Revenue of $1.9 billion, up 17% year-over-year adjusted for last year's securities portfolio repositioning(a); Positive operating leverage on both a total and adjusted fee(a) basis year-over-year
Net interest income increased 4% quarter-over-quarter, and net interest margin of 2.75% increased 9bps
Average deposits increased 2% quarter-over-quarter, while total deposit costs declined by 2bps to 1.97%
Nonperforming assets decreased 6% sequentially; Net charge-offs remained stable at 42 bps
KeyCorp (NYSE: KEY) today announced net income from continuing operations attributable to Key common shareholders of $454 million, or $.41 per diluted common share, or adjusted net income of $450 million, or $.41 per diluted common share(a),for the third quarter of 2025.The third quarter of 2025 included a $4 million after-tax benefit related to the updated FDIC special assessment(b). For the second quarter of 2025, net income from continuing operations attributable to Key common shareholders was $387 million, or $.35 per diluted common share. For the third quarter of 2024, KeyCorp reported a net loss from continuing operations attributable to Key common shareholders of $(447) million, or $(.47) per diluted common share, or adjusted net income of $285 million, or $.30 per diluted common share(a). Included in the third quarter of 2024 are after-tax charges of $(737) million, or $(.77) per diluted common share, related to the loss on the sale of securities(b) and a $5 million after-tax benefit related to the updated FDIC special assessment(b).
Comments from Chairman and CEO, Chris Gorman
“Our third quarter results demonstrate continued strong momentum. Adjusted revenue(a) was up 17% year-over-year, and we generated more than 1,000 basis points of operating leverage again this quarter. Revenue growth was driven by our clearly defined net interest income tailwinds and adjusted noninterest income(a) growth of 8%, which continues to grow faster than expenses. At the same time, we continue to make meaningful investments in front line bankers and technology that will drive future growth. Tangible book value per share grew 4% sequentially and 14% year-over-year.
We continue to deliver best-in-class services to our clients while concurrently managing risk. Credit quality continues to trend in a positive direction as both nonperforming assets and criticized loans declined, and net charge-offs remained within our full year guidance range of 40 to 45 basis points.
Business momentum with clients and prospects continues to build. Client deposits grew 2% quarter-over-quarter, and relationship households continue to grow at an annualized rate of 2%. Assets under management reached a record $68 billion, up 11% year-over-year. Investment banking and debt placement fees recorded the second best year-to-date performance in our history. Investment banking pipelines grew from already elevated levels, including M&A pipelines which are up materially. We raised a robust $50 billion of capital on behalf of our clients during the third quarter while retaining only 15% on our balance sheet.
We are on track to deliver record revenue in 2025. As I look ahead, I remain confident that we will continue to deliver outsized EPS growth. We will do so through continued active management of both our business and our balance sheet. As a result, I am highly confident we will reach a 15% or better return on tangible common equity within the next few years.”
(a) The table entitled “GAAP to Non-GAAP Reconciliations” in the attached financial supplement presents the computations of certain financial measures related to “adjusted revenue”, “adjusted noninterest income”, “adjusted noninterest expense”, “adjusted net income”, and “adjusted earnings per share”. The table reconciles the GAAP performance measures to the corresponding non-GAAP measures, which provides a basis for period-to-period comparisons.(b) See table on page 25 for more information on Selected Items Impact on Earnings.
Selected Financial HighlightsDollars in millions, except per share data Change 3Q25 vs. 3Q25 2Q25 3Q24 2Q25 3Q24Income (loss) from continuing operations attributable to Key common shareholders $ 454 $ 387 $ (447) 17.3% N/MIncome (loss) from continuing operations attributable to Key common shareholders per .41 .35 (.47) 17.1 N/Mcommon share – assuming dilutionBook value at period end 15.86 15.32 14.53 3.5 9.2%Return on average tangible common equity from continuing operations (a) 12.51% 11.09% (16.98)% 142 bps N/MReturn on average total assets from continuing operations 1.04 .91 (.87) 13 N/MCommon Equity Tier 1 ratio (b) 11.8 11.7 10.8 10 100 bpsNet interest margin (TE) from continuing operations 2.75 2.66 2.17 9 58
(a) The table entitled “GAAP to Non-GAAPReconciliations” in the attached financial supplement presents the computations of certain financial measures related to “tangible common equity.” The table reconciles the GAAP performance measures to the corresponding non-GAAP measures, which provides a basis for period-to-period comparisons.(b) September 30, 2025 ratio is estimated.TE = Taxable Equivalent, N/M = Not Meaningful
INCOME STATEMENT HIGHLIGHTSRevenueDollars in millions Change 3Q25 vs. 3Q25 2Q25 3Q24 2Q25 3Q24Net interest income (TE) $ 1,193 $ 1,150 $ 964 3.7% 23.8%Noninterest income 702 690 (269) 1.7 N/MTotal revenue (TE) $ 1,895 $ 1,840 $ 695 3.0% 172.7%
Taxable-equivalent net interest income was $1.19 billion for the third quarter of 2025 and the net interest margin was 2.75%. Compared to the third quarter of 2024, net interest income increased by $229 million, and the net interest margin increased by 58 basis points. These increases primarily reflect lower deposit costs, the reinvestment of proceeds from maturing low-yielding investment securities, fixed-rate loans and swaps repricing into higher-yielding investments, and the repositioning of the available-for-sale portfolio during the third and fourth quarters of 2024. Additionally, the balance sheet composition shifted to reflect a more favorable mix of higher-yielding commercial and industrial loans, and an improved funding mix as lower-cost deposits increased while wholesale borrowings declined. These benefits were partially offset by the impact of lower interest rates on variable-rate earning assets.
Compared to the second quarter of 2025, taxable-equivalent net interest income increased by $43 million, and the net interest margin increased by 9 basis points. These increases were driven by an improved funding mix as low-cost core deposits increased while wholesale borrowings declined, the redeployment of maturing low-yielding investments and swaps into higher-yielding investments, and growth in commercial and industrial loans. Net interest income also benefited from one additional day in the third quarter of 2025 compared to the second quarter of 2025.
