter of 2020 and $135 million, or .53%, for the fourth quarter of 2020. Key’s allowance for credit losses was $1.6 billion, or 1.60% of total period-end loans at March 31, 2021, compared to 1.47% at March 31, 2020, and 1.80% at December 31, 2020.

At March 31, 2021, Key’s nonperforming loans totaled $728 million, which represented .72% of period-end portfolio loans. These results compare to .61% at March 31, 2020, and .78% at December 31, 2020. Nonperforming assets at March 31, 2021, totaled $790 million, and represented .78% of period-end portfolio loans and OREO and other nonperforming assets. These results compare to .82% at March 31, 2020, and .92% at December 31, 2020.

CAPITAL

Key’s estimated risk-based capital ratios included in the following table continued to exceed all “well-capitalized” regulatory benchmarks at March 31, 2021.

KeyCorp Reports First Quarter 2021 Profit

April 20, 2021

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Capital Ratios
3/31/2021 12/31/2020 3/31/2020
Common Equity Tier 1 (a) 9.8 % 9.7 % 8.9 %
Tier 1 risk-based capital (a) 11.2 11.1 10.2
Total risk based capital (a) 13.4 13.4 12.2
Tangible common equity to tangible assets (b) 7.5 7.9 8.3
Leverage (a) 8.9 8.9 9.8

(a)March 31, 2021 ratio is estimated and reflects Key's election to adopt the CECL optional transition provision.

(b)The table entitled “GAAP to Non-GAAP Reconciliations” in the attached financial supplement presents the computations of certain financial measures related to “tangible common equity.” The table reconciles the GAAP performance measures to the corresponding non-GAAP measures, which provides a basis for period-to-period comparisons.

Key's capital position remained strong in the first quarter of 2021. As shown in the preceding table, at March 31, 2021, Key’s estimated Common Equity Tier 1 and Tier 1 risk-based capital ratios stood at 9.8% and 11.2%, respectively. Key's tangible common equity ratio was 7.5% at March 31, 2021.

Key has elected the CECL phase-in option provided by regulatory guidance which delays for two years the estimated impact of CECL on regulatory capital and phases it in over three years beginning in 2022. On a fully phased-in basis, Key's Common Equity Tier 1 ratio would be reduced by 25 basis points.

Summary of Changes in Common Shares Outstanding
in thousands Change 1Q21 vs.
1Q21 4Q20 1Q20 4Q20 1Q20
Shares outstanding at beginning of period 975,773 976,205 977,189 (.1) %
Open market repurchases and return of shares under employee compensation plans (9,277) (1,092) (7,862) 749.5 18.0
Shares issued under employee compensation plans (net of cancellations) 6,091 660 5,992 822.9 % 1.7
Shares outstanding at end of period 972,587 975,773 975,319 (.3) (.3) %

N/M = Not Meaningful

Consistent with Key's 2020 Capital Plan, during the first quarter of 2021, Key declared a dividend of $.185 per common share. In January, Key announced a new share repurchase authorization program of up to $900 million, applicable through September 30, 2021. During the first quarter, Key completed $135 million of common share repurchases.

LINE OF BUSINESS RESULTS

The following table shows the contribution made by each major business segment to Key’s taxable-equivalent revenue from continuing operations and income (loss) from continuing operations attributable to Key for the periods presented. For more detailed financial information pertaining to each business segment, see the tables at the end of this release.

KeyCorp Reports First Quarter 2021 Profit

April 20, 2021

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Major Business Segments
dollars in millions Change 1Q21 vs.
1Q21 4Q20 1Q20 4Q20 1Q20
Revenue from continuing operations (TE)
Consumer Bank $ 864 $ 896 $ 810 (3.6) % 6.7 %
Commercial Bank 858 922 641 (6.9) 33.9
Other (a) 28 27 15 3.7 86.7
Total $ 1,750 $ 1,845 $ 1,466 (5.1) % 19.4 %
Income (loss) from continuing operations attributable to Key
Consumer Bank $ 217 $ 225 $ 103 (3.6) % 110.7 %
Commercial Bank 383 310 66 23.5 480.3
Other (a) 18 40 (24) (55.0) N/M
Total $ 618 $ 575 $ 145 7.5 % 326.2 %

(a)Other includes other segments that consists of corporate treasury, our principal investing unit, and various exit portfolios as well as reconciling items which primarily represents the unallocated portion of nonearning assets of corporate support functions. Charges related to the funding of these assets are part of net interest income and are allocated to the business segments through noninterest expense. Reconciling items also includes intercompany eliminations and certain items that are not allocated to the business segments because they do not reflect their normal operations.

TE = Taxable Equivalent, N/M = Not Meaningful

Consumer Bank
dollars in millions Change 1Q21 vs.
1Q21 4Q20 1Q20 4Q20 1Q20
Summary of operations
Net interest income (TE) $ 607 $ 638 $ 581 (4.9) % 4.5 %
Noninterest income 257 258 229 (.4) 12.2
Total revenue (TE) 864 896 810 (3.6) 6.7
Provision for credit losses (23) (5) 136 (360.0) (116.9)
Noninterest expense 601 606 539 (.8) 11.5
Income (loss) before income taxes (TE) 286 295 135 (3.1) 111.9
Allocated income taxes (benefit) and TE adjustments 69 70 32 (1.4) 115.6
Net income (loss) attributable to Key $ 217 $ 225 $ 103 (3.6) % 110.7 %
Average balances
Loans and leases $ 39,249 $ 39,448 $ 33,175 (.5) % 18.3 %
Total assets 42,476 42,666 36,415 (.4) 16.6
Deposits 85,033 82,845 73,133 2.6 16.3
Assets under management at period end $ 45,218 $ 44,140 $ 36,189 2.4 % 24.9 %

TE = Taxable Equivalent

KeyCorp Reports First Quarter 2021 Profit

April 20, 2021

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Additional Consumer Bank Data
dollars in millions Change 1Q21 vs.
1Q21 4Q20 1Q20 4Q20 1Q20
Noninterest income
Trust and investment services income $ 101 $ 95 $ 93 6.3 % 8.6 %
Service charges on deposit accounts 39 49 55 (20.4) (29.1)
Cards and payments income 54 54 49 10.2
Consumer mortgage income 47 43 20 9.3 135.0
Other noninterest income 16 17 12 (5.9) 33.3
Total noninterest income $ 257 $ 258 $ 229 (.4) % 12.2 %
Average deposit balances
NOW and money market deposit accounts $ 54,684 $ 53,045 $ 45,569 3.1 % 20.0 %
Savings deposits 5,878 5,407 4,345 8.7 35.3
Certificates of deposit ($100,000 or more) 2,424 2,801 5,587 (13.5) (56.6)
Other time deposits 2,888 3,187 4,869 (9.4) (40.7)
Noninterest-bearing deposits 19,159 18,406 12,763 4.1 50.1
Total deposits $ 85,033 $ 82,845 $ 73,133 2.6 16.3 %
Home equity loans
Average balance $ 9,234 $ 9,360 $ 10,093
Combined weighted-average loan-to-value ratio (at date of origination) 69 % 69 % 70 %
Percent first lien positions 68 66 62
Other data
Branches 1,068 1,073 1,082
Automated teller machines 1,368 1,386 1,398

Consumer Bank Summary of Operations (1Q21 vs. 1Q20)

•Net income attributable to Key of $217 million for the first quarter of 2021, compared to $103 million for the year-ago quarter

•Taxable-equivalent net interest income increased by $26 million, or 4.5%, compared to the first quarter of 2020, driven by strong balance sheet growth and fees related to PPP loans, partially offset by the lower interest rate environment

•Average loans and leases increased $6.1 billion, or 18.3%, driven by benefit from the PPP, as well as growth from Laurel Road and consumer mortgage

•Average deposits increased $11.9 billion, or 16.3%, from the first quarter of 2020. This was driven by consumer stimulus payments and relationship growth

•Provision for credit losses decreased $159 million compared to the first quarter of 2020. The provision for credit losses was a net benefit and was driven by expected improvements in economic conditions and continued strength in client credit quality

•Noninterest income increased $28 million, or 12.2%, from the year ago quarter, due to higher trust and investment services income, and strength in consumer mortgage income

•Noninterest expense increased $62 million, or 11.5%, from the year ago quarter, driven by higher variable compensation from significantly favorable revenue and higher variable expenses related to higher loan volumes

KeyCorp Reports First Quarter 2021 Profit

April 20, 2021

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Commercial Bank
dollars in millions Change 1Q21 vs.
1Q21 4Q20 1Q20 4Q20 1Q20
Summary of operations
Net interest income (TE) $ 411 $ 420 $ 421 (2.1) % (2.4) %
Noninterest income 447 502 220 (11.0) 103.2
Total revenue (TE) 858 922 641 (6.9) 33.9
Provision for credit losses (67) 44 222 (252.3) (130.2)
Noninterest expense 443 498 362 (11.0) 22.4
Income (loss) before income taxes (TE) 482 380 57 26.8 745.6
Allocated income taxes and TE adjustments 99 70 (9) 41.4 N/M
Net income (loss) attributable to Key $ 383 $ 310 $ 66 23.5 % 480.3 %
Average balances
Loans and leases $ 60,885 $ 61,680 $ 62,104 (1.3) % (2.0) %
Loans held for sale 1,237 1,285 1,607 (3.7) (23.0)
Total assets 70,114 70,969 71,410 (1.2) (1.8)
Deposits 51,894 52,489 36,443 (1.1) % 42.4 %

TE = Taxable Equivalent, N/M = Not Meaningful

Additional Commercial Bank Data
dollars in millions Change 1Q21 vs.
1Q21 4Q20 1Q20 4Q20 1Q20
Noninterest income
Trust and investment services income $ 32 $ 28 $ 39 14.3 % (17.9)
Investment banking and debt placement fees 162 243 116 (33.3) 39.7 %
Operating lease income and other leasing gains 38 39 30 (2.6) 26.7
Corporate services income 56 55 58 1.8 (3.4)
Service charges on deposit accounts 33 32 29 3.1 13.8
Cards and payments income 51 43 17 18.6 200.0
Payments and services income 140 130 104 7.7 34.6
Commercial mortgage servicing fees 34 32 18 6.3 88.9
Other noninterest income 41 30 (87) 36.7 147.1
Total noninterest income $ 447 $ 502 $ 220 (11.0) % 103.2 %

N/M = Not Meaningful

Commercial Bank Summary of Operations (1Q21 vs. 1Q20)

•Net income attributable to Key of $383 million for the first quarter of 2021, compared to $66 million for the year-ago quarter

•Taxable-equivalent net interest income decreased by $10 million, compared to the first quarter of 2020, as the lower interest rate environment offset fees related to PPP loans

•Average loan and lease balances decreased $1.2 billion, compared to the first quarter of 2020 as lower utilization offset PPP loans

•Average deposit balances increased $15.5 billion, or 42.4%, compared to the first quarter of 2020, driven by growth in targeted relationships and the impact of government programs

•Provision for credit losses decreased $289 million compared to the first quarter of 2020. The provision for credit losses was a net benefit and was driven by expected improvements in economic conditions

•Noninterest income increased $227 million, from the year-ago quarter, driven by favorable market-related adjustments to customer derivatives compared to detriments in 2020, increased investment banking client activity, and higher cards and payments income related to prepaid card revenue

•Noninterest expense increased by $81 million, or 22.4%, from the first quarter of 2020, driven by higher variable compensation from significantly favorable revenue and elevated variable expenses related to prepaid card

KeyCorp Reports First Quarter 2021 Profit

April 20, 2021

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*******************************************

KeyCorp's roots trace back 190 years to Albany, New York. Headquartered in Cleveland, Ohio, Key is one of the nation’s largest bank-based financial services companies, with assets of approximately $176.2 billion at March 31, 2021.

