KeyCorp management check
KEY · Financials · Regional Banks · CEO Mr. Gorman
Filings as of
4 good · 2 to watch · 1 flagged, across the seven questions below.
- Watch
Have owners done well?
Trailed its chosen peers$100 invested at the start of fiscal 2021 grew to $160, against $161 for the peer group the company picked itself.
- Good
Does pay follow performance?
Pay rose and fell with returnsOver 5 years, the CEO's pay actually paid (equity valued at the share price) had a correlation of 0.70 with shareholder return. 1 means pay moved in step; below 0, the opposite way.
- Good
What does the CEO cost owners?
0.6% of net income$11.5m of reported pay in fiscal 2025, against $1.8bn of net income.
- Watch
Do they own the stock?
Insiders are selling3 insiders sold $1.6m in the last six months and none bought.
- Flag
Are owners being diluted?
Share count growingDiluted shares changed +9.0% a year over the last three fiscal years. Stock-based pay was 7.5% of revenue in the latest year.
- Good
Is leadership stable?
9 leadership filings in 3 yearsCEO in the pay table: Mr. Gorman. 9 filings under 8-K item 5.02 (officers or directors leaving or joining, or new pay arrangements) in the last 3 years.
- Good
Are the books clean?
No red flags on fileNo restatements, auditor changes or late filings since 2021.
Against the S&P 500
Each check's score (0–100) and how it compares: the share of ranked S&P 500 companies it matches or beats, and the median in Financials.
| Check | Score | At or above | Sector median |
|---|---|---|---|
| Owner returns | 49 | 49 | |
| Pay for performance | 85 | 83 | |
| CEO cost | 67 | 67 | |
| Skin in the game | — | — | 51 |
| Dilution | 0 | 69 | |
| Stable leadership | 80 | 80 | |
| Clean books | 100 | 100 |
Closest peers
Others in Regional Banks, by management score. KeyCorp is 48th of 72 in its sector.
Pay versus performance
From the proxy statement filed March 27, 2026. "Actually paid" values stock awards at the share price, so it rises and falls with the stock.
| Fiscal year | CEO | CEO pay | Actually paid | Other executives (avg) | $100 became | Peers | Net income |
|---|---|---|---|---|---|---|---|
| 2025 | Mr. Gorman | $11.5m | $16.7m | $5.4m | $160 | $161 | $1.8bn |
| 2024 | — | $18.6m | $21.2m | $6.3m | $127 | $137 | −$161.0m |
| 2023 | — | $10.3m | $4.5m | $3.4m | $101 | $109 | $967.0m |
| 2022 | — | $10.5m | $6.1m | $4.2m | $114 | $110 | $1.9bn |
| 2021 | — | $8.7m | $15.6m | $4.7m | $146 | $133 | $2.6bn |
The board says pay is tied most to ROTCE. Its other key measures: EPS, Marked CET-1 Ratio, PPNR.
Insiders and the CEO's stake
3 insiders sold $1.6m in the last six months and none bought.
- SoldMohit RamaniChief Risk Officer$569kJul 22, 2026
- SoldElizabeth R. GileDirector$500kJun 3, 2026
- SoldAngela G MagoChief Human Resources Officer$494kMay 8, 2026
Leadership and governance on file
- May 14, 2026Leadership change8-K 5.02
- Mar 2, 2026Leadership change8-K 5.02
- Jan 20, 2026Leadership change8-K 5.02
- Jan 16, 2026Leadership change8-K 5.02
- Jan 3, 2025Leadership change8-K/A 5.02
- Dec 31, 2024Leadership change8-K 5.02
- Mar 15, 2024Leadership change8-K 5.02
- Feb 26, 2024Leadership change8-K 5.02
- Nov 16, 2023Leadership change8-K 5.02
- May 12, 2023Leadership change8-K 5.02
- Mar 16, 2023Leadership change8-K 5.02
- Nov 17, 2022Leadership change8-K 5.02
Latest shareholder vote results: May 14, 2026, including the say-on-pay vote.
Where the money went
Over 2021–2025: $5.2bn returned to owners in buybacks and dividends, 72% of net income, and $581.0m of pay in stock.
| Fiscal year | 2021 | 2022 | 2023 | 2024 | 2025 |
|---|---|---|---|---|---|
| Revenue | $1.8bn | $1.6bn | $1.4bn | $1.6bn | $1.7bn |
| Net income | $2.6bn | $1.9bn | $967.0m | −$161.0m | $1.8bn |
| Stock-based pay | $104.0m | $120.0m | $121.0m | $104.0m | $132.0m |
| Buybacks | $585.0m | $0 | $0 | — | — |
| Dividends | $823.0m | $854.0m | $911.0m | $927.0m | $1.1bn |
| Diluted shares | 957m | 933m | 933m | 950m | 1108m |
Educational only, not investment advice. Figures are as filed with the SEC: pay from the proxy's pay-versus-performance table, capital allocation from 10-K XBRL data, insider trades from Form 4s over the last six months, events from the last 5 years of filings. The peer group is the one the company chose. See the method.