Noninterest IncomeDollars in millions Change 3Q25 vs. 3Q25 2Q25 3Q24 2Q25 3Q24Trust and investment services income $ 150 $ 146 $ 140 2.7% 7.1%Investment banking and debt placement fees 184 178 171 3.4 7.6Cards and payments income 86 85 84 1.2 2.4Service charges on deposit accounts 75 73 67 2.7 11.9Corporate services income 72 76 69 (5.3) 4.3Commercial mortgage servicing fees 73 70 73 4.3 -Corporate-owned life insurance income 35 32 36 9.4 (2.8)Consumer mortgage income 14 15 12 (6.7) 16.7Operating lease income and other leasing gains 11 14 16 (21.4) (31.3)Other income 8 1 (2) N/M N/MNet securities gains (losses) (6) – (935) N/M 99.4Total noninterest income $ 702 $ 690 $ (269) 1.7% 361.0%
Compared to the third quarter of 2024, noninterest income increased by $971 million. The increase was primarily driven by the impact of a $918 million loss on the sale of securities as part of the strategic repositioning of the portfolio in the third quarter of 2024. Additional drivers include a $13 million increase in investment banking and debt placement fees reflecting higher debt and equity issuance activity, and a $10 million increase in trust and investment services income. The increase was partly offset by a $5 million decrease in operating lease income and other leasing gains.
Compared to the second quarter of 2025, noninterest income increased by $12 million. The increase was driven by continued momentum across our priority fee based businesses which included a $6 million increase in investment banking and debt placement fees, a $4 million increase in trust and investment services income, and a $3 million increase in commercial mortgage servicing fees. The increase was partly offset by a $4 million decrease in corporate services income and a $3 million decrease in operating lease income.
Noninterest ExpenseDollars in millions Change 3Q25 vs. 3Q25 2Q25 3Q24 2Q25 3Q24Personnel expense $ 742 $ 705 $ 670 5.2% 10.7%Net occupancy 65 69 66 (5.8) (1.5)Computer processing 105 107 104 (1.9) 1.0Business services and professional fees 44 48 41 (8.3) 7.3Equipment 20 21 20 (4.8) -Operating lease expense 9 10 14 (10.0) (35.7)Marketing 22 24 21 (8.3) 4.8Other expense 170 170 158 – 7.6Total noninterest expense $ 1,177 $ 1,154 $ 1,094 2.0% 7.4%
Compared to the third quarter of 2024, noninterest expense increased by $83million. The increase was predominantly driven by a $72 million increase in personnel expense primarily related to incentive compensation associated with noninterest income growth, and continued investments in people. Business services and professional fees, as well as computer processing expenses increased primarily due to technology-related investments. These were partially offset by a $5 million decrease in operating lease expense.
Compared to the second quarter of 2025, noninterest expense increased by $23 million. The increase was primarily driven by a $37million increase in personnel expense primarily related to incentive compensation associated with noninterest income growth, and continued investments in people. This was partially offset by a $14million decrease in non-personnel expenses primarily due to lower net occupancy and business services and professional fees, as well as a $5 million benefit associated with the updated FDIC special assessment.
BALANCE SHEET HIGHLIGHTSAverage LoansDollars in millions Change 3Q25 vs. 3Q25 2Q25 3Q24 2Q25 3Q24Commercial and industrial (a) $ 56,571 $ 55,604 $ 53,121 1.7% 6.5%Other commercial loans 18,826 18,708 19,929 0.6 (5.5)Total consumer loans 30,830 31,403 33,194 (1.8) (7.1)Total loans $ 106,227 $ 105,715 $ 106,244 0.5% 0.0%
(a) Commercial and industrial average loan balances include $214 million, $218 million, and $215 million of assets from commercial credit cards at September 30, 2025, June 30, 2025, and September 30, 2024, respectively.
Average loans were $106.2 billion for the third quarter of 2025, a decrease of $17 million compared to the third quarter of 2024. Average commercial loans increased by $2.3 billion, primarily driven by an increase in commercial and industrial loans. Average consumer loans declined by $2.4 billion, reflective of broad-based declines across consumer loan categories.
Compared to the second quarter of 2025, average loans increased by $512 million. Average commercial loans increased $1.1 billion, primarily driven by an increase in commercial and industrial loans. Average consumer loans declined by $573 million, reflective of the intentional run-off of low-yielding loans.
Average DepositsDollars in millions Change 3Q25 vs. 3Q25 2Q25 3Q24 2Q25 3Q24Non-time deposits $ 135,135 $ 131,845 $ 129,901 2.5% 4.0%Time deposits 15,239 15,601 17,870 (2.3) (14.7)Total deposits $ 150,374 $ 147,446 $ 147,771 2.0% 1.8%Cost of total deposits 1.97% 1.99% 2.39% (2) bps (42) bps
Average deposits totaled $150.4 billion for the third quarter of 2025, an increase of $2.6 billion compared to the year-ago quarter, reflecting growth in consumer deposits.
Compared to the second quarter of 2025, average deposits increased by $2.9 billion, driven by higher commercial client balances. The rate paid on interest-bearing deposits declined by 1 basis point, and the overall cost of deposits declined by 2 basis points to 1.97%.
ASSET QUALITYDollars in millions Change 3Q25 vs. 3Q25 2Q25 3Q24 2Q25 3Q24Net loan charge-offs $ 114 $ 102 $ 154 11.8% (26.0)%Net loan charge-offs to average total loans .42% .39% .58% N/A N/ANonperforming loans at period end $ 658 $ 696 $ 728 (5.5) (9.6)Nonperforming assets at period end 668 707 741 (5.5) (9.9)Allowance for loan and lease losses 1,444 1,446 1,494 (0.1) (3.3)Allowance for credit losses 1,736 1,743 1,774 (0.4) (2.1)Provision for credit losses 107 138 95 (22.5) 12.6Allowance for loan and lease losses to nonperforming loans 219% 208% 205% N/A N/AAllowance for credit losses to nonperforming loans 264 250 244 N/A N/A
Key's provision for credit losses for the third quarter of 2025 was $107 million, compared to $95 million in the third quarter of 2024 and $138 million in the second quarter of 2025. A reserve release of $7 million during the third quarter of 2025 reflected a relatively stable macroeconomic outlook and consistent loan portfolio performance.
Net loan charge-offs for the third quarter of 2025 totaled $113.54856356 million, or 0.42% of average total loans. These results compare to $154 million, or 0.58%, for the third quarter of 2024 and $102 million, or 0.39%, for the second quarter of 2025. Key's allowance for credit losses was $1.7 billion, or 1.64% of total period-end loans at September 30, 2025, compared to 1.68% at September 30, 2024, and 1.64% at June 30, 2025.
At September 30, 2025, Key'snonperforming loans totaled $658 million, which represented 0.62% of period-end portfolio loans. These results compare to 0.69% at September30, 2024, and 0.65% at June30, 2025. Nonperforming assets at September30, 2025, totaled $668 million, and represented 0.63% of period-end portfolio loans and OREO and other nonperforming assets. These results compare to 0.70% at September30, 2024, and 0.66% at June30, 2025.
CAPITAL
Key's estimated risk-based capital ratios, included in the following table, continued to exceed all “well-capitalized” regulatory benchmarks at September 30, 2025.