Key provides deposit, lending, cash management, and investment services to individuals and businesses in 15 states under the name KeyBank National Association through a network of more than 1,000 branches and approximately 1,400 ATMs. Key also provides a broad range of sophisticated corporate and investment banking products, such as merger and acquisition advice, public and private debt and equity, syndications and derivatives to middle market companies in selected industries throughout the United States under the KeyBanc Capital Markets trade name. For more information, visit https://www.key.com/. KeyBank is Member FDIC.

KeyCorp Reports First Quarter 2021 Profit

April 20, 2021

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CONTACTS:
ANALYSTS MEDIA
Vernon L. Patterson Susan Donlan
216.689.0520 216.471.3133
Vernon_Patterson@KeyBank.com Susan_E_Donlan@KeyBank.com
Melanie S. Kaiser Tracy Pesho
216.689.4545 216.471.2825
Melanie_S_Kaiser@KeyBank.com Tracy_Pesho@KeyBank.com
Halle A. Nichols Twitter: @keybank
216.471.2184
Halle_A_Nichols@KeyBank.com
INVESTOR RELATIONS: KEY MEDIA NEWSROOM:
www.key.com/ir www.key.com/newsroom
This earnings release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements do not relate strictly to historical or current facts. Forward-looking statements usually can be identified by the use of words such as “goal,” “objective,” “plan,” “expect,” “assume,” “anticipate,” “intend,” “project,” “believe,” “estimate,” or other words of similar meaning. Forward-looking statements provide our current expectations or forecasts of future events, circumstances, results, or aspirations. Forward-looking statements, by their nature, are subject to assumptions, risks and uncertainties, many of which are outside of our control. Our actual results may differ materially from those set forth in our forward-looking statements. There is no assurance that any list of risks and uncertainties or risk factors is complete. Factors that could cause Key’s actual results to differ from those described in the forward-looking statements can be found in KeyCorp’s Form 10-K for the year ended December 31, 2020, as well as in KeyCorp’s subsequent SEC filings, all of which have been or will be filed with the Securities and Exchange Commission (the “SEC”) and are or will be available on Key’s website (www.key.com/ir) and on the SEC’s website (www.sec.gov). These factors may include, among others, deterioration of commercial real estate market fundamentals, adverse changes in credit quality trends, declining asset prices, a worsening of the U.S. economy due to financial, political, or other shocks, the extensive regulation of the U.S. financial services industry, and the impact of the COVID-19 global pandemic on us, our clients, our third-party service providers, and the markets. Any forward-looking statements made by us or on our behalf speak only as of the date they are made and we do not undertake any obligation to update any forward-looking statement to reflect the impact of subsequent events or circumstances.
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Notes to Editors:

A live Internet broadcast of KeyCorp’s conference call to discuss quarterly results and currently anticipated earnings trends and to answer analysts’ questions can be accessed through the Investor Relations section at https://www.key.com/ir at 10:00 a.m. ET, on Tuesday, April 20, 2021. A replay of the call will be available through April 29, 2021.

For up-to-date company information, media contacts, and facts and figures about Key’s lines of business, visit our Media Newsroom at https://www.key.com/newsroom.

*****

KeyCorp Reports First Quarter 2021 Profit

April 20, 2021

Page 11

KeyCorp

First Quarter 2021

Financial Supplement

Page
12 Financial Highlights
14 GAAP to Non-GAAP Reconciliation
16 Consolidated Balance Sheets
17 Consolidated Statements of Income
18 Consolidated Average Balance Sheets, and Net Interest Income and Yields/Rates From Continuing Operations
19 Noninterest Expense
19 Personnel Expense
20 Loan Composition
20 Loans Held for Sale Composition
20 Summary of Changes in Loans Held for Sale
21 Summary of Loan and Lease Loss Experience From Continuing Operations
22 Asset Quality Statistics From Continuing Operations
22 Summary of Nonperforming Assets and Past Due Loans From Continuing Operations
22 Summary of Changes in Nonperforming Loans From Continuing Operations
23 Line of Business Results

KeyCorp Reports First Quarter 2021 Profit

April 20, 2021

Page 12

Financial Highlights
(dollars in millions, except per share amounts)
Three months ended
3/31/2021 12/31/2020 3/31/2020
Summary of operations
Net interest income (TE) $ 1,012 $ 1,043 $ 989
Noninterest income 738 802 477
Total revenue (TE) 1,750 1,845 1,466
Provision for credit losses (93) 20 359
Noninterest expense 1,071 1,128 931
Income (loss) from continuing operations attributable to Key 618 575 145
Income (loss) from discontinued operations, net of taxes 4 7 1
Net income (loss) attributable to Key 622 582 146
Income (loss) from continuing operations attributable to Key common shareholders 591 549 118
Income (loss) from discontinued operations, net of taxes 4 7 1
Net income (loss) attributable to Key common shareholders 595 556 119
Per common share
Income (loss) from continuing operations attributable to Key common shareholders $ .61 $ .57 $ .12
Income (loss) from discontinued operations, net of taxes .01
Net income (loss) attributable to Key common shareholders (a) .62 .57 .12
Income (loss) from continuing operations attributable to Key common shareholders — assuming dilution .61 .56 .12
Income (loss) from discontinued operations, net of taxes — assuming dilution .01
Net income (loss) attributable to Key common shareholders — assuming dilution (a) .61 .57 .12
Cash dividends declared .185 .185 .185
Book value at period end 16.22 16.53 15.95
Tangible book value at period end 13.30 13.61 12.98
Market price at period end 19.98 16.41 10.37
Performance ratios
From continuing operations:
Return on average total assets 1.44 % 1.35 % .40 %
Return on average common equity 14.98 13.65 3.10
Return on average tangible common equity (b) 18.25 16.61 3.82
Net interest margin (TE) 2.61 2.70 3.01
Cash efficiency ratio (b) 60.3 60.3 62.3
From consolidated operations:
Return on average total assets 1.45 % 1.36 % .40 %
Return on average common equity 15.08 13.82 3.12
Return on average tangible common equity (b) 18.37 16.82 3.86
Net interest margin (TE) 2.60 2.69 3.00
Loan to deposit (c) 73.1 76.5 92.1
Capital ratios at period end
Key shareholders’ equity to assets 10.0 % 10.6 % 11.1 %
Key common shareholders’ equity to assets 9.0 9.5 10.0
Tangible common equity to tangible assets (b) 7.5 7.9 8.3
Common Equity Tier 1 (d) 9.8 9.7 8.9
Tier 1 risk-based capital (d) 11.2 11.1 10.2
Total risk-based capital (d) 13.4 13.4 12.2
Leverage (d) 8.9 8.9 9.8
Asset quality — from continuing operations
Net loan charge-offs $ 114 $ 135 $ 84
Net loan charge-offs to average loans .46 % .53 % .35 %
Allowance for loan and lease losses $ 1,438 $ 1,626 $ 1,359
Allowance for credit losses 1,616 1,823 1,520
Allowance for loan and lease losses to period-end loans 1.42 % 1.61 % 1.32 %
Allowance for credit losses to period-end loans 1.60 1.80 1.47
Allowance for loan and lease losses to nonperforming loans 197.5 207.1 215.0
Allowance for credit losses to nonperforming loans 222.0 232.2 240.5
Nonperforming loans at period-end $ 728 $ 785 $ 632
Nonperforming assets at period-end 790 937 844
Nonperforming loans to period-end portfolio loans .72 % .78 % .61 %
Nonperforming assets to period-end portfolio loans plus OREO and other nonperforming assets .78 .92 .82
Trust assets
Assets under management $ 45,218 $ 44,140 $ 36,189
Other data
Average full-time equivalent employees 17,086 17,029 16,529
Branches 1,068 1,073 1,082
Taxable-equivalent adjustment $ 7 $ 8 $ 8

KeyCorp Reports First Quarter 2021 Profit

April 20, 2021

Page 13

(a)Earnings per share may not foot due to rounding.

(b)The following table entitled “GAAP to Non-GAAP Reconciliations” presents the computations of certain financial measures related to “tangible common equity” and “cash efficiency.” The table reconciles the GAAP performance measures to the corresponding non-GAAP measures, which provides a basis for period-to-period comparisons.

(c)Represents period-end consolidated total loans and loans held for sale divided by period-end consolidated total deposits.

(d)March 31, 2021, ratio is estimated and reflects Key's election to adopt the CECL optional transition provision.

KeyCorp Reports First Quarter 2021 Profit

April 20, 2021

Page 14

GAAP to Non-GAAP Reconciliations

(dollars in millions)

The table below presents certain non-GAAP financial measures related to “tangible common equity,” “return on average tangible common equity,” “pre-provision net revenue," and “cash efficiency ratio."

The tangible common equity ratio and the return on average tangible common equity ratio have been a focus for some investors, and management believes these ratios may assist investors in analyzing Key’s capital position without regard to the effects of intangible assets and preferred stock.

The table also shows the computation for pre-provision net revenue, which is not formally defined by GAAP. Management believes that eliminating the effects of the provision for credit losses makes it easier to analyze the results by presenting them on a more comparable basis.

The cash efficiency ratio is a ratio of two non-GAAP performance measures. As such, there is no directly comparable GAAP performance measure. The cash efficiency ratio performance measure removes the impact of Key’s intangible asset amortization from the calculation. Management believes this ratio provide greater consistency and comparability between Key’s results and those of its peer banks. Additionally, this ratio is used by analysts and investors as they develop earnings forecasts and peer bank analysis.

