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AI brief of an SEC Form 8-K · KeyCorp (KEY)

KeyCorp agrees to sell about $2.8 billion of common shares to Bank of Nova Scotia

Neutral Impact 4 of 5 financing Written later

KeyCorp entered an Investment Agreement with The Bank of Nova Scotia to sell common shares in two closings at a fixed price of $17.17 per share, for approximately $2.8 billion in aggregate consideration. After the second closing, the Bank of Nova Scotia would hold about 14.9% of KeyCorp's outstanding common shares and would be entitled to designate two board representatives.

Key points

  • Fixed price of $17.17 per share; aggregate consideration of approximately $2.8 billion
  • First closing gives the purchaser 4.90% of outstanding shares; second closing, subject to bank regulatory approvals, brings it to 14.90%
  • Two board designees upon the second closing; standstill limits the purchaser to 19.99% ownership
  • Purchaser's shares are locked up for one year after the second closing; shares issued under Section 4(a)(2) exemption

The filing

CompanyKeyCorp (KEY)
Form8-K, current report
Filed with the SECAug 13, 2024, 6:07 AM ET
Accession number0001193125-24-199332

Items reported: 1.01 Material Definitive Agreement3.02 Unregistered Equity Sale

Read the filing on SEC.gov ↗

Written by AI (Anthropic Claude, claude-haiku-5-5) on Nov 8, 2026, 12:42 AM ET, from the text of the filing and its press-release exhibits only. Written later: this filing was briefed after the fact, when past filings were added to the site, so the brief may be read with hindsight; the filing itself is the record of what was known on August 13, 2024.

Briefs are written by AI from the filing text (each brief's own page names the model) and can contain mistakes — open the filing before acting on anything. Impact (1-5) and tone are the model's reading of the filing for shareholders, not a price forecast. Not investment advice.