Capital Ratios 9/30/2025 6/30/2025 9/30/2024Common Equity Tier 1 (a) 11.8% 11.7% 10.8%Tier 1 risk-based capital (a) 13.5 13.4 12.6Total risk-based capital (a) 15.8 15.7 15.1Tangible common equity to tangible assets (b) 8.1 7.8 6.2Leverage (a) 10.4 10.3 9.2
(a) September 30, 2025 ratio is estimated. As of January 1, 2025, theCECL optional transition provision had been fully phased-in. Amounts prior to January 1, 2025, reflect Key's election to adopt the CECL optional transition provision.(b) The table entitled “GAAP to Non-GAAP Reconciliations” in the attached financial supplement presents the computations of certain financial measures related to “tangible common equity.” The table reconciles the GAAP performance measures to the corresponding non-GAAP measures, which provides a basis for period-to-period comparisons.
Key's regulatory capital position remained strong in the third quarter of 2025. As shown in the preceding table, at September 30, 2025, Key's estimated Common Equity Tier 1 and Tier 1 risk-based capital ratios stood at 11.8% and 13.5%, respectively.
Summary of Changes in Common Shares OutstandingIn thousands Change 3Q25 vs. 3Q25 2Q25 3Q24 2Q25 3Q24Shares outstanding at beginning of period 1,112,453 1,111,986 943,200 -% 17.9%Shares issued under employee compensation plans (net of cancellations and 499 467 222 6.9 124.8returns)Shares issued under Scotiabank investment agreement – – 47,829 – N/M Shares outstanding at end of period 1,112,952 1,112,453 991,251 -% 12.3%
Key declared a dividend on July 15, 2025 of $.205 per common share, payable in the third quarter of 2025.
LINE OF BUSINESS RESULTS
The following table shows the contribution made by each major business segment to Key's taxable-equivalent revenue from continuing operations and income (loss) from continuing operations attributable to Key for the periods presented. For more detailed financial information pertaining to each business segment, see the tables at the end of this release.
Major Business SegmentsDollars in millions Change 3Q25 vs. 3Q25 2Q25 3Q24 2Q25 3Q24Revenue from continuing operations (TE)Consumer Bank $ 935 $ 912 $ 800 2.5% 16.9%Commercial Bank 1,014 974 866 4.1 17.1Other (a) (54) (46) (971) (17.4) 94.4Total $ 1,895 $ 1,840 $ 695 3.0% 172.7%Income (loss) from continuing operations attributable to KeyConsumer Bank $ 152 $ 122 $ 75 24.6% 102.7%Commercial Bank 367 349 299 5.2 22.7Other (a) (29) (48) (785) 39.6 96.3Total $ 490 $ 423 $ (411) 15.8% 219.2%
(a) Other includes other segments that consists of corporate treasury, our principal investing unit, and various exit portfolios as well as reconciling items which primarily represent the unallocated portion ofnonearning assets of corporate support functions. Charges related to the funding of these assets are part of net interest income and are allocated to the business segments through noninterest expense. Corporate treasury includes realized gains and losses from transactions associated with Key's investment securities portfolio. Reconciling items also includes intercompany eliminations and certain items that are not allocated to the business segments because they do not reflect their normal operations.TE = Taxable Equivalent
Consumer BankDollars in millions Change 3Q25 vs. 3Q25 2Q25 3Q24 2Q25 3Q24Summary of operationsNet interest income (TE) $ 691 $ 676 $ 569 2.2% 21.4%Noninterest income 244 236 231 3.4 5.6Total revenue (TE) 935 912 800 2.5 16.9Provision for credit losses 40 55 52 (27.3) (23.1)Noninterest expense 695 696 649 (.1) 7.1Income (loss) before income taxes (TE) 200 161 99 24.2 102.0Allocated income taxes (benefit) and TE adjustments 48 39 24 23.1 100.0Net income (loss) attributable to Key $ 152 $ 122 $ 75 24.6% 102.7%Average balancesLoans and leases $ 35,363 $ 36,137 $ 38,332 (2.1)% (7.7)%Total assets 38,374 39,156 41,188 (2.0) (6.8)Deposits 87,692 88,002 86,431 (.4) 1.5Assets under management at period end $ 67,855 $ 64,244 $ 61,122 5.6% 11.0%
Additional Consumer Bank DataDollars in millions Change 3Q25 vs. 3Q25 2Q25 3Q24 2Q25 3Q24Noninterest incomeTrust and investment services income $ 124 $ 119 $ 114 4.2% 8.8%Service charges on deposit accounts 36 35 34 2.9 5.9Cards and payments income 61 61 61 – -Consumer mortgage income 14 14 13 – 7.7Other noninterest income 9 7 9 28.6 -Total noninterest income $ 244 $ 236 $ 231 3.4% 5.6%Average deposit balancesMoney market deposits $ 35,278 $ 34,524 $ 30,805 2.2% 14.5%Demand deposits 22,604 22,784 22,310 (.8) 1.3Savings deposits 4,291 4,406 4,553 (2.6) (5.8)Time deposits 11,113 11,910 13,927 (6.7) (20.2)Noninterest-bearing deposits 14,406 14,378 14,836 .2 (2.9)Total deposits $ 87,692 $ 88,002 $ 86,431 (.4)% 1.5%Other dataBranches 942 943 944Automated teller machines 1,152 1,166 1,194
Consumer Bank Summary of Operations (3Q25 vs. 3Q24)
— Key's Consumer Bank recorded net income attributable to Key of $152 million for the third quarter of 2025, compared to $75 million for the year-ago quarter
— Taxable-equivalent net interest income increased by $122 million, or 21.4%, compared to the third quarter of 2024
— Average loans and leases decreased $3.0 billion, or 7.7%, from the third quarter of 2024, driven by broad-based declines across consumer loan categories
— Average deposits increased $1.3 billion, or 1.5%, from the third quarter of 2024, primarily driven by growth in money market deposits
— Provision for credit losses decreased $12 million compared to the third quarter of 2024, primarily driven by changes in reserve levels due to lower loan balances as well as lower net loan charge-offs
— Noninterest income increased $13 million from the year-ago quarter, primarily driven by an increase in trust and investment services income
— Noninterest expense increased $46 million from the year-ago quarter, primarily driven by higher support and overhead expense
Commercial BankDollars in millions Change 3Q25 vs. 3Q25 2Q25 3Q24 2Q25 3Q24Summary of operationsNet interest income (TE) $ 587 $ 556 $ 460 5.6% 27.6%Noninterest income 427 418 406 2.2 5.2Total revenue (TE) 1,014 974 866 4.1 17.1Provision for credit losses 68 84 41 (19.0) 65.9Noninterest expense 482 449 444 7.3 8.6Income (loss) before income taxes (TE) 464 441 381 5.2 21.8Allocated income taxes and TE adjustments 97 92 82 5.4 18.3Net income (loss) attributable to Key $ 367 $ 349 $ 299 5.2% 22.7%Average balancesLoans and leases $ 70,326 $ 69,087 $ 67,452 1.8% 4.3%Loans held for sale 1,224 707 998 73.1 22.6Total assets 79,733 78,486 76,395 1.6 4.4Deposits 58,483 55,886 58,696 4.6 (0.4)
Additional Commercial Bank DataDollars in millions Change 3Q25 vs. 3Q25 2Q25 3Q24 2Q25 3Q24Noninterest incomeTrust and investment services income $ 26 $ 25 $ 26 4.0% -%Investment banking and debt placement fees 183 179 171 2.2 7.0Cards and payments income 21 21 22 – (4.5)Service charges on deposit accounts 37 38 32 (2.6) 15.6Corporate services income 69 68 62 1.5 11.3Commercial mortgage servicing fees 73 70 73 4.3 -Operating lease income and other leasing gains 10 15 16 (33.3) (37.5)Other noninterest income 8 2 4 300.0 100.0Total noninterest income $ 427 $ 418 $ 406 2.2% 5.2%