Non-GAAP financial measures have inherent limitations, are not required to be uniformly applied, and are not audited. Although these non-GAAP financial measures are frequently used by investors to evaluate a company, they have limitations as analytical tools, and should not be considered in isolation, or as a substitute for analyses of results as reported under GAAP.

Three months ended
3/31/2021 12/31/2020 3/31/2020
Tangible common equity to tangible assets at period-end
Key shareholders’ equity (GAAP) $ 17,634 $ 17,981 $ 17,411
Less: Intangible assets (a) 2,842 2,848 2,894
Preferred Stock (b) 1,856 1,856 1,856
Tangible common equity (non-GAAP) $ 12,936 $ 13,277 $ 12,661
Total assets (GAAP) $ 176,203 $ 170,336 $ 156,197
Less: Intangible assets (a) 2,842 2,848 2,894
Tangible assets (non-GAAP) $ 173,361 $ 167,488 $ 153,303
Tangible common equity to tangible assets ratio (non-GAAP) 7.46 % 7.93 % 8.26 %
Pre-provision net revenue
Net interest income (GAAP) $ 1,005 $ 1,035 $ 981
Plus: Taxable-equivalent adjustment 7 8 8
Noninterest income 738 802 477
Less: Noninterest expense 1,071 1,128 931
Pre-provision net revenue from continuing operations (non-GAAP) $ 679 $ 717 $ 535
Average tangible common equity
Average Key shareholders' equity (GAAP) $ 17,769 $ 17,905 $ 17,216
Less: Intangible assets (average) (c) 2,844 2,855 2,902
Preferred stock (average) 1,900 1,900 1,900
Average tangible common equity (non-GAAP) $ 13,025 $ 13,150 $ 12,414
Return on average tangible common equity from continuing operations
Net income (loss) from continuing operations attributable to Key common shareholders (GAAP) $ 591 $ 549 $ 118
Average tangible common equity (non-GAAP) 13,025 13,150 12,414
Return on average tangible common equity from continuing operations (non-GAAP) 18.25 % 16.61 % 3.82 %
Return on average tangible common equity consolidated
Net income (loss) attributable to Key common shareholders (GAAP) $ 595 $ 556 $ 119
Average tangible common equity (non-GAAP) 13,025 13,150 12,414
Return on average tangible common equity consolidated (non-GAAP) 18.37 % 16.82 % 3.86 %

KeyCorp Reports First Quarter 2021 Profit

April 20, 2021

Page 15

GAAP to Non-GAAP Reconciliations (continued)
(dollars in millions)
Three months ended
3/31/2021 12/31/2020 3/31/2020
Cash efficiency ratio
Noninterest expense (GAAP) $ 1,071 $ 1,128 $ 931
Less: Intangible asset amortization 15 15 17
Adjusted noninterest expense (non-GAAP) $ 1,056 $ 1,113 $ 914
Net interest income (GAAP) $ 1,005 $ 1,035 $ 981
Plus: Taxable-equivalent adjustment 7 8 8
Noninterest income 738 802 477
Total taxable-equivalent revenue (non-GAAP) $ 1,750 $ 1,845 $ 1,466
Cash efficiency ratio (non-GAAP) 60.3 % 60.3 % 62.3 %

(a)For the three months ended March 31, 2021, December 31, 2020, and March 31, 2020, intangible assets exclude $4 million, $4 million, and $6 million, respectively, of period-end purchased credit card receivables.

(b)Net of capital surplus.

(c)For the three months ended March 31, 2021, December 31, 2020, and March 31, 2020, average intangible assets exclude $4 million, $5 million, and $7 million, respectively, of average purchased credit card receivables.

GAAP = U.S. generally accepted accounting principles

KeyCorp Reports First Quarter 2021 Profit

April 20, 2021

Page 16

Consolidated Balance Sheets
(dollars in millions)
3/31/2021 12/31/2020 3/31/2020
Assets
Loans $ 100,926 $ 101,185 $ 103,198
Loans held for sale 2,296 1,583 2,143
Securities available for sale 33,923 27,556 20,807
Held-to-maturity securities 6,857 7,595 9,638
Trading account assets 811 735 795
Short-term investments 15,376 16,194 4,073
Other investments 621 621 679
Total earning assets 160,810 155,469 141,333
Allowance for loan and lease losses (1,438) (1,626) (1,359)
Cash and due from banks 938 1,091 865
Premises and equipment 737 753 791
Goodwill 2,673 2,664 2,664
Other intangible assets 173 188 236
Corporate-owned life insurance 4,296 4,286 4,243
Accrued income and other assets 7,347 6,812 6,604
Discontinued assets 667 699 820
Total assets $ 176,203 170,336 156,197
Liabilities
Deposits in domestic offices:
NOW and money market deposit accounts $ 82,777 $ 80,427 $ 71,005
Savings deposits 6,655 5,913 4,753
Certificates of deposit ($100,000 or more) 2,437 2,733 5,630
Other time deposits 2,782 3,010 4,623
Total interest-bearing deposits 94,651 92,083 86,011
Noninterest-bearing deposits 47,532 43,199 29,293
Total deposits 142,183 135,282 115,304
Federal funds purchased and securities sold under repurchase agreements 281 220 2,444
Bank notes and other short-term borrowings 744 759 4,606
Accrued expense and other liabilities 2,862 2,385 2,700
Long-term debt 12,499 13,709 13,732
Total liabilities 158,569 152,355 138,786
Equity
Preferred stock 1,900 1,900 1,900
Common shares 1,257 1,257 1,257
Capital surplus 6,213 6,281 6,222
Retained earnings 13,166 12,751 12,174
Treasury stock, at cost (5,005) (4,946) (4,956)
Accumulated other comprehensive income (loss) 103 738 814
Key shareholders’ equity 17,634 17,981 17,411
Noncontrolling interests
Total equity 17,634 17,981 17,411
Total liabilities and equity $ 176,203 $ 170,336 $ 156,197
Common shares outstanding (000) 972,587 975,773 975,319

KeyCorp Reports First Quarter 2021 Profit

April 20, 2021

Page 17

Consolidated Statements of Income
(dollars in millions, except per share amounts)
Three months ended
3/31/2021 12/31/2020 3/31/2020
Interest income
Loans $ 889 $ 933 $ 1,026
Loans held for sale 11 11 19
Securities available for sale 130 119 129
Held-to-maturity securities 45 51 62
Trading account assets 5 4 8
Short-term investments 5 4 6
Other investments 2 3 1
Total interest income 1,087 1,125 1,251
Interest expense
Deposits 21 28 169
Federal funds purchased and securities sold under repurchase agreements 6
Bank notes and other short-term borrowings 1 1 5
Long-term debt 60 61 90
Total interest expense 82 90 270
Net interest income 1,005 1,035 981
Provision for credit losses (93) 20 359
Net interest income after provision for credit losses 1,098 1,015 622
Noninterest income
Trust and investment services income 133 123 133
Investment banking and debt placement fees 162 243 116
Service charges on deposit accounts 73 82 84
Operating lease income and other leasing gains 38 39 30
Corporate services income 64 63 62
Cards and payments income 105 97 66
Corporate-owned life insurance income 31 38 36
Consumer mortgage income 47 43 20
Commercial mortgage servicing fees 34 32 18
Other income 51 42 (88)
Total noninterest income 738 802 477
Noninterest expense
Personnel 624 661 515
Net occupancy 76 75 76
Computer processing 73 62 55
Business services and professional fees 50 54 44
Equipment 25 26 24
Operating lease expense 34 35 36
Marketing 26 30 21
Intangible asset amortization 15 15 17
Other expense 148 170 143
Total noninterest expense 1,071 1,128 931
Income (loss) from continuing operations before income taxes 765 689 168
Income taxes 147 114 23
Income (loss) from continuing operations 618 575 145
Income (loss) from discontinued operations, net of taxes 4 7 1
Net income (loss) 622 582 146
Less: Net income (loss) attributable to noncontrolling interests
Net income (loss) attributable to Key $ 622 $ 582 $ 146
Income (loss) from continuing operations attributable to Key common shareholders $ 591 $ 549 $ 118
Net income (loss) attributable to Key common shareholders 595 556 119
Per common share
Income (loss) from continuing operations attributable to Key common shareholders $ .61 $ .57 $ .12
Income (loss) from discontinued operations, net of taxes .01
Net income (loss) attributable to Key common shareholders (a) .62 .57 .12
Per common share — assuming dilution
Income (loss) from continuing operations attributable to Key common shareholders $ .61 $ .56 $ .12
Income (loss) from discontinued operations, net of taxes .01
Net income (loss) attributable to Key common shareholders (a) .61 .57 .12
Cash dividends declared per common share $ .185 $ .185 $ .185
Weighted-average common shares outstanding (000) 964,878 967,987 967,446
Effect of common share options and other stock awards 9,419 8,473 8,664
Weighted-average common shares and potential common shares outstanding (000) (b) 974,297 976,460 976,110

(a)Earnings per share may not foot due to rounding.

(b)Assumes conversion of common share options and other stock awards, as applicable.

