KeyBank 2014 Annual Report Download - page 41

PART II
ITEM 5. MARKET FOR THE REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER
MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES
The dividend restrictions discussion in the “Supervision and Regulation” section in Item 1. Business of this
report, and the disclosures included in Item 7. Management’s Discussion and Analysis of Financial Condition
and Results of Operations and in the Notes to Consolidated Financial Statements contained in Item 8 of this
report, are incorporated herein by reference:
Page(s)
Discussion of our common shares, shareholder information and repurchase activities in the
section captioned “Capital — Common shares outstanding” ........................... 69
Presentation of annual and quarterly market price and cash dividends per common share and
discussion of dividends in the section captioned “Capital — Dividends” ................. 34,68,96
Discussion of dividend restrictions in the “Liquidity risk management — Liquidity for
KeyCorp” section, Note 3 (“Restrictions on Cash, Dividends and Lending Activities”), and
Note 22 (“Shareholders’ Equity”) ................................................ 85,130, 210
KeyCorp common share price performance (2010-2014) graph .......................... 69
From time to time, KeyCorp or its principal subsidiary, KeyBank, may seek to retire, repurchase, or exchange
outstanding debt of KeyCorp or KeyBank, and capital securities or preferred stock of KeyCorp, through cash
purchase, privately negotiated transactions, or otherwise. Such transactions, if any, depend on prevailing market
conditions, our liquidity and capital requirements, contractual restrictions, and other factors. The amounts
involved may be material.
As authorized by our Board of Directors and pursuant to our 2014 capital plan submitted to and not objected to
by the Federal Reserve, we have authority to repurchase up to $542 million of our common shares in the open
market or through privately negotiated transactions. Share repurchases under the 2014 capital plan began in the
second quarter of 2014 and included repurchases to offset issuances of common shares under our employee
compensation plans. Common share repurchases under the remaining 2014 capital plan authorization are
expected to be executed through the first quarter of 2015.
We completed $128 million of common share repurchases during the fourth quarter of 2014 under our 2014
capital plan authorization.
The following table summarizes our repurchases of our common shares for the three months ended December 31,
2014.
Calendar month
Total number of shares
repurchased (a)
Average price paid
per share
Total number of shares purchased as
part of publicly announced plans or
programs
Maximum number of shares that may
yet be purchased as part of
publicly announced plans or
programs
(b)
October 1 — 31 2,482,427 $ 12.77 2,560,755 21,516,532
November 1 — 30 6,487,088 13.39 6,486,428 14,604,429
December 1 — 31 739,781 13.27 738,500 13,477,895
Total 9,709,296 $ 13.22 9,785,683
(a) Includes common shares repurchased in the open market and common shares deemed surrendered by employees in connection with our
stock compensation and benefit plans to satisfy tax obligations.
(b) Calculated using the remaining general repurchase amount divided by the closing price of KeyCorp common shares as follows: on
October 31, 2014, at $13.20; on November 30, 2014, at $13.50; and on December 31, 2014, at $13.90.
30