01—Abstract
Summary
Summary of the 8-K filed March 2, 2026. Cited figures are marked; the original filing is the authoritative source.
KeyCorp's Form 8-K, dated March 2, 2026, reports that Amy G.
Brady, the Company's Chief Information Officer, informed the Company on February 24, 2026 of her intention to resign, effective March 2, 2026, citing personal health considerations. In connection with the resignation, KeyCorp and Ms. Brady entered into a transition letter under which she will remain employed as a non-executive employee through May 31, 2026 (the "Termination Date") to assist with the orderly transfer of her duties and responsibilities. Under the transition letter, Ms. Brady will receive salary continuation and continued participation in the Company's standard health and welfare benefit plans for one year following the Termination Date.
She will also be eligible for an incentive compensation award for the 2026 performance year and will continue to vest in her Capital and Earnings Improvement Award granted December 30, 2024, subject to the award's terms. The one-year post-vesting holding requirement on that award will be waived upon vesting. Receipt of these payments and benefits is conditioned on Ms. Brady executing and not revoking a general release of claims in favor of the Company.
For investors, the filing is a senior executive transition disclosure rather than a financial report. It identifies no financial results, guidance, or dollar amounts for the payments. The full terms are in the transition letter, filed as Exhibit 10.1.
02—Key points
Key Highlights
- Amy G. Brady is resigning as Chief Information Officer, effective March 2, 2026, citing personal health considerations.
- Ms. Brady will remain a non-executive employee through the Termination Date of May 31, 2026, to support an orderly transition of her duties.
- She will receive salary continuation and continued health and welfare benefits for one year following the Termination Date.
- She remains eligible for a 2026 performance-year incentive compensation award.
- Her Capital and Earnings Improvement Award, granted December 30, 2024, will continue to vest, and the one-year post-vesting holding requirement will be waived upon vesting.
- All payments and benefits are conditioned on her execution and non-revocation of a general release of claims.
- The full transition letter is filed as Exhibit 10.1 to the 8-K.
03—Questions
Frequently Asked Questions
Why is the Chief Information Officer leaving KeyCorp?
Ms. Brady informed the Company on February 24, 2026 of her intention to resign due to personal health considerations. The resignation is effective March 2, 2026.
Will Ms. Brady remain with the Company after her resignation takes effect?
Yes. Under the Transition Letter, she will remain employed as a non-executive employee through May 31, 2026, to assist with the smooth and orderly transition of her duties and responsibilities.
What compensation and benefits will Ms. Brady receive under the transition arrangement?
She will receive salary continuation and continued participation in the Company's standard health and welfare benefit plans for one year following the Termination Date. She is also eligible for a 2026 performance-year incentive compensation award and will continue to vest in her Capital and Earnings Improvement Award granted December 30, 2024. The one-year post-vesting holding requirement on that award will be waived upon vesting.
Are there conditions attached to these payments and benefits?
Yes. The Company's obligation to provide them is conditioned on Ms. Brady executing and not revoking a general release of claims in favor of the Company.
Where can investors find the complete terms of the transition arrangement?
The complete terms are in the Transition Letter dated March 2, 2026, between Ms. Brady and KeyCorp, which is filed as Exhibit 10.1 to the Current Report on Form 8-K.
04—Continue