KeyCorp Reports First Quarter 2021 Profit

April 20, 2021

Page 18

Consolidated Average Balance Sheets, and Net Interest Income and Yields/Rates From Continuing Operations
(dollars in millions)
First Quarter 2021 Fourth Quarter 2020 First Quarter 2020
Average Yield/ Average Yield/ Average Yield/
Balance Interest (a) Rate (a) Balance Interest (a) Rate (a) Balance Interest (a) Rate (a)
Assets
Loans: (b), (c)
Commercial and industrial (d) $ 52,581 $ 453 3.48 % $ 53,562 $ 477 3.54 % $ 49,466 $ 508 4.13 %
Real estate — commercial mortgage 12,658 114 3.67 12,862 121 3.74 13,548 155 4.60
Real estate — construction 2,048 19 3.75 1,959 19 3.79 1,666 20 4.75
Commercial lease financing 4,142 31 2.99 4,353 32 2.92 4,565 39 3.39
Total commercial loans 71,429 617 3.50 72,736 649 3.55 69,245 722 4.19
Real estate — residential mortgage 9,699 76 3.12 8,968 74 3.29 7,215 68 3.75
Home equity loans 9,282 85 3.73 9,410 91 3.81 10,155 113 4.49
Consumer direct loans 4,817 56 4.72 4,583 56 4.93 3,709 54 5.91
Credit cards 933 24 10.45 973 26 10.57 1,082 31 11.50
Consumer indirect loans 4,568 37 3.30 5,040 45 3.56 4,768 46 3.86
Total consumer loans 29,299 278 3.84 28,974 292 4.01 26,929 312 4.66
Total loans 100,728 895 3.60 101,710 941 3.68 96,174 1,034 4.32
Loans held for sale 1,531 11 2.89 1,621 11 2.76 1,885 19 3.99
Securities available for sale (b), (e) 30,039 130 1.76 28,046 119 1.75 21,172 129 2.49
Held-to-maturity securities (b) 7,188 45 2.53 7,939 51 2.56 9,820 62 2.51
Trading account assets 848 5 2.15 744 4 2.21 1,065 8 2.95
Short-term investments 16,510 5 .13 14,111 4 0.14 1,764 6 1.42
Other investments (e) 614 2 1.40 615 3 1.31 614 1 0.40
Total earning assets 157,458 1,094 2.81 154,786 1,133 2.93 132,494 1,259 3.82
Allowance for loan and lease losses (1,623) (1,715) (1,097)
Accrued income and other assets 16,398 15,861 14,831
Discontinued assets 686 717 838
Total assets $ 172,919 $ 169,649 $ 147,066
Liabilities
NOW and money market deposit accounts $ 81,439 10 .05 $ 80,636 12 .06 $ 66,721 112 .67
Savings deposits 6,203 1 .03 5,737 .03 4,655 1 .05
Certificates of deposit ($100,000 or more) 2,571 6 .96 2,983 9 1.20 6,310 34 2.20
Other time deposits 2,902 4 .57 3,209 7 .80 4,901 22 1.81
Total interest-bearing deposits 93,115 21 .09 92,565 28 .12 82,587 169 .82
Federal funds purchased and securities sold under repurchase agreements 243 .04 220 .04 2,002 6 1.17
Bank notes and other short-term borrowings 878 1 .64 791 1 .73 1,401 5 1.58
Long-term debt (f), (g) 12,831 60 1.93 12,118 61 2.05 12,443 90 2.96
Total interest-bearing liabilities 107,067 82 .31 105,694 90 .34 98,433 270 1.10
Noninterest-bearing deposits 44,625 43,156 27,741
Accrued expense and other liabilities 2,772 2,177 2,838
Discontinued liabilities (g) 686 717 838
Total liabilities 155,150 151,744 129,850
Equity
Key shareholders’ equity 17,769 17,905 17,216
Noncontrolling interests
Total equity 17,769 17,905 17,216
Total liabilities and equity $ 172,919 $ 169,649 $ 147,066
Interest rate spread (TE) 2.50 % 2.59 % 2.72 %
Net interest income (TE) and net interest margin (TE) 1,012 2.61 % 1,043 2.70 % 989 3.01 %
TE adjustment (b) 7 8 8
Net interest income, GAAP basis $ 1,005 $ 1,035 $ 981

(a)Results are from continuing operations. Interest excludes the interest associated with the liabilities referred to in (g) below, calculated using a matched funds transfer pricing methodology.

(b)Interest income on tax-exempt securities and loans has been adjusted to a taxable-equivalent basis using the statutory federal income tax rate of 21% for the three months ended March 31, 2021, December 31, 2020, and March 31, 2020.

(c)For purposes of these computations, nonaccrual loans are included in average loan balances.

(d)Commercial and industrial average balances include $126 million, $129 million, and $145 million of assets from commercial credit cards for the three months ended March 31, 2021, December 31, 2020, and March 31, 2020, respectively.

(e)Yield is calculated on the basis of amortized cost.

(f)Rate calculation excludes basis adjustments related to fair value hedges.

(g)A portion of long-term debt and the related interest expense is allocated to discontinued liabilities as a result of applying Key’s matched funds transfer pricing methodology to discontinued operations.

TE = Taxable Equivalent, GAAP = U.S. generally accepted accounting principles

KeyCorp Reports First Quarter 2021 Profit

April 20, 2021

Page 19

Noninterest Expense
(dollars in millions)
Three months ended
3/31/2021 12/31/2020 3/31/2020
Personnel (a) $ 624 $ 661 $ 515
Net occupancy 76 75 76
Computer processing 73 62 55
Business services and professional fees 50 54 44
Equipment 25 26 24
Operating lease expense 34 35 36
Marketing 26 30 21
Intangible asset amortization 15 15 17
Other expense 148 170 143
Total noninterest expense $ 1,071 $ 1,128 $ 931
Average full-time equivalent employees (b) 17,086 17,029 16,529

(a)Additional detail provided in Personnel Expense table below.

(b)The number of average full-time equivalent employees has not been adjusted for discontinued operations.

Personnel Expense
(in millions)
Three months ended
3/31/2021 12/31/2020 3/31/2020
Salaries and contract labor $ 320 $ 342 $ 316
Incentive and stock-based compensation 196 208 102
Employee benefits 107 89 92
Severance 1 22 5
Total personnel expense $ 624 $ 661 $ 515

KeyCorp Reports First Quarter 2021 Profit

April 20, 2021

Page 20

Loan Composition
(dollars in millions)
Percent change 3/31/2021 vs
3/31/2021 12/31/2020 3/31/2020 12/31/2020 3/31/2020
Commercial and industrial (a) $ 52,486 $ 52,907 $ 55,983 (.8) % (6.2) %
Commercial real estate:
Commercial mortgage 12,702 12,687 13,548 .1 (6.2)
Construction 2,122 1,987 1,710 6.8 24.1
Total commercial real estate loans 14,824 14,674 15,258 1.0 (2.8)
Commercial lease financing (b) 4,104 4,399 4,677 (6.7) (12.3)
Total commercial loans 71,414 71,980 75,918 (.8) (5.9)
Residential — prime loans:
Real estate — residential mortgage 10,300 9,298 7,498 10.8 37.4
Home equity loans 9,158 9,360 10,103 (2.2) (9.4)
Total residential — prime loans 19,458 18,658 17,601 4.3 10.6
Consumer direct loans 4,862 4,714 3,833 3.1 26.8
Credit cards 909 989 1,041 (8.1) (12.7)
Consumer indirect loans 4,283 4,844 4,805 (11.6) (10.9)
Total consumer loans 29,512 29,205 27,280 1.1 8.2
Total loans (c), (d) $ 100,926 $ 101,185 $ 103,198 (.3) % (2.2) %

(a)Loan balances include $126 million, $127 million, and $143 million of commercial credit card balances at March 31, 2021, December 31, 2020, and March 31, 2020, respectively.

(b)Commercial lease financing includes receivables held as collateral for a secured borrowing of $21 million, $23 million, and $14 million at March 31, 2021, December 31, 2020, and March 31, 2020, respectively. Principal reductions are based on the cash payments received from these related receivables.

(c)Total loans exclude loans of $675 million at March 31, 2021, $710 million at December 31, 2020, and $821 million at March 31, 2020, related to the discontinued operations of the education lending business.

(d)Accrued interest of $242 million, $241 million, and $241 million at March 31, 2021, December 31, 2020, and March 31, 2020, respectively, presented in "other assets" on the Consolidated Balance Sheets is excluded from the amortized cost basis disclosed in this table.

Loans Held for Sale Composition
(dollars in millions)
Percent change 3/31/2021 vs
3/31/2021 12/31/2020 3/31/2020 12/31/2020 3/31/2020
Commercial and industrial $ 1,175 $ 249 $ 446 371.9 % 163.5 %
Real estate — commercial mortgage 837 1,014 1,284 (17.5) (34.8)
Commercial lease financing 8 N/M N/M
Real estate — residential mortgage 236 264 152 (10.6) 55.3
Consumer direct loans 48 56 253 (14.3) (81.0)
Total loans held for sale $ 2,296 $ 1,583 $ 2,143 45.0 % 7.1 %

N/M = Not Meaningful

Summary of Changes in Loans Held for Sale
(in millions)
1Q21 4Q20 3Q20 2Q20 1Q20
Balance at beginning of period $ 1,583 $ 1,724 $ 2,007 $ 2,143 $ 1,334
New originations 4,010 3,835 3,282 3,621 3,333
Transfers from (to) held to maturity, net 83 (24) 75 (15) 200
Loan sales (3,303) (3,932) (3,583) (3,679) (2,649)
Loan draws (payments), net (73) (19) (57) (61) (77)
Valuation adjustments (4) (2) 2
Balance at end of period $ 2,296 $ 1,583 $ 1,724 $ 2,007 $ 2,143

KeyCorp Reports First Quarter 2021 Profit

April 20, 2021

Page 21

Summary of Loan and Lease Loss Experience From Continuing Operations
(dollars in millions)
Three months ended
3/31/2021 12/31/2020 3/31/2020
Average loans outstanding $ 100,728 $ 101,710 $ 96,174
Allowance for loan and lease losses at the end of the prior period $ 1,626 $ 1,730 $ 900
Cumulative effect from change in accounting principle (a) 204
Allowance for loan and lease losses at the beginning of the period 1,626 1,730 1,104
Loans charged off:
Commercial and industrial 73 119 60
Real estate — commercial mortgage 35 1 3
Real estate — construction
Total commercial real estate loans 35 1 3
Commercial lease financing 4 19 2
Total commercial loans 112 139 65
Real estate — residential mortgage
Home equity loans 2 1 4
Consumer direct loans 8 7 12
Credit cards 6 7 11
Consumer indirect loans 7 6 9
Total consumer loans 23 21 36
Total loans charged off 135 160 101
Recoveries:
Commercial and industrial 8 15 5
Real estate — commercial mortgage 1 1
Real estate — construction
Total commercial real estate loans 1 1
Commercial lease financing 1
Total commercial loans 10 15 6
Real estate — residential mortgage 1
Home equity loans 1 1 2
Consumer direct loans 2 1 2
Credit cards 2 2 2
Consumer indirect loans 5 6 5
Total consumer loans 11 10 11
Total recoveries 21 25 17
Net loan charge-offs (114) (135) (84)
Provision (credit) for loan and lease losses (74) 31 339
Allowance for loan and lease losses at end of period $ 1,438 $ 1,626 $ 1,359
Liability for credit losses on lending-related commitments at the end of the prior period $ 197 $ 208 $ 68
Liability for credit losses on contingent guarantees at the end of the prior period 7
Cumulative effect from change in accounting principle (a), (b) 66
Liability for credit losses on lending-related commitments at beginning of period 197 208 141
Provision (credit) for losses on lending-related commitments (19) (11) 20
Liability for credit losses on lending-related commitments at end of period (c) $ 178 $ 197 $ 161
Total allowance for credit losses at end of period $ 1,616 $ 1,823 $ 1,520
Net loan charge-offs to average total loans .46 % .53 % .35 %
Allowance for loan and lease losses to period-end loans 1.42 1.61 1.32
Allowance for credit losses to period-end loans 1.60 1.80 1.47
Allowance for loan and lease losses to nonperforming loans 197.5 207.1 215.0
Allowance for credit losses to nonperforming loans 222.0 232.2 240.5
Discontinued operations — education lending business:
Loans charged off $ 1 1 $ 2
Recoveries 1 2 1
Net loan charge-offs $ 1 $ (1)

(a)The cumulative effect from change in accounting principle relates to the January 1, 2020, adoption of ASU 2016-13.