Commercial Bank Summary of Operations (3Q25 vs. 3Q24)
— Key's Commercial Bank recorded net income attributable to Key of $367 million for the third quarter of 2025, compared to $299 million for the year-ago quarter
— Taxable-equivalent net interest income increased by $127 million, or 27.6%, compared to the third quarter of 2024
— Average loan and lease balances increased $2.9 billion, or 4.3%, compared to the third quarter of 2024, driven by an increase in commercial and industrial loans
— Average deposit balances decreased $213 million compared to the third quarter of 2024, driven by a reduction in higher-cost client balances
— Provision for credit losses increased $27 million compared to the third quarter of 2024, driven by stable reserve levels relative to the third quarter of 2024, partly offset by lower net loan charge-offs
— Noninterest income increased $21 million compared to the third quarter of 2024, primarily driven by an increase in investment banking and debt placement fees and corporate services income
— Noninterest expense increased $38 million compared to the third quarter of 2024, primarily driven by higher support and overhead expense, as well as higher personnel expense related to incentive compensation associated with noninterest income growth, and continued investments in people
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KeyCorp's roots trace back 200 years to Albany, New York. Headquartered in Cleveland, Ohio, Key is one of the nation's largest bank-based financial services companies, with assets of approximately $187 billion at September 30, 2025.
Key provides deposit, lending, cash management, and investment services to individuals and businesses in 15 states under the name KeyBank National Association through a network of approximately 1,000 branches and approximately 1,200 ATMs. Key also provides a broad range of sophisticated corporate and investment banking products, such as merger and acquisition advice, public and private debt and equity, syndications and derivatives to middle market companies in selected industries throughout the United States under the KeyBanc Capital Markets trade name. For more information, visit https://www.key.com/. KeyBank is Member FDIC.
This earnings release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements do not relate strictly to historical or current facts. Forward-looking statements usually can be identified by the use of words such as “goal,” “objective,” “plan,” “expect,” “assume,” “anticipate,” “intend,” “project,” “believe,” “estimate,” or other words of similar meaning. Forward-looking statements provide our current expectations or forecasts of future events, circumstances, results, or aspirations. Forward-looking statements, by their nature, are subject to assumptions, risks and uncertainties, many of which are outside of our control. Our actual results may differ materially from those set forth in our forward-looking statements. There is no assurance that any list of risks and uncertainties or risk factors is complete. Factors that could cause Key's actual results to differ from those described in the forward-looking statements can be found in KeyCorp's Form 10-K for the year ended December 31, 2024 and in KeyCorp's subsequent SEC filings, all of which have been or will be filed with the Securities and Exchange Commission (the “SEC”) and are or will be available on Key's website (www.key.com/ir) and on the SEC's website (www.sec.gov). These factors may include, among others, adverse changes in credit quality trends, declining asset prices, a worsening of the U.S. economy due to financial, political, or other shocks, the extensive regulation of the U.S. financial services industry, the soundness of other financial institutions, and the impact of changes in the interest rate environment. Any forward-looking statements made by us or on our behalf speak only as of the date they are made and we do not undertake any obligation to update any forward-looking statement to reflect the impact of subsequent events or circumstances.
A live Internet broadcast ofKeyCorp's conference call to discuss quarterly results and currently anticipated earnings trends and to answer analysts' questions can be accessed through the Investor Relations section at https://www.key.com/ir at 10:00 a.m. ET, on October 16, 2025. A replay of the call will be available on our website through October 16, 2026.
For up-to-date company information, media contacts, and facts and figures about Key's lines of business, visit our Media Newsroom at https://www.key.com/newsroom.
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KeyCorp Third Quarter 2025 Financial Supplement
Page12 Basis of Presentation13 Financial Highlights15 GAAP to Non-GAAP Reconciliation18 Consolidated Balance Sheets19 Consolidated Statements of Income20 Consolidated Average Balance Sheets, and Net Interest Income and Yields/Rates From Continuing Operations22 Noninterest Expense22 Personnel Expense22 Loan Composition22 Loans Held for Sale Composition23 Summary of Changes in Loans Held for Sale23 Summary of Loan and Lease Loss Experience From Continuing Operations25 Asset Quality Statistics From Continuing Operations25 Summary of Nonperforming Assets and Past Due Loans From Continuing Operations25 Summary of Changes in Nonperforming Loans From Continuing Operations26 Line of Business Results26 Selected Items Impact on Earnings
Basis of Presentation
Use of Non-GAAP Financial Measures This document contains GAAP financial measures and non-GAAP financial measures where managementbelieves it to be helpful in understanding Key's results of operations or financial position. Where non-GAAP financial measures are used, the comparable GAAP financial measure, as well as the reconciliation to the comparable GAAP financial measure, can be found in this document, the financial supplement, or conference call slides related to this document, all of which can be found on Key's website (www.key.com/ir).
Forward-Looking Non-GAAP Financial Measures From time to time Key may discuss forward-looking non-GAAP financial measures. Key is unable to provide a reconciliation of forward-looking non-GAAP financial measures to their most directly comparable GAAP financial measures because Key is unable to provide, without unreasonable effort, a meaningful or accurate calculation or estimation of amounts that would be necessary for the reconciliation due to the complexity and inherent difficulty in forecasting and quantifying future amounts or when they may occur. Such unavailable information could be significant for future results.
