KeyCorp Issues $1 Billion Of Senior Notes Due 2032 With A 5.889% Rate
The Cleveland bank's Series U notes carry a fixed-to-floating rate and mature November 2, 2032.
KeyCorp, the Cleveland bank holding company behind KeyBank, issued $1 billion of 5.889% senior medium-term notes on Monday, according to an 8-K filed with the SEC. The Series U notes convert from a fixed to a floating rate and come due November 2, 2032.
Terms of the Series U notes
The notes are senior debt, 5.889% Fixed-to-Floating Rate Senior Medium Term Notes, Series U, in an aggregate principal amount of $1,000,000,000. They were sold under a pricing supplement dated October 27, 2026, which was filed with the SEC on October 28, 2026.
They were registered under a Form S-3 shelf registration statement, a standing filing that lets a company sell securities in pieces, which KeyCorp filed on June 5, 2026.
Legal footing for the debt
Squire Patton Boggs, KeyCorp's outside counsel, concluded in an opinion letter that the notes were duly authorized and are valid, binding obligations of the company, enforceable under their terms. That view is subject to bankruptcy, insolvency and similar laws affecting creditors, general principles of equity, and other qualifications. The firm limited its opinion to New York and Ohio law and U.S. federal law.
The notes were issued under an indenture dated June 10, 1994, as supplemented, with Deutsche Bank Trust Company Americas as trustee. They also rest on board resolutions adopted May 13, 2026, and a company order dated June 10, 2026.
The bank behind the paper
KeyCorp offers retail and commercial banking, commercial leasing, investment management, consumer finance, student loan refinancing, commercial mortgage servicing and investment banking, mostly through KeyBank. As of December 31, 2025, it had about $184.4 billion in total assets and 940 full-service branches across 15 states.
The notes' maturity date is November 2, 2032, the same calendar day as the issuance six years earlier in the filing's timeline.
Sources
- 8-K Filing — KEYCORP /NEW/ (KEY) — SEC EDGAR
- Exhibit d156521dex51.htm — KEYCORP /NEW/ 8-K exhibit — SEC EDGAR