(b)Three months ended March 31, 2020, excludes $4 million related to the provision for other financial assets as a result of the change in accounting principle.

(c)Included in "Accrued expense and other liabilities" on the balance sheet.

KeyCorp Reports First Quarter 2021 Profit

April 20, 2021

Page 22

Asset Quality Statistics From Continuing Operations
(dollars in millions)
1Q21 4Q20 3Q20 2Q20 1Q20
Net loan charge-offs $ 114 $ 135 $ 128 $ 96 $ 84
Net loan charge-offs to average total loans .46 % .53 % .49 % .36 % .35 %
Allowance for loan and lease losses $ 1,438 $ 1,626 $ 1,730 $ 1,708 $ 1,359
Allowance for credit losses (a) 1,616 1,823 1,938 1,906 1,520
Allowance for loan and lease losses to period-end loans 1.42 % 1.61 % 1.68 % 1.61 % 1.32 %
Allowance for credit losses to period-end loans 1.60 1.80 1.88 1.80 1.47
Allowance for loan and lease losses to nonperforming loans 197.5 207.1 207.4 224.7 215.0
Allowance for credit losses to nonperforming loans 222.0 232.2 232.4 250.8 240.5
Nonperforming loans at period end $ 728 $ 785 $ 834 $ 760 $ 632
Nonperforming assets at period end 790 937 1,003 951 844
Nonperforming loans to period-end portfolio loans .72 % .78 % .81 % .72 % .61 %
Nonperforming assets to period-end portfolio loans plus OREO and other nonperforming assets .78 .92 .97 .89 .82

(a)Includes the allowance for loan and lease losses plus the liability for credit losses on lending-related commitments.

Summary of Nonperforming Assets and Past Due Loans From Continuing Operations
(dollars in millions)
3/31/2021 12/31/2020 9/30/2020 6/30/2020 3/31/2020
Commercial and industrial $ 387 $ 385 $ 459 $ 404 $ 277
Real estate — commercial mortgage 66 104 104 91 87
Real estate — construction 1 1 2
Total commercial real estate loans 66 104 105 92 89
Commercial lease financing 8 8 6 9 5
Total commercial loans 461 497 570 505 371
Real estate — residential mortgage 95 110 96 89 89
Home equity loans 148 154 146 141 143
Consumer direct loans 5 5 3 3 4
Credit cards 3 2 2 2 3
Consumer indirect loans 16 17 17 20 22
Total consumer loans 267 288 264 255 261
Total nonperforming loans 728 785 834 760 632
OREO 12 100 105 112 119
Nonperforming loans held for sale 47 49 61 75 89
Other nonperforming assets 3 3 3 4 4
Total nonperforming assets $ 790 $ 937 $ 1,003 $ 951 $ 844
Accruing loans past due 90 days or more 92 86 73 87 128
Accruing loans past due 30 through 89 days 191 241 336 419 393
Restructured loans — accruing and nonaccruing (a) 376 363 306 310 340
Restructured loans included in nonperforming loans (a) 192 229 168 166 172
Nonperforming assets from discontinued operations — education lending business 5 5 6 7 7
Nonperforming loans to period-end portfolio loans .72 % .78 % .81 % .72 % .61 %
Nonperforming assets to period-end portfolio loans plus OREO and other nonperforming assets .78 .92 .97 .89 .82

(a)Restructured loans (i.e., troubled debt restructuring) are those for which Key, for reasons related to a borrower’s financial difficulties, grants a concession to the borrower that it would not otherwise consider. These concessions are made to improve the collectability of the loan and generally take the form of a reduction of the interest rate, extension of the maturity date or reduction in the principal balance.

Summary of Changes in Nonperforming Loans From Continuing Operations
(in millions)
1Q21 4Q20 3Q20 2Q20 1Q20
Balance at beginning of period $ 785 $ 834 $ 760 $ 632 $ 577
Loans placed on nonaccrual status 196 300 387 293 219
Charge-offs (135) (160) (150) (111) (100)
Loans sold (13) (9) (6) (5) (4)
Payments (37) (83) (83) (29) (31)
Transfers to OREO (3) (3) (3)
Transfers to nonperforming loans held for sale
Loans returned to accrual status (65) (94) (74) (20) (26)
Balance at end of period $ 728 $ 785 $ 834 $ 760 $ 632

KeyCorp Reports First Quarter 2021 Profit

April 20, 2021

Page 23

Line of Business Results
(dollars in millions)
Percentage change 1Q21 vs.
1Q21 4Q20 3Q20 2Q20 1Q20 4Q20 1Q20
Consumer Bank
Summary of operations
Total revenue (TE) $ 864 $ 896 $ 864 $ 832 $ 810 (3.6) % 6.7 %
Provision for credit losses (23) (5) (3) 155 136 (360.0) (103.7)
Noninterest expense 601 606 567 552 539 (.8) 11.5
Net income (loss) attributable to Key 217 225 229 96 103 (3.6) 110.7
Average loans and leases 39,249 39,448 38,468 37,291 33,175 (.5) 18.3
Average deposits 85,033 82,845 82,829 79,233 73,133 2.6 16.3
Net loan charge-offs 36 28 23 40 43 28.6 (16.3)
Net loan charge-offs to average total loans .37 % .28 % .24 % .43 % .52 % N/A N/A
Nonperforming assets at period end $ 345 $ 374 $ 353 $ 332 $ 342 (7.8) .9
Return on average allocated equity 25.76 % 25.61 % 26.22 % 11.28 % 12.30 % N/A N/A
Commercial Bank
Summary of operations
Total revenue (TE) $ 858 $ 922 $ 811 $ 867 $ 641 (6.9) % 33.9 %
Provision for credit losses (67) 44 150 326 222 (252.3) (80.2)
Noninterest expense 443 498 447 441 362 (11.0) 22.4
Net income (loss) attributable to Key 383 310 173 96 66 23.5 480.3
Average loans and leases 60,885 61,680 65,928 69,945 62,104 (1.3) (2.0)
Average loans held for sale 1,237 1,285 1,383 2,012 1,607 (3.7) (23.0)
Average deposits 51,894 52,489 51,585 47,954 36,443 (1.1) 42.4
Net loan charge-offs 78 108 104 57 40 (27.8) 95.0
Net loan charge-offs to average total loans .52 % .70 % .63 % .33 % .26 % N/A N/A
Nonperforming assets at period end $ 441 $ 558 $ 645 $ 616 $ 407 (21.0) 8.4
Return on average allocated equity 17.47 % 23.87 % 13.40 % 7.87 % 5.57 % N/A N/A

TE = Taxable Equivalent, N/A = Not Applicable, N/M = Not Meaningful

key-1q21confcallslidesvf

KeyCorp First Quarter 2021 Earnings Review April 20, 2021 Chris Gorman Chairman and Chief Executive Officer Don Kimble Vice Chairman and Chief Financial Officer


FORWARD-LOOKING STATEMENTS AND ADDITIONAL INFORMATION This communication contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 including, but not limited to, KeyCorp’s expectations or predictions of future financial or business performance or conditions. Forward-looking statements are typically identified by words such as “believe,” “seek,” “expect,” “anticipate,” “intend,” “target,” “estimate,” “continue,” “positions,” “plan,” “predict,” “project,” “forecast,” “guidance,” “goal,” “objective,” “prospects,” “possible,” “potential,” “strategy,” “opportunities,” or “trends,” by future conditional verbs such as “assume,” “will,” “would,” “should,” “could” or “may”, or by variations of such words or by similar expressions. These forward-looking statements are based on assumptions that involve risks and uncertainties, which are subject to change based on various important factors (some of which are beyond KeyCorp’s control.) Actual results may differ materially from current projections. Actual outcomes may differ materially from those expressed or implied as a result of the factors described under “Forward-looking Statements” and “Risk Factors” in KeyCorp’s Annual Report on Form 10-K for the year ended December 31, 2020 and in other filings of KeyCorp with the Securities and Exchange Commission (the “SEC”). Such forward-looking statements speak only as of the date they are made, and we undertake no obligation to update any forward-looking statement to reflect events or circumstances after that date or to reflect the occurrence of unanticipated events. For additional information regarding KeyCorp, please refer to our SEC filings available at www.key.com/ir. Annualized, pro forma, projected and estimated numbers are used for illustrative purpose only, are not forecasts and may not reflect actual results. This presentation also includes certain non-GAAP financial measures related to “tangible common equity,” “cash efficiency ratio,” and “pre-provision net revenue.” Although Key has procedures in place to ensure that these measures are calculated using the appropriate GAAP or regulatory components, they have limitations as analytical tools and should not be considered in isolation, or as a substitute for analysis of results under GAAP. For more information on these calculations and to view the reconciliations to the most comparable GAAP measures, please refer to the appendix of this presentation, or page 87 of our Form 10-K dated December 31, 2020. GAAP: Generally Accepted Accounting Principles 2


3 1Q21 Highlights Credit Quality & Capital  Strong credit quality: nonperforming loans, net cha rge-offs, and criticized loans all down from PQ  Strong capital position: CET1 ratio of 9.8% (a) – above targeted range  Returned capital to shareholders: − Repurchased $135 MM common shares (under repurchase authorization of up to $900 MM for 1Q21-3Q21) − Maintained dividend of $.185 per common share in 1Q21 Financial Results  Positive operating leverage compared to the PY, dri ven by record first quarter revenue (+19% YoY) − All-time high first quarter for investment banking and debt placement fees of $162 MM − Consumer mortgage income of $47 MM, up 135% from 1Q20  Strong consumer loan originations − Record $3 B of consumer mortgage funded volume and $475 MM of production from Laurel Road  Return on average tangible common equity of 18.2% i n 1Q21 (a) 3/31/21 ratio is estimated Strategy Execution  Broad-based growth across the franchise − Continued growth in retail households and commercial clients − Raised $13 B capital for commercial clients in 1Q21; <20% retained on balance sheet  Successful launch of national digital bank: Laurel Road for Doctors  Acquired AQN Strategies: leading customer-focused analytics firm underscores commitment to data-driven approach  Balancing physical infrastructure with digital deli very: ~70 branches identified for consolidation