Annualized Data Certain returns, yields, performance ratios, or quarterly growth rates are presented on an “annualized”basis. This is done for analytical and decision-making purposes to better discern underlying performance trends when compared to full-year or year-over-year amounts.
Taxable Equivalent The interest income earned on certain earning assets is completely or partially exempt from federal income tax. As such, these tax-exempt instruments typically yield lower returns than taxable investments. Income from tax-exempt earning assets is increased by an amount equivalent to the taxes that would have been paid if this income had been taxable at the federal statutory rate. This adjustment puts all earning assets, most notably tax-exempt loans, and certain lease assets, on a common basis that facilitates comparison of results to peers.
Earnings Per Share Equivalent Certain income or expense items may be expressed on a per common share basis. This is done for analytical and decision-making purposes to better discern underlying trends in total consolidated earnings per share performance excluding the impact of such items. When the impact of certain income or expense items is disclosed separately, the after-tax amount is computed using the marginal tax rate, unless otherwise specified, with this then being the amount used to calculate the earnings per share equivalent.
Financial Highlights(Dollars in millions, except per share amounts) Three months ended 9/30/2025 6/30/2025 9/30/2024Summary of operations Net interest income (TE) $ 1,193 $ 1,150 $ 964 Noninterest income 702 690 (269) Total revenue (TE) 1,895 1,840 695 Provision for credit losses 107 138 95 Noninterest expense 1,177 1,154 1,094 Income (loss) from continuing operations attributable to Key 490 423 (411) Income (loss) from discontinued operations, net of taxes (1) 2 1 Net income (loss) attributable to Key 489 425 (410) Income (loss) from continuing operations attributable to Key common shareholders 454 387 (447) Income (loss) from discontinued operations, net of taxes (1) 2 1 Net income (loss) attributable to Key common shareholders 453 389 (446)Per common share Income (loss) from continuing operations attributable to Key common shareholders $ .41 $ .35 $ (.47) Income (loss) from discontinued operations, net of taxes – – – Net income (loss) attributable to Key common shareholders (a) .41 .35 (.47) Income (loss) from continuing operations attributable to Key common shareholders – assuming dilution .41 .35 (.47) Income (loss) from discontinued operations, net of taxes – assuming dilution – – – Net income (loss) attributable to Key common shareholders – assuming dilution (a) .41 .35 (.47) Cash dividends declared .205 .205 .205 Book value at period end 15.86 15.32 14.53 Tangible book value at period end 13.38 12.83 11.72 Market price at period end 18.69 17.42 16.75Performance ratios From continuing operations: Return on average total assets 1.04% .91% (.87)% Return on average common equity 10.49 9.26 (13.41) Return on average tangible common equity (b) 12.51 11.09 (16.98) Net interest margin (TE) 2.75 2.66 2.17 Cash efficiency ratio (b) 61.8 62.4 156.4 From consolidated operations: Return on average total assets 1.04% .91% (.87)% Return on average common equity 10.47 9.31 (13.38) Return on average tangible common equity (b) 12.48 11.15 (16.95) Net interest margin (TE) 2.74 2.66 2.17 Loan to deposit (c) 71.0 72.9 71.0Capital ratios at period end Key shareholders' equity to assets 10.7% 10.5% 8.9% Key common shareholders' equity to assets 9.4 9.2 7.6 Tangible common equity to tangible assets (b) 8.1 7.8 6.2 Common Equity Tier 1 (d) 11.8 11.7 10.8 Tier 1 risk-based capital (d) 13.5 13.4 12.6 Total risk-based capital (d) 15.8 15.7 15.1 Leverage (d) 10.4 10.3 9.2Asset quality – from continuing operations Net loan charge-offs $ 114 $ 102 $ 154 Net loan charge-offs to average loans .42% .39% .58% Allowance for loan and lease losses $ 1,444 $ 1,446 $ 1,494 Allowance for credit losses 1,736 1,743 1,774 Allowance for loan and lease losses to period-end loans 1.36% 1.36% 1.42% Allowance for credit losses to period-end loans 1.64 1.64 1.68 Allowance for loan and lease losses to nonperforming loans 219 208 205 Allowance for credit losses to nonperforming loans 264 250 244 Nonperforming loans at period-end $ 658 $ 696 $ 728 Nonperforming assets at period-end 668 707 741 Nonperforming loans to period-end portfolio loans .62% .65% .69% Nonperforming assets to period-end portfolio loans plus OREO and other nonperforming assets .63 .66 .70Trust assets Assets under management $ 67,855 $ 64,244 $ 61,122Other data Average full-time equivalent employees 17,414 17,105 16,805 Branches 942 943 944 Taxable-equivalent adjustment $ 9 $ 9 $ 12
Financial Highlights (continued)(Dollars in millions, except per share amounts) Nine months ended 9/30/2025 9/30/2024Summary of operations Net interest income (TE) $ 3,448 $ 2,749 Noninterest income 2,060 1,005 Total revenue (TE) 5,508 3,754 Provision for credit losses 363 296 Noninterest expense 3,462 3,316 Income (loss) from continuing operations attributable to Key 1,319 81 Income (loss) from discontinued operations, net of taxes 0 2 Net income (loss) attributable to Key 1,319 83 Income (loss) from continuing operations attributable to Key common shareholders 1,211 (27) Income (loss) from discontinued operations, net of taxes 0 2 Net income (loss) attributable to Key common shareholders 1,211 (25)Per common share Income (loss) from continuing operations attributable to Key common shareholders $ 1.10 $ (.03) Income (loss) from discontinued operations, net of taxes – – Net income (loss) attributable to Key common shareholders (a) 1.10 (.03) Income (loss) from continuing operations attributable to Key common shareholders – assuming dilution 1.09 (.03) Income (loss) from discontinued operations, net of taxes – assuming dilution – – Net income (loss) attributable to Key common shareholders – assuming dilution (a) 1.09 (.03) Cash dividends paid .62 .62Performance ratios From continuing operations: Return on average total assets .94% .06% Return on average common equity 9.70 (.29) Return on average tangible common equity (b) 11.63 (.37) Net interest margin (TE) 2.66 2.08 Cash efficiency ratio (b) 62.6 87.7 From consolidated operations: Return on average total assets .94% .06% Return on average common equity 9.70 (0.27) Return on average tangible common equity (b) 11.63 (0.35) Net interest margin (TE) 2.66 2.08Asset quality – from continuing operations Net loan charge-offs $ 326 $ 326 Net loan charge-offs to average total loans .41% .40%Other data Average full-time equivalent employees 17,169 16,734Taxable-equivalent adjustment $ 27 $ 35
(a) Earnings per share may not foot due to rounding.(b) The table entitled “GAAP to Non-GAAP Reconciliations” starting on page 15 of this supplement presents the computations of certain financial measures related to “tangible common equity” and “cash efficiency.” The table reconciles the GAAP performance measures to the corresponding non-GAAP measures, which provides a basis for period-to-period comparisons.(c) Represents period-end consolidated total loans and loans held for sale divided by period-end consolidated total deposits.(d) September 30, 2025, ratio is estimated. As of January 1, 2025, the CECL optional transition provision had been fully phased-in. Amounts prior to January 1, 2025, reflect Key's election to adopt the CECL optional transition provision.
