0001294671-14-000044.txt : 20140402 0001294671-14-000044.hdr.sgml : 20140402 20140402152852 ACCESSION NUMBER: 0001294671-14-000044 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20140401 FILED AS OF DATE: 20140402 DATE AS OF CHANGE: 20140402 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: KEYCORP /NEW/ CENTRAL INDEX KEY: 0000091576 STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021] IRS NUMBER: 346542451 STATE OF INCORPORATION: OH FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 127 PUBLIC SQ CITY: CLEVELAND STATE: OH ZIP: 44114-1306 BUSINESS PHONE: 2166896300 MAIL ADDRESS: STREET 1: 127 PUBLIC SQ CITY: CLEVELAND STATE: OH ZIP: 44114-1306 FORMER COMPANY: FORMER CONFORMED NAME: SOCIETY CORP DATE OF NAME CHANGE: 19920703 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: COOLEY CHARLES P CENTRAL INDEX KEY: 0001058933 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-11302 FILM NUMBER: 14737804 MAIL ADDRESS: STREET 1: LUBRIZOL CORP STREET 2: 29400 LAKELAND BLVD CITY: WICKLIFFE STATE: OH ZIP: 44092 4 1 edgar.xml PRIMARY DOCUMENT X0306 4 2014-04-01 0000091576 KEYCORP /NEW/ KEY 0001058933 COOLEY CHARLES P C/O KEYCORP 127 PUBLIC SQUARE CLEVELAND OH 44114 1 0 0 0 Common Shares 3000 D Deferred Shares 2014-04-01 4 A 0 1334 14.24 A Common Shares 1334 17253 D Beginning in January 2014, directors may elect to defer the payment of directors' fees into the Directors' Deferred Share Sub-Plan to the KeyCorp 2013 Equity Compensation Plan (the "Deferred Share Plan"). The fees are converted into deferred shares, which are the economic equivalent of one common share. Under the terms of the Deferred Share Plan, payment of the deferred shares has been deferred until the earlier of October 1, 2027 or the death of the participant. Includes 296 dividend-equivalent deferred shares accrued under the Deferred Share Plan between July 2013 and March 2014. Frank P. Esposito, Jr. POA for Charles P. Cooley 2014-04-02 EX-24 2 poa.htm

Securities and Exchange Commission

450 Fifth Street, N.W.

Washington, D.C. 20549

RE: Commission File No. 0-805

1933 Act and 1934 Act Filings

Authorized Representatives

Gentlemen:

KeyCorp ("Company") is the issuer of securities registered under Section 12 of the Securities Exchange Act of 1934. The undersigned confirms that Frank P. Esposito, Richard A. Kopek, Paul Harris and Michelle L. Potter and each of them ("Authorized Representatives"), are authorized on his or her behalf to sign such statements (on Form 3, Form 4, Form 5, or otherwise) with respect to securities of the Company (the "Securities"), and to submit to the Securities and Exchange Commission such filings (including reports, notices, and other statements) with respect to the Securities, as are required by the Securities Act of 1933 or the Securities Exchange Act of 1934 (collectively, the "Acts"). The undersigned also confirms the authority of each of the Authorized Representatives to do and perform, on his or her behalf, any and all acts and things with respect to the Securities requisite or necessary to assure compliance by the signing person with the filing requirements of the Acts. The authority confirmed herein shall remain in effect as to the undersigned until such time as the Commission shall receive a written communication terminating or modifying the authority.

/s/ Charles P. Cooley January 17, 2013

Signature Date

Charles P. Cooley

(Type or Print Name)

{00287670 v1 INTERNAL }