4 Laurel Road for Doctors: Launch of National Digital Healthcare Bank Laurel Road Existing foundation National Digital Bank Launched March 30th, 2021  ■ $4.6 billion of loan originations since acquisition in April 2019 ■ Digital-first lending products and services for healthcare professionals ■ Attractive client segment: ~790 average FICO and $200K weighted average borrower income ■ Primarily student loan refinancing ■ Unique marketing strategy with 30+ strong industry partnerships for client acquisition ■ Bringing together a full set of solutions, expertise, and services to drive value for healthcare professionals ■ Expanded services offered: − Savings − Targeted Credit Card offerings − Financial insights (“doctor dashboard”) − Laurel Road Perks!  Expands Key’s digital reach and consumer franchise nationally through targeted scale Loan Originations 2Q19 3Q19 4Q19 1Q20 2Q20 3Q20 4Q20 1Q21 $4.6 B in loan originations since acquisition


Financial Review 5


Financial Highlights EOP = End of Period (a) Non-GAAP measure: see Appendix for reconciliations (b) 3/31/21 ratios are estimated EPS – assuming dilution $ .61 $ .56 $ .12 9 % 408 % Cash efficiency ratio(a) 60.3 % 60.3 % 62.3 % - (200) bps Return on average tangible common equity(a) 18.2 16.6 3.8 160 bps 1,440 Return on average total assets 1.44 1.35 .40 9 104 Net interest margin 2.61 2.70 3.01 (9) (40) Common Equity Tier 1(b) 9.8 % 9.7 % 8.9 % 10 bps 90 bps Tier 1 risk-based capital(b) 11.2 11.1 10.2 10 100 Tangible common equity to tangible assets(a) 7.5 7.9 8.3 (40) (80) NCOs to average loans .46 % .53 % .35 % (7) bps 11 bps NPLs to EOP portfolio loans .72 .78 .61 (6) 11 Allowance for credit losses to EOP loans 1.60 1.80 1.47 (20) 13 Asset Quality Profitability Continuing operations, unless otherwise noted 1Q21 4Q20 1Q20 LQ ∆ Y/Y ∆ Capital 6


Loans $ in billions vs. Prior Year Total Average Loans Highlights  Average loans up 5% from 1Q20 − Balances reflect $7 B of average PPP balances in 1Q21 − Commercial balances reflect decreased utilization − Consumer loan growth (+9%) driven by consumer mortgage and Laurel Road vs. Prior Quarter  Average loans down 1% from 4Q20 − Commercial balances reflect the forgiveness of PPP loans ($1 B) and lower commercial utilization rates − Consumer loans up 1% reflecting:  Record $3 B funded consumer mortgage volume in 1Q21  $475 MM Laurel Road originations in 1Q21 $ in billions Portfolio Detail $96 4.32% 3.60% 3.00% 4.00% 5.00% 6.00% $60 $70 $80 $90 $100 $110 1Q20 2Q20 3Q20 4Q20 1Q21 Loan yieldTotal average loans $49 $53 1Q20 1Q21 ConsumerC&I $27 $29 1Q20 1Q21 PPP $6 $105 $8 7 $102 $7.5 $101 $7.0


$44.6 $81.4 $6.2 $5.5 0.62% 0.82% 0.00% 0.25% 0.50% 0.75% 1.00% 1.25% 1.50% $0 $20 $40 $60 $80 $100 $120 $140 1Q20 2Q20 3Q20 4Q20 1Q21 Cost of total interest-bearing deposits  Average deposit balances up 1.5% from 4Q20 − Broad-based commercial growth and higher consumer balances − Partially offset by a continued decline in time deposits 1Q21 Average Deposit Mix  Average deposits up 25% from 1Q20 − Growth from consumer and commercial relationships − Partially offset by decline in time deposits as a result of lower interest rates Cost of total deposits CDs and other time deposits Savings Noninterest-bearing NOW and MMDA $ in billions $ in billions vs. Prior Year vs. Prior Quarter Consumer Commercial $110 .09% Average Deposits Highlights $138 .06%  Interest-bearing deposit costs down 3 bps from 4Q20, reflecting the ongoing impact of deposit pricing actions  Strong and stable deposit base − 33% noninterest-bearing(a) − ~60% stable retail and low-cost escrow − 73% loan to deposit ratio(b) (a) Based on period-end balances (b) Represents period-end consolidated total loans and loans held for sale divided by period-end consolidated total deposits x 8 Deposits


3.01% 2.61% 2.0% 2.5% 3.0% 3.5% 4.0% $500 $600 $700 $800 $900 $1,000 $1,100 1Q20 2Q20 3Q20 4Q20 1Q21  Net interest income down $31 MM (-3%) from 4Q20 − Largely reflecting the impact of lower reinvestment yields, lower loan fees, two fewer days in the quarter, and elevated liquidity levels − Partially offset by interest-bearing deposit costs TE = Taxable equivalent Net interest income (TE) Net Interest Margin (TE) Net Interest Income and Margin $ in millions; continuing operations vs. Prior Year vs. Prior Quarter $989 $1,012 Net Interest Income & Net Interest Margin Trend (TE ) Highlights x NIM Change vs. Prior Quarter 4Q20: 2.70% Earning asset yields (.05) Elevated liquidity (.04) Loan fees (.02) Deposit costs .02 Total change (.09) 1Q21: 2.61%  Net interest income up $23 MM (+2%) from 1Q20 − Largely driven by higher earning asset balances and loan fees − Partially offset by a lower net interest margin  Lower NIM driven by the impact from lower interest rates and elevated levels of liquidity 9


 Noninterest income up $261 MM (+55%) from 1Q20 − Record first quarter of investment banking and debt placement fees (+$46 MM) − Investments made in Key’s mortgage business drove higher consumer mortgage income (+$27 MM) − Increase in cards and payments income (+$39 MM) driven by higher prepaid card activity − Other income (+$139 MM) included $92 MM of market-related valuation adjustments in 1Q20 Noninterest Income Noninterest Income  Noninterest income down $64 MM (-8%) from 4Q20 − Lower investment banking and debt placement fees (-$81 MM) compared to all-time high ($243 MM) in 4Q20 − Partially offset by strong trust and investment services income (+$10 MM) and cards and payments income (+$8 MM) vs. Prior Year vs. Prior Quarter Highlights $ in millions up / (down) 1Q21 vs. 1Q20 vs. 4Q20 Trust and investment services income $ 133 $ - $ 10 Investment banking and debt placement fees 162 46 (81) Service charges on deposit accounts 73 (11) (9) Operating lease income and other leasing gains 38 8 (1) Corporate services income 64 2 1 Cards and payments income 105 39 8 Corporate-owned life insurance 31 (5) (7) Consumer mortgage income 47 27 4 Commercial mortgage servicing fees 34 16 2 Other income 51 139 9 Total noninterest income $ 738 $ 261 $ (64) 10


Noninterest Expense vs. Prior Year vs. Prior Quarter Noninterest Expense Highlights $ in millions favorable / (unfavorable) 1Q21 vs. 1Q20 vs. 4Q20 Personnel $ 624 $ (109) $ 37 Net occupancy 76 - (1) Computer processing 73 (18) (11) Business services, professional fees 50 (6) 4 Equipment 25 (1) 1 Operating lease expense 34 2 1 Marketing 26 (5) 4 Intangible asset amortization 15 2 - Other expense 148 (5) 22 Total noninterest expense $ 1,071 $ (140) $ 57  Noninterest expense up $140 MM (+15%) from 1Q20 − Higher personnel expense primarily related to higher incentive (+$58 MM) and stock-based compensation (+$36 MM) and higher employee benefits ($15 MM) − Higher payments-related expense (reported in other expense and largely driven by heightened prepaid activity), as well as higher computer processing expenses  Noninterest expense down $57MM (-5%) from 4Q20 − Lower personnel expense (-$37 MM) primarily related to lower severance and a decrease in incentive and stock-based compensation − Reduced other expense (-$22 MM), primarily driven by lower charitable contributions 11


$84 $359 .35% .00% .20% .40% .60% .80% 1.00% ($100) $0 $100 $200 $300 $400 $500 1Q20 2Q20 3Q20 4Q20 1Q21 $ in millions Credit Quality $ in millions NCOs Provision for credit losses NCOs to avg loans $632 $728 .61% .72% .00% .40% .80% 1.20% 1.60% 2.00% $0 $300 $600 $900 1Q20 2Q20 3Q20 4Q20 1Q21 NPLs NPLs to period-end loans NCO = Net charge-off $1,520 $1,616 241% 222% 100% 150% 200% 250% 300% 350% 400% $0 $500 $1,000 $1,500 $2,000 $2,500 1Q20 2Q20 3Q20 4Q20 1Q21 Allowance for credit losses to NPLs Allowance for credit losses Nonperforming Loans 1Q21 allowance for credit losses to period-end loans of 1.60% (excl. PPP 1.71%) Allowance for Credit Losses (ACL) Net Charge-offs & Provision for Credit Losses $ in millions .46% $(93) $114 12


Common Equity Tier 1 (a)  Strong capital position: CET1 ratio 9.8% (a) at 3/31/2021 – above targeted range  Strong capital return: − Repurchased $135 MM common shares (under share repurchase authorization of up to $900 MM for 1Q21-3Q21) − Maintained dividend of $.185 per common share in 1Q21 Tangible Common Equity to Tangible Assets (b) (a) 3/31/21 ratio is estimated and reflects Key's election to adopt the CECL optional transition provision (b) Non-GAAP measure: see Appendix for reconciliation 8.9% 9.8% 6.0% 7.0% 8.0% 9.0% 10.0% 11.0% 1Q20 2Q20 3Q20 4Q20 1Q21 8.3% 7.5% 6.0% 7.0% 8.0% 9.0% 1Q20 2Q20 3Q20 4Q20 1Q21 Capital Highlights 13 Share Repurchase Authorization Remaining share repurchase authorization of up to $765 MM for 2Q21-3Q21 $135 MM shares repurchased in 1Q21 Capital Return Common Share Dividend $.185 per common share in 1Q21 34% 10-year common share CAGR


