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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington , D.C. 20549 FORM 10 - K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 ( d ) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31 , 2020 Commission file number : 1-11302 KeyCorp Exact name of registrant as specified in its charter : Ohio State or other jurisdiction of incorporation or organization : 127 Public Square , Cleveland , Ohio Address of principal executive offices : Large accelerated filer Smaller reporting company ( 216 ) 689-3000 Registrant's telephone number , including area code : Title of each class Common Shares , $ 1 par value Depositary Shares ( each representing a 1 / 40th interest in a share of Fixed - to - Floating Rate Perpetual Non - Cumulative Preferred Stock , Series E ) Depositary Shares ( each representing a 1 / 40th interest in a share of Fixed Rate Perpetual Non Cumulative Preferred Stock , Series F ) Depositary Shares ( each representing a 1 / 40th interest in a share of Fixed Rate Perpetual Non Cumulative Preferred Stock , Series G ) SECURITIES REGISTERED PURSUANT TO SECTION 12 ( b ) OF THE ACT : Trading Symbol ( s ) 34-6542451 I.R.S. Employer Identification Number : 44114-1306 Zip Code : Accelerated filer Emerging growth company KEY KEY Prl KEY PRJ KEY PRK Name of each exchange on which registered New York Stock Exchange New York Stock Exchange SECURITIES REGISTERED PURSUANT TO SECTION 12 ( g ) OF THE ACT : NONE Indicate by check mark if the registrant is a well - known seasoned issuer , as defined in Rule 405 of the Securities Act . Yes No Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15 ( d ) of the Act . Yes □ No > Indicate by check mark whether the registrant ( 1 ) has filed all reports required to be filed by Section 13 or 15 ( d ) of the Securities Exchange Act of 1934 during the preceding 12 months ( or for such shorter period that the registrant was required to file such reports ) , and ( 2 ) has been subject to such filing requirements for the past 90 days . Yes > No New York Stock Exchange Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S - T ( § 232.405 of this Chapter ) during the preceding 12 months ( or for such shorter period that the registrant was required to submit such files ) . Yes + No □ New York Stock Exchange Indicate by check mark whether the registrant is a large accelerated filer , an accelerated filer , a non - accelerated filer , a smaller reporting company , or an emerging growth company . See the definitions of " large accelerated filer , " " accelerated filer , " " smaller reporting company , " and " emerging growth company " in Rule 12b - 2 of the Exchange Act . ☐ Non - accelerated filer 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 . Indicated by check mark whether the registrant has filed a report on and attestation of the effectiveness of its internal control over financial reporting under Section 404 ( b ) of the Sarbanes - Oxley Act ( 15 U.S.C. 7262 ( b ) ) by the registered public accounting firm that prepared or issued its audit report . » Indicate by check mark whether the registrant is a shell company ( as defined in Rule 12b - 2 of the Exchange Act ) . Yes No The aggregate market value of voting stock held by nonaffiliates of the Registrant was $ 11,887,028,662 ( based on the June 30 , 2020 , closing price of KeyCorp Common Shares of $ 12.18 as reported on the New York Stock Exchange ) . As of February 17 , 2021 , there were 968,815,152 Common Shares outstanding . Certain specifically designated portions of KeyCorp's definitive Proxy Statement for its 2021 Annual Meeting of Shareholders are incorporated by reference into Part III of this Form 10 - K .