GAAP to Non-GAAPReconciliations (Dollars in millions)
The table below presents certain non-GAAP financial measures related to “tangible common equity,” “return on average tangible common equity,” “adjusted return on average tangible common equity,” “pre-provision net revenue,” “adjusted pre-provision net revenue,” “cash efficiency ratio,” “adjusted taxable-equivalent revenue,” “adjusted noninterest expense,” “adjusted income (loss) available from continuing operations attributable to Key common shareholders,” and “diluted earnings per share – adjusted.”
The tangible common equity ratio and the return on average tangible common equity ratio have been a focus for some investors, and management believes these ratios may assist investors in analyzing Key's capital position without regard to the effects of intangible assets and preferred stock. Adjusted return on average tangible common equity excludes significant or unusual items that management does not consider indicative of ongoing financial performance. Management believes this measure provides a greater understanding of ongoing operations and enhances comparability of results with prior periods.
The table also shows the computation for pre-provision net revenue and adjusted pre-provision net revenue, which are not formally defined by GAAP. Management believes that eliminating the effects of the provision for credit losses makes it easier to analyze the results by presenting them on a more comparable basis. Further, management believes that adjusting pre-provision net revenue for significant or unusual items that management does not consider indicative of ongoing financial performance provides a greater understanding of ongoing operations and enhances comparability of results with prior periods.
The cash efficiency ratio is a ratio of two non-GAAP performance measures. As such, there is no directly comparable GAAP performance measure. The cash efficiency ratio performance measure removes the impact of Key's intangible asset amortization from the calculation. Management believes this ratio provides greater consistency and comparability between Key's results and those of its peer banks. Additionally, this ratio is used by analysts and investors as they develop earnings forecasts and peer bank analysis. The adjusted cash efficiency ratio excludes significant or unusual items that management does not consider indicative of ongoing financial performance
Adjusted taxable-equivalent revenue is a non-GAAP measure in that it adjusts revenue for certain tax-exempt instruments and selected items. The interest income earned on certainearning assets is completely or partially exempt from federal income tax. As such, these tax-exempt instruments typically yield lower returns than taxable investments. To provide moremeaningful comparisons of net interest income, we use interest income on a taxable-equivalent basis by increasing the interest income earned on tax-exempt assets to make it fullyequivalent to interest income earned on taxable instruments. Additionally, management believes adjusting for the selected items provide investors with useful information to gain abetter understanding of ongoing operations and enhance comparability of results with prior periods, as well as demonstrate the effects of the financial impacts related to those selecteditems.
Adjusted noninterest expense is a non-GAAP measure in that it excludes significant or unusual items that management does not consider indicative of ongoing financial performance. Management believes this measure provides a greater understanding of ongoing operations and enhances comparability of results with prior periods.
Adjusted income (loss) available from continuing operations attributable to Key common shareholders (or “adjusted net income”) and diluted earnings per share – adjusted (or “adjusted earnings per share”) are non-GAAP in that these measures exclude significant or unusual items, net of tax, that management does not consider indicative of ongoing financial performance . Management believes these measures provide investors with useful information to gain a better understanding of ongoing operations and enhance comparability of results with prior periods.
Non-GAAP financial measures have inherent limitations, are not required to be uniformly applied, and are not audited. Although these non-GAAP financial measures are frequently used by investors to evaluate a company, they have limitations as analytical tools, and should not be considered in isolation, or as a substitute for analyses of results as reported under GAAP.
Three months ended Nine months ended 9/30/2025 6/30/2025 9/30/2024 9/30/2025 9/30/2024Tangible common equity to tangible assets at period-endKey shareholders' equity (GAAP) $ 20,102 $ 19,484 $ 16,852Less: Intangible assets 2,765 2,770 2,786Preferred Stock(a) 2,446 2,446 2,446Tangible common equity (non-GAAP) $ 14,891 $ 14,268 $ 11,620Total assets (GAAP) $ 187,409 $ 185,499 $ 189,763Less: Intangible assets 2,765 2,770 2,786Tangible assets (non-GAAP) $ 184,644 $ 182,729 $ 186,977Tangible common equity to tangible assets ratio (non-GAAP) 8.06% 7.81% 6.21%Average tangible common equityAverage Key shareholders' equity (GAAP) $ 19,664 $ 19,268 $ 15,759 $ 19,193 $ 14,963Less: Intangible assets (average) 2,767 2,772 2,789 2,772 2,796Preferred stock (average) 2,500 2,500 2,500 2,500 2,500Average tangible common equity (non-GAAP) $ 14,397 $ 13,996 $ 10,470 $ 13,921 $ 9,667Return on average tangible common equity from continuing operationsNet income (loss) from continuing operations attributable to Key common $ 454 $ 387 $ (447) $ 1,211 $ (27)shareholders (GAAP)Average tangible common equity (non-GAAP) 14,397 13,996 10,470 13,921 9,667Return on average tangible common equity from continuing operations (non- 12.51% 11.09% (16.98)% 11.63% (0.37)%GAAP)Adjusted return on average tangible common equity