FY2021 Outlook & Long -term Targets Average Balance Sheet • Loans: relatively stable • Deposits: up low-single digit • Loans: relatively stable • Deposits: up mid-single digit Net Interest Income (TE) • Net interest income: relatively stable (includes ongoing participation in PPP) • Net interest income: up low-single digit (includes ongoing participation in PPP) Noninterest Income • Noninterest income: up low-single digit • Noninterest income: up mid-single digit Noninterest Expense • Noninterest expense: down low-single digit • Noninterest expense: relatively stable Credit Quality • Net charge-offs to average loans: 50 - 60 bps • Net charge-offs to average loans: 35 - 45 bps Taxes • GAAP tax rate: ~19% • GAAP tax rate: ~19% Long-term Targets Positive operating leverage Cash efficiency ratio: 54% - 56% Moderate risk profile: Net charge-offs to avg. loans targeted range of 40-60 bps ROTCE: 16% - 19% Guidance ranges: relatively stable: +/- 2%; low-single digit: 1% - 3%; mid-single digit: 4% - 6% 14 Prior Guidance (as of 1/21/21) Updated Guidance (as of 4/20/21) FY 2021 (vs. FY 2020)


Appendix 15


Total Commercial Loans C&I $40 CRE $18 $ in billions 3/31/21 % of total loans Commercial and industrial $ 52.5 52 Commercial real estate 14.8 15 Commercial lease financing 4.1 4 Total Commercial $ 71.4 71% Commercial Loan Portfolio Detail  Solid middle market portfolio  Aligning bankers to areas of market opportunity and growth - investing in strategic hires with industry vertical expertise  High-quality borrowers  Small, stable leveraged portfolio: <2% of total loans Portfolio Highlights  Target specific client segments focused in 7 industry verticals  Experienced bankers with deep industry expertise  Focused on high quality clients  Credit quality metrics remain strong and stable − Disciplined, consistent underwriting − Active surveillance with ongoing portfolio reviews − Dynamic assessment of ratings migration  Strengthened credit risk profile with strategic exits and growth in targeted client segments to focus on relationships  Significantly scaled back construction portfolio from pre- recession (42% in 2008  14% in 2021)  Focused on relationships with owners and operators  Strategic focus in CDLI and multifamily Commercial Real Estate (CRE) Commercial & Industrial (C&I) Consumer Energy Healthcare Industrial Public Sector Real Estate Technology Targeted Industry Verticals ~80% commercial bank credit exposure from relationship(a) clients (a) Relationship client is defined as having two or more of the following: credit, capital markets, or payments 16


$1.3 $2.2 $2.3 $2.5 $3.0 1Q20 2Q20 3Q20 4Q20 1Q21 Origination Volume $611 $706 $419 $590 $475 1Q20 2Q20 3Q20 4Q20 1Q21 Origination Volume Portfolio Highlights  Prime & super prime client base focused on relationships  Continued consumer originations bring more balance to portfolio  Continuing to invest in digital to drive future growth weighted average FICO at origination Total Consumer Loans Consumer Loan Portfolio Detail C&I $40 CRE $18 $ in billions 3/31/21 % of total loans WA FICO at origination Consumer mortgage 10.3 10 770 Home equity 9.1 9 808 Consumer direct 4.9 5 790 Credit card 0.9 1 799 Consumer indirect 4.3 4 754(a) Total Consumer $ 29.5 29% 779 $ in millions East Other $ in billions  High-quality client base: primarily healthcare professionals − Weighted average FICO at origination: ~790 − Weighted average borrower income: >$200 K  Launched Laurel Road for Doctors on 3/30/21: expands Key’s digital reach and consumer franchise nationally through targeted scale  Focused on prime/super-prime clients (FICO: 770)  Investing in digital capabilities to enhance client experience and improve efficiency  Continued momentum with record loan originations of $3 B in 1Q21 and $8.3 B in FY20 Laurel Road Consumer Mortgage Other East Other 779 17 (a) Indirect auto originations ceased in 4Q20; FICO score represents weighted average of remaining portfolio in 1Q21


Average Total Investment Securities Average AFS securities Investment Portfolio Average yield(a) Average HTM securities $ in billions Highlights 2.51% .50% 1.00% 1.50% 2.00% 2.50% 3.00% $0.0 $8.0 $16.0 $24.0 $32.0 $40.0 2Q19 3Q19 4Q19 1Q20 2Q20 3Q20 4Q20 1Q21 $31.0 $37.2 1.91% Securities Cash Flows (b) as a % of Total Securities Securities cash flows as a % of total securities(b) Mortgage rate(c) (a) Yield is calculated on the basis of amortized cost (b) Quarterly cash flows (c) Average 30-year Freddie Mac fixed mortgage rate  Portfolio used for funding and liquidity management ‒ Portfolio composed primarily of fixed-rate GNMA and GSE-backed MBS and CMOs ‒ Portfolio yield excluding short-term Treasury investments was 2.03%  Excess cash was put to work in portfolio in 1Q21 ‒ Invested in higher yielding Agency Mortgage Securities and Treasuries during the quarter (ending balance +$6.5 B) ‒ Continue to evaluate alternatives to deploy additional excess cash into securities while also maintaining flexibility to capitalize on higher interest rates as the economy continues to recover  Strategically positioned the portfolio allocation t o provide greater yield stability in a lower interest rate environment: ‒ Grew allocation to bullet-like or locked-out cash flow securities backed by commercial mortgages ‒ Focused on investing in securities backed by residential and multi-family mortgage collateral with lower prepayment risks ‒ Limited exposure to net unamortized premiums on mortgage securities ‒ Quarterly mortgage security cash flows as a % of the portfolio increased a modest 4% with mortgage rates at historic lows  Portfolio average life of 5.9 years and duration of 5.7 years at 3/31/2021(4.6 year duration including secu rities hedges) 18 3% 4% 4% 5% 5% 7% 8% 8% 8% 4.4% 4.0% 3.7% 3.7% 3.5% 3.3% 3.0% 2.8% 2.9% 0.0% 1.0% 2.0% 3.0% 4.0% 5.0% 0.0% 2.0% 4.0% 6.0% 8.0% 10.0% 12.0% 14.0% 16.0% 1Q19 2Q19 3Q19 4Q19 1Q20 2Q20 3Q20 4Q20 1Q21


Prime 10% 1M LIBOR 36% 3M LIBOR 7% Other 7% Fixed 40% Balanced approach to managing interest rate risk provides declining rate protection while maintaining significant upside to higher rates 1Q21 Balance Sheet Highlights (a) Loan Composition Deposit Mix  Attractive business model with relationship-oriente d lending franchise − Distinctive commercial capabilities drive C&I growth and ~60% floating-rate loan mix (incl. PPP) − Laurel Road and consumer mortgage enhance fixed rate loan volumes with attractive client profile  Strong, low-cost deposit base − ~60% stable retail and low-cost escrow − >85% from markets where Key maintains top-5 deposit or branch share  $41 B investment portfolio structured to provide greater yield stability in a lower rate environment − Higher allocation of bullet-like securities and mortgage collateral with lower prepayment risks and limited exposure to unamortized premiums Actively Managing Interest Rate Risk Position  Nominal exposure to further rate declines with prot ection against negative interest rates − Hedge program initiated in 3Q18 significantly reduced impact of 2020 rate declines (~$31 B in executions through 2Q20) − 90+% of existing Libor loan portfolio contain floors (at or above 0%), with floors incorporated into all new Libor loan contracts − Disciplined approach with $7 B in A/LM swap executions in 1Q21 as opportunistic replacement of 2H21 maturities  Substantial investment opportunities to monetize hig her term rate levels ‒ $20+ B in cash and short-term treasuries ‒ $20+ B in projected annual fixed rate investments across loan, security, and derivative portfolios  Total active hedge portfolio of $41.6 B at 3/31/202 1 (a) Loan and deposit statistics based on 3/31/2021 ending balances  Continually evaluating opportunities to protect and enhance NII through new hedging and/or modifying existing positions Interest- bearing 67% Noninterest- bearing 33% 19 Asset & Liability Management Positioning FloorsA/LM Swaps Debt Swaps 1 Q 2 1 $25.8 B $6.9 B $5.0 B $3.9 B Securities Hedges


Portfolios in Focus  Ongoing portfolio reviews  Monitoring ratings migration  Central reporting on enterprise-wide relief initiatives  Established pandemic watchlist and ongoing review of commercial clients at risk − Evaluate business position as well as potential COVID implications Active Portfolio Surveillance Portfolios reviewed on a frequent and ongoing basis $ in millions 3/31/21 Outstandings 12/31/20 Outstandings % of Total Loans as of 3/31 Consumer behavior (a) $ 5,112 $ 5,083 5.1% Education 1,557 1,541 1.5 Sports 664 690 .7 Restaurants 368 400 .4 Retail commercial real estate (b) $ 396 $ 525 .4% Nondurable retail (c) $ 595 $ 638 .6% Travel / Tourism (d) $ 2,440 $ 2,523 2.4% Hotels 767 784 .8 Leveraged lending (e) $ 1,674 $ 1,700 1.7% Oil and gas $ 1,792 $ 1,993 1.8% Upstream (reserve-based) 1,141 1,263 1.1 Midstream 389 468 .4 Downstream 58 98 N/M (a) Consumer behavior includes restaurants, sports, entertainment and leisure, services, education, etc. (b) Retail commercial real estate is mainly composed of regional malls, strip centers (unanchored) and lifestyle centers (c) Nondurable retail includes direct lending to retailers including apparel, hobby shops, nursery garden centers, cosmetics, and gas stations with convenience stores (d) Travel/Tourism includes hotels, tours, and air/water/rail leasing (e) Leveraged lending exposures have total debt to EBITDA greater than four times or senior debt to EBITDA greater than three times and meet the purpose test (the new debt finances a buyout, acquisition, or capital distribution) Note: Approximately 3% of outstandings overlapped in multiple categories 20 Select Commercial Portfolio


Criticized Outstandings (a) to Period-end Total LoansDelinquencies to Period-end Total Loans Credit Quality Trends (a) Loan and lease outstandings (b) From continuing operations 30 – 89 days delinquent 90+ days delinquent .38% .19% .12% .09% .00% .20% .40% .60% .80% 1Q20 2Q20 3Q20 4Q20 1Q21 2.7% 4.2% .0% 2.0% 4.0% 6.0% 1Q20 2Q20 3Q20 4Q20 1Q21 Metric (b) 1Q21 4Q20 3Q20 2Q20 1Q20 Delinquencies to EOP total loans: 30-89 days .19 % .24 % .33 % .39 % .38 % Delinquencies to EOP total loans: 90+ days .09 .08 .07 .08 .12 NPLs to EOP portfolio loans .72 .78 .81 .72 .61 NPAs to EOP portfolio loans + OREO + Other NPAs .78 .92 .97 .89 .82 Allowance for credit losses to period-end loans 1.60 1.80 1.88 1.80 1.47 Allowance for credit losses to NPLs 222.0 232.2 232.4 250.8 240.5 Continuing operations Continuing operations 21


