0001294671-16-000193.txt : 20160803 0001294671-16-000193.hdr.sgml : 20160803 20160803150734 ACCESSION NUMBER: 0001294671-16-000193 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20160801 FILED AS OF DATE: 20160803 DATE AS OF CHANGE: 20160803 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: Highsmith Carlton L CENTRAL INDEX KEY: 0001379848 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-11302 FILM NUMBER: 161803550 MAIL ADDRESS: STREET 1: C/O NEWALLIANCE BANK STREET 2: 195 CHURCH STREET CITY: NEW HAVEN STATE: CT ZIP: 06510 4 1 edgar.xml PRIMARY DOCUMENT X0306 4 2016-08-01 0000091576 KEYCORP /NEW/ KEY 0001379848 Highsmith Carlton L C/O KEYCORP 127 PUBLIC SQUARE CLEVELAND OH 44114 1 0 0 0 Common Shares 2016-08-01 4 A 0 61125 A 61125 D Option to Buy 16.70 2016-08-01 4 A 0 5909 A 2016-11-28 Common Shares 5909 5909 D Option to Buy 13.06 2016-08-01 4 A 0 7600 A 2017-11-05 Common Shares 7600 7600 D Option to Buy 13.93 2016-08-01 4 A 0 6963 A 2018-11-03 Common Shares 6963 6963 D Option to Buy 11.38 2016-08-01 4 A 0 9515 A 2019-11-02 Common Shares 9515 9515 D Acquired pursuant to the Agreement and Plan of Merger by and among First Niagara Financial Group, Inc. ("FNFG") and KeyCorp dated October 30, 2015 (the "Merger Agreement"), pursuant to which FNFG was merged with and into KeyCorp, effective August 1, 2016 (the "Merger"). Pursuant to the Merger, each issued and outstanding share of FNFG common stock was exchanged, in part, for 0.68 shares of KeyCorp common stock. Each unvested FNFG restricted stock award was converted into a KeyCorp restricted stock award for a number of whole shares (rounded down to the nearest whole share) of KeyCorp common stock equal to (i) the amount of FNFG common stock underlying such restricted stock award multiplied by (ii) 0.88. This option vested in three equal annual installments ending on January 1, 2009. This option was assumed by KeyCorp in the Merger and converted into a stock option exercisable for a number of whole shares (rounded down to the nearest whole share) equal to (i) the number of shares of FNFG common stock subject to such option multipled by (ii) 0.88. This option vested in three equal annual installments ending on November 5, 2010. This option vested in three equal annual installments ending on November 3, 2011. This option vested in three equal annual installments ending on November 2, 2012. Carrie A. Benedict POA for Carlton L. Highsmith 2016-08-03