from continuingoperationsAdjusted income (loss) available from continuing operations attributable to Key $ 450 $ 387 $ 285 $ 1,207 $ 731common shareholders (non-GAAP)Adjusted return on average tangible common equity from continuing operations 12.40% 11.09% 10.83% 11.59% 10.10%excluding notable items (non-GAAP)Return on average tangible common equity consolidatedNet income (loss) attributable to Key common shareholders (GAAP) $ 453 $ 389 $ (446) $ 1,211 $ (25)Average tangible common equity (non-GAAP) 14,397 13,996 10,470 13,921 9,667Return on average tangible common equity consolidated (non-GAAP) 12.48% 11.15% (16.95)% 11.63% (0.35)%Pre-provision net revenueNet interest income (GAAP) $ 1,184 $ 1,141 $ 952 $ 3,421 $ 2,714Plus: Taxable-equivalent adjustment 9 9 12 27 35Noninterest income (GAAP) 702 690 (269) 2,060 1,005Less: Noninterest expense (GAAP) 1,177 1,154 1,094 3,462 3,316Pre-provision net revenue from continuing operations (non-GAAP) $ 718 $ 686 $ (399) $ 2,046 $ 438Adjusted pre-provision net revenuePre-provision net revenue from continuing operations (non-GAAP) $ 718 $ 686 $ (399) $ 2,046 $ 438Plus: Selected items(b) (5) – 912 (5) 946Adjusted pre-provision net revenue from continuing operations (non-GAAP) $ 713 $ 686 $ 513 $ 2,041 $ 1,384
GAAP to Non-GAAP Reconciliations (continued)(Dollars in millions) Three months ended Nine months ended 9/30/2025 6/30/2025 9/30/2024 9/30/2025 9/30/2024Cash efficiency ratio and Adjusted cash efficiency ratioNoninterest expense (GAAP) $ 1,177 $ 1,154 $ 1,094 $ 3,462 $ 3,316Less: Intangible asset amortization 5 5 7 15 22Noninterest expense less intangible asset amortization (non-GAAP) $ 1,172 $ 1,149 $ 1,087 $ 3,447 $ 3,294Plus: Selected items (d) 5 – 6 5 (28)Adjusted noninterest expense less intangible asset amortization (non- $ 1,177 $ 1,149 $ 1,093 $ 3,452 $ 3,266GAAP)Net interest income (GAAP) $ 1,184 $ 1,141 $ 952 $ 3,421 $ 2,714Plus: Taxable-equivalent adjustment 9 9 12 27 35Net interest income TE (non-GAAP) 1,193 1,150 964 3,448 2,749Noninterest income (GAAP) 702 690 (269) 2,060 1,005Total taxable-equivalent revenue (non-GAAP) $ 1,895 $ 1,840 $ 695 $ 5,508 $ 3,754Plus: Selected items (d) – – 918 – 918Adjusted taxable-equivalent revenue (non-GAAP) $ 1,895 $ 1,840 $ 1,613 $ 5,508 $ 4,672Cash efficiency ratio (non-GAAP) 61.8% 62.4% 156.4% 62.6% 87.7%Adjusted cash efficiency ratio (non-GAAP) 62.1% 62.4% 67.8% 62.7% 69.9%Adjusted taxable-equivalent revenueNoninterest income (GAAP) $ 702 $ 690 $ (269) $ 2,060 $ 1,005Plus: Selected items(b) – – 918 – 918Adjusted noninterest income (non-GAAP) $ 702 $ 690 $ 649 $ 2,060 $ 1,923Net interest income TE (non-GAAP) 1,193 1,150 964 3,448 2,749Total adjusted taxable-equivalent revenue (non-GAAP) $ 1,895 $ 1,840 $ 1,613 $ 5,508 $ 4,672Adjusted noninterest expenseNoninterest expense (GAAP) $ 1,177 $ 1,154 $ 1,094 $ 3,462 $ 3,316Plus: Selected items(b) 5 – 6 5 (28)Noninterest expense adjusted for selected items (non-GAAP) $ 1,182 $ 1,154 $ 1,100 $ 3,467 $ 3,288Adjusted income (loss) available from continuing operations attributable toKey common shareholdersIncome (loss) from continuing operations attributable to Key common $ 454 $ 387 $ (447) $ 1,211 $ (27)shareholders (GAAP)Plus: Selected items (net of tax)(b) (4) – 732 (4) 758Adjusted income (loss) available from continuing operations attributable to $ 450 $ 387 $ 285 $ 1,207 $ 731Key common shareholders (non-GAAP)Diluted earnings per common share (EPS) – adjustedDiluted EPS from continuing operations attributable to Key common shareholders $ .41 $ .35 $ (.47) $ 1.09 $ (.03)(GAAP)Plus: EPS impact of selected items(b) – – .77 – .79Diluted EPS from continuing operations attributable to Key common $ .41 $ .35 $ .30 $ 1.09 $ .76shareholders – adjusted (non-GAAP)
(a) Net of capital surplus.(b) Additional detail provided in Selected Items table on page 25.GAAP = U.S. generally accepted accounting principles; TE = Taxable Equivalent
Consolidated Balance Sheets(Dollars in millions) 9/30/2025 6/30/2025 9/30/2024Assets Loans $ 105,902 $ 106,389 $ 105,346 Loans held for sale 998 530 1,058 Securities available for sale 40,456 40,669 34,169 Held-to-maturity securities 7,509 6,914 7,702 Trading account assets 972 1,374 1,404 Short-term investments 13,334 11,564 22,796 Other investments 921 1,058 1,117 Total earning assets 170,092 168,498 173,592 Allowance for loan and lease losses (1,444) (1,446) (1,494) Cash and due from banks 1,938 1,766 1,276 Premises and equipment 606 599 624 Goodwill 2,752 2,752 2,752 Other intangible assets 13 18 34 Corporate-owned life insurance 4,428 4,423 4,379 Accrued income and other assets 8,803 8,654 8,323 Discontinued assets 221 235 277 Total assets $ 187,409 $ 185,499 $ 189,763Liabilities Deposits in domestic offices: Interest-bearing deposits $ 122,425 $ 119,230 $ 119,995 Noninterest-bearing deposits 28,340 27,675 30,358 Total deposits 150,765 146,905 150,353 Federal funds purchased and securities sold under repurchase agreements 10 20 44 Bank notes and other short-term borrowings 1,339 2,754 2,359 Accrued expense and other liabilities 4,276 4,273 4,478 Long-term debt 10,917 12,063 15,677 Total liabilities 167,307 166,015 172,911Equity Preferred stock 2,500 2,500 2,500 Common shares 1,257 1,257 1,257 Capital surplus 6,002 5,971 6,149 Retained earnings 15,111 14,886 15,066 Treasury stock, at cost (2,619) (2,629) (4,839) Accumulated other comprehensive income (loss) (2,149) (2,501) (3,281) Key shareholders' equity 20,102 19,484 16,852Total liabilities and equity $ 187,409 $ 185,499 $ 189,763Common shares outstanding (000) 1,112,952 1,112,453 991,251