Period- end loans Average loans Net loan charge- offs Net loan charge-offs (b) / average loans (%) Nonperforming loans Ending allowance Allowance / period-end loans (%) Allowance / NPLs (%) 3/31/21 1Q21 1Q21 1Q21 3/31/21 3/31/21 3/31/21 3/31/21 Commercial and industrial(a) $ 52,486 $ 52,581 $ 65 .50% $ 387 $ 596 1.14% 154.01% Commercial real estate: Commercial Mortgage 12,702 12,658 34 1.09 66 256 2.02 387.88 Construction 2,122 2,048 - - - 45 2.12 - Commercial lease financing(c) 4,104 4,142 3 .29 8 40 .97 500.00 Real estate – residential mortgage 10,300 9,699 (1) (.04) 95 100 .97 105.26 Home equity 9,158 9,282 1 .04 148 157 1.71 106.08 Consumer direct loans 4,826 4,817 6 .51 5 126 2.59 N/M Credit cards 909 933 4 1.74 3 80 8.80 N/M Consumer indirect loans 4,283 4,568 2 .18 16 38 .89 237.50 Continuing total $ 100,926 $ 100,728 $ 115 .46% $ 728 $ 1,438 1.42% 197.53% Discontinued operations 675 688 - - 5 33 4.89 660.00 Consolidated total $ 101,601 $ 101,416 $ 114 .4 6% $ 733 $ 1,471 1.45% 200.68% Credit Quality by Portfolio Credit Quality $ in millions N/M = Not meaningful (a) Commercial and industrial ending loan balances include $126 million of commercial credit card balances at March 31, 2021; commercial and industrial average balances include $126 million of assets from commercial credit cards for the three months ended March 31, 2021 (b) Net loan charge-off amounts are annualized in calculation (c) Commercial lease financing includes receivables held as collateral for a secured borrowing of $21 million at March 31, 2021. Principal reductions are based on the cash payments received from these related receivables 22


GAAP to Non -GAAP Reconciliation (a) For the three months ended March 31, 2021, December 31, 2020, and March 31, 2020, intangible assets exclude $4 million, $4 million, and $6 million, respectively, of period-end purchased credit card receivables (b) Net of capital surplus (c) For the three months ended March 31, 2021, December 31, 2020, and March 31, 2020, intangible assets exclude $4 million, $5 million, and $7 million, respectively, of average purchased credit card receivables $ in millions 23 3/31/2021 12/31/2020 3/31/2020 Tangible common equity to tangible assets at period end Key shareholders' equity (GAAP) 17,634$ 17,981$ 17,411$ Less: Intangible assets (a) 2,842 2,848 2,894 Preferred Stock (b) 1,856 1,856 1,856 Tangible common equity (non-GAAP) 12,936$ 13,277$ 12,661$ Total assets (GAAP) 176,203$ 170,336$ 156,197$ Less: Intangible assets (a) 2,842 2,848 2,894 Tangible assets (non-GAAP) 173,361$ 167,488$ 153,303$ Tangible common equity to tangible assets ratio (non-GAAP) 7.5% 7.9% 8.3% Pre-provision net revenue Net interest income (GAAP) 1,005$ 1,035$ 981$ Plus: Taxable-equivalent adjustment 7 8 8 Noninterest income 738 802 477 Less: Noninterest expense 1,071 1,128 931 Pre-provision net revenue from continuing operations (non-GAAP) 679$ 717$ 535$ Average tangible common equity Average Key shareholders' equity (GAAP) 17,769$ 17,905$ 17,216$ Less: Intangible assets (average) (c) 2,844 2,855 2,902 Preferred Stock (average) 1,900 1,900 1,900 Average tangible common equity (non-GAAP) 13,025$ 13,150$ 12,414$ Three months ended


GAAP to Non -GAAP Reconciliation 24 3/31/2021 12/31/2020 3/31/2020 Return on average tangible common equity from conti nuing operations Net income (loss) from continuing operations attributable to Key common shareholders (GAAP) 591$ 549$ 118$ Average tangible common equity (non-GAAP) 13,025 13,150 12,414 Return on average tangible common equity from continuing operations (non-GAAP) 18.25% 16.61% 3.82% Return on average tangible common equity consolidat ed Net income (loss) attributable to Key common shareholders (GAAP) 595$ 556$ 119$ Average tangible common equity (non-GAAP) 13,025 13,150 12,414 Return on average tangible common equity consolidation (non-GAAP) 18.37% 16.82% 3.86% Cash efficiency ratio Noninterest expense (GAAP) 1,071$ 1,128$ 931$ Less: Intangible asset amortization 15 15 17 Adjusted noninterest expense (non-GAAP) 1,056$ 1,113$ 914$ Net interest income (GAAP) 1,005$ 1,035$ 981$ Plus: Taxable-equivalent adjustment 7 8 8 Noninterest income 738 802 477 Total taxable-equivalent revenue (non-GAAP) 1,750$ 1,845$ 1,466$ Cash efficiency ratio (non-GAAP) 60.3% 60.3% 62.3% Three months ended $ in millions


Document

Exhibit 99.3

Consolidated Balance Sheets
(dollars in millions)
3/31/2021 12/31/2020 3/31/2020
Assets
Loans $ 100,926 $ 101,185 $ 103,198
Loans held for sale 2,296 1,583 2,143
Securities available for sale 33,923 27,556 20,807
Held-to-maturity securities 6,857 7,595 9,638
Trading account assets 811 735 795
Short-term investments 15,376 16,194 4,073
Other investments 621 621 679
Total earning assets 160,810 155,469 141,333
Allowance for loan and lease losses (1,438) (1,626) (1,359)
Cash and due from banks 938 1,091 865
Premises and equipment 737 753 791
Goodwill 2,673 2,664 2,664
Other intangible assets 173 188 236
Corporate-owned life insurance 4,296 4,286 4,243
Accrued income and other assets 7,347 6,812 6,604
Discontinued assets 667 699 820
Total assets $ 176,203 $ 170,336 $ 156,197
Liabilities
Deposits in domestic offices:
NOW and money market deposit accounts $ 82,777 $ 80,427 $ 71,005
Savings deposits 6,655 5,913 4,753
Certificates of deposit ($100,000 or more) 2,437 2,733 5,630
Other time deposits 2,782 3,010 4,623
Total interest-bearing deposits 94,651 92,083 86,011
Noninterest-bearing deposits 47,532 43,199 29,293
Total deposits 142,183 135,282 115,304
Federal funds purchased and securities sold under repurchase agreements 281 220 2,444
Bank notes and other short-term borrowings 744 759 4,606
Accrued expense and other liabilities 2,862 2,385 2,700
Long-term debt 12,499 13,709 13,732
Total liabilities 158,569 152,355 138,786
Equity
Preferred stock 1,900 1,900 1,900
Common shares 1,257 1,257 1,257
Capital surplus 6,213 6,281 6,222
Retained earnings 13,166 12,751 12,174
Treasury stock, at cost (5,005) (4,946) (4,956)
Accumulated other comprehensive income (loss) 103 738 814
Key shareholders’ equity 17,634 17,981 17,411
Noncontrolling interests
Total equity 17,634 17,981 17,411
Total liabilities and equity $ 176,203 $ 170,336 $ 156,197
Common shares outstanding (000) 972,587 975,773 975,319
Consolidated Statements of Income
--- --- --- --- --- --- --- --- ---
(dollars in millions, except per share amounts)
Three months ended
3/31/2021 12/31/2020 3/31/2020
Interest income
Loans $ 889 $ 933 $ 1,026
Loans held for sale 11 11 19
Securities available for sale 130 119 129
Held-to-maturity securities 45 51 62
Trading account assets 5 4 8
Short-term investments 5 4 6
Other investments 2 3 1
Total interest income 1,087 1,125 1,251
Interest expense
Deposits 21 28 169
Federal funds purchased and securities sold under repurchase agreements 6
Bank notes and other short-term borrowings 1 1 5
Long-term debt 60 61 90
Total interest expense 82 90 270
Net interest income 1,005 1,035 981
Provision for credit losses (93) 20 359
Net interest income after provision for credit losses 1,098 1,015 622
Noninterest income
Trust and investment services income 133 123 133
Investment banking and debt placement fees 162 243 116
Service charges on deposit accounts 73 82 84
Operating lease income and other leasing gains 38 39 30
Corporate services income 64 63 62
Cards and payments income 105 97 66
Corporate-owned life insurance income 31 38 36
Consumer mortgage income 47 43 20
Commercial mortgage servicing fees 34 32 18
Other income 51 42 (88)
Total noninterest income 738 802 477
Noninterest expense
Personnel 624 661 515
Net occupancy 76 75 76
Computer processing 73 62 55
Business services and professional fees 50 54 44
Equipment 25 26 24
Operating lease expense 34 35 36
Marketing 26 30 21
Intangible asset amortization 15 15 17
Other expense 148 170 143
Total noninterest expense 1,071 1,128 931
Income (loss) from continuing operations before income taxes 765 689 168
Income taxes 147 114 23
Income (loss) from continuing operations 618 575 145
Income (loss) from discontinued operations, net of taxes 4 7 1
Net income (loss) 622 582 146
Less: Net income (loss) attributable to noncontrolling interests
Net income (loss) attributable to Key $ 622 $ 582 $ 146
Income (loss) from continuing operations attributable to Key common shareholders $ 591 $ 549 $ 118
Net income (loss) attributable to Key common shareholders 595 556 119
Per common share
Income (loss) from continuing operations attributable to Key common shareholders $ .61 $ .57 $ .12
Income (loss) from discontinued operations, net of taxes .01
Net income (loss) attributable to Key common shareholders (a) .62 .57 .12
Per common share — assuming dilution
Income (loss) from continuing operations attributable to Key common shareholders $ .61 $ .56 $ .12
Income (loss) from discontinued operations, net of taxes .01
Net income (loss) attributable to Key common shareholders (a) .61 .57 $ .12
Cash dividends declared per common share $ .185 $ .185 $ .185
Weighted-average common shares outstanding (000) 964,878 967,987 967,446
Effect of common share options and other stock awards 9,419 8,473 8,664
Weighted-average common shares and potential common shares outstanding (000) (b) 974,297 976,460 976,110

(a)Earnings per share may not foot due to rounding.

(b)Assumes conversion of common share options and other stock awards and/or convertible preferred stock, as applicable.