Consolidated Statements of Income(Dollars in millions, except per share amounts) Three months ended Nine months ended 9/30/2025 6/30/2025 9/30/2024 9/30/2025 9/30/2024Interest income Loans $ 1,466 $ 1,443 $ 1,516 $ 4,310 $ 4,578 Loans held for sale 18 11 18 43 40 Securities available for sale 408 411 298 1,211 789 Held-to-maturity securities 64 61 70 188 218 Trading account assets 11 16 15 44 45 Short-term investments 156 157 244 487 578 Other investments 8 8 14 25 47 Total interest income 2,131 2,107 2,175 6,308 6,295Interest expense Deposits 748 730 887 2,231 2,486 Federal funds purchased and securities sold under repurchase agreements 4 4 1 9 3 Bank notes and other short-term borrowings 14 34 43 75 140 Long-term debt 181 198 292 572 952 Total interest expense 947 966 1,223 2,887 3,581Net interest income 1,184 1,141 952 3,421 2,714Provision for credit losses 107 138 95 363 296Net interest income after provision for credit losses 1,077 1,003 857 3,058 2,418Noninterest income Trust and investment services income 150 146 140 435 415 Investment banking and debt placement fees 184 178 171 537 467 Cards and payments income 86 85 84 253 246 Service charges on deposit accounts 75 73 67 217 196 Corporate services income 72 76 69 213 206 Commercial mortgage servicing fees 73 70 73 219 190 Corporate-owned life insurance income 35 32 36 100 102 Consumer mortgage income 14 15 12 42 42 Operating lease income and other leasing gains 11 14 16 34 61 Other income 8 1 (2) 16 28 Net securities gains (losses) (6) – (935) (6) (948) Total noninterest income 702 690 (269) 2,060 1,005Noninterest expense Personnel 742 705 670 2,127 1,980 Net occupancy 65 69 66 201 199 Computer processing 105 107 104 319 307 Business services and professional fees 44 48 41 132 119 Equipment 20 21 20 61 60 Operating lease expense 9 10 14 30 48 Marketing 22 24 21 67 61 Other expense 170 170 158 525 542 Total noninterest expense 1,177 1,154 1,094 3,462 3,316Income (loss) from continuing operations before income taxes 602 539 (506) 1,656 107 Income taxes (benefit) 112 116 (95) 337 26Income (loss) from continuing operations 490 423 (411) 1,319 81 Income (loss) from discontinued operations, net of taxes (1) 2 1 – 2Net income (loss) $ 489 $ 425 $ (410) $ 1,319 $ 83Income (loss) from continuing operations attributable to Key common shareholders $ 454 $ 387 $ (447) $ 1,211 $ (27)Net income (loss) attributable to Key common shareholders 453 389 (446) 1,211 (25)Per common shareIncome (loss) from continuing operations attributable to Key common shareholders $ .41 $ .35 $ (.47) $ 1.10 $ (.03)Income (loss) from discontinued operations, net of taxes – – – – -Net income (loss) attributable to Key common shareholders (a) .41 .35 (.47) 1.10 (.03)Per common share – assuming dilutionIncome (loss) from continuing operations attributable to Key common shareholders $ .41 $ .35 $ (.47) $ 1.09 $ (.03)Income (loss) from discontinued operations, net of taxes – – – – -Net income (loss) attributable to Key common shareholders(a) .41 .35 (.47) 1.09 (.03)Cash dividends declared per common share $ .205 $ .205 $ .205 $ .615 $ .615Weighted-average common shares outstanding (000) 1,100,830 1,100,033 948,979 1,099,520 936,962 Effect of common share options and other stock awards(b) 9,845 7,177 – 8,864 -Weighted-average common shares and potential common shares outstanding (000)(c) 1,110,675 1,107,210 948,979 1,108,384 936,962
(a) Earnings per share may not foot due to rounding.(b) For periods ended in a loss from continuing operations attributable to Key common shareholders, anti-dilutive instruments have been excluded from the calculation of diluted earnings per share.(c) Assumes conversion of common share options and other stock awards, as applicable.
Consolidated Average Balance Sheets, and Net Interest Income and Yields/Rates From Continuing Operations(Dollars in millions) Third Quarter 2025 Second Quarter 2025 Third Quarter 2024 Average Yield/ Average Yield/ Average Yield/ Balance Interest (a) Rate (a) Balance Interest (a) Rate (a) Balance Interest (a) Rate (a)Assets Loans: (b), (c) Commercial and industrial (d) $ 56,571 $ 858 6.02% $ 55,604 $ 838 6.04% $ 53,121 $ 847 6.34% Real estate – commercial mortgage 13,697 208 6.02 13,311 200 6.02 13,864 225 6.46 Real estate – construction 2,744 48 6.96 2,873 50 6.95 3,077 59 7.65 Commercial lease financing 2,385 22 3.62 2,524 22 3.59 2,988 26 3.46 Total commercial loans 75,397 1,136 5.98 74,312 1,110 5.99 73,050 1,157 6.30 Real estate – residential mortgage 19,140 160 3.34 19,446 162 3.34 20,215 167 3.30 Home equity loans 5,934 84 5.65 6,091 86 5.63 6,634 100 5.98 Other consumer loans 4,825 63 5.17 4,946 63 5.09 5,426 69 5.08 Credit cards 931 32 13.50 920 31 13.44 919 35 15.22 Total consumer loans 30,830 339 4.38 31,403 342 4.36 33,194 371 4.46 Total loans 106,227 1,475 5.51 105,715 1,452 5.51 106,244 1,528 5.73 Loans held for sale 1,291 18 5.81 770 11 5.72 1,098 18 6.54 Securities available for sale (b), (e) 40,310 408 3.77 40,714 411 3.76 36,700 298 2.87 Held-to-maturity securities (b) 7,168 64 3.59 7,038 61 3.46 7,838 70 3.58 Trading account assets 922 11 4.61 1,259 16 5.32 1,142 15 5.08 Short-term investments 13,463 156 4.60 13,489 157 4.67 17,773 244 5.47 Other investments (e) 966 8 3.29 1,015 8 3.41 1,193 14 4.77 Total earning assets 170,347 2,140 4.92 170,000 2,116 4.90 171,988 2,187 4.93 Allowance for loan and lease losses (1,443) (1,424) (1,533) Accrued income and other assets 18,234 18,224 17,154 Discontinued assets 227 239 284 Total assets $ 187,365 $ 187,039 $ 187,893Liabilities Money market deposits $ 41,953 $ 265 2.51% $ 42,586 $ 276 2.60% $ 40,379 $ 309 3.04% Demand deposits 60,597 346 2.26 57,155 309 2.17 56,087 365 2.59 Savings deposits 4,478 1 .05 4,631 1 .06 4,967 3 .22 Time deposits 15,239 136 3.54 15,601 144 3.70 17,870 210 4.68 Total interest-bearing deposits 122,267 748 2.43 119,973 730 2.44 119,303 887 2.96 Federal funds purchased and securities sold 368 4 4.32 415 4 4.28 98 1 4.48 under repurchase agreements Bank notes and other short-term borrowings 1,372 14 3.91 3,288 34 4.27 3,172 43 5.44 Long-term debt (f) 11,071 181 6.53 12,088 198 6.55 16,422 292 7.09 Total interest-bearing liabilities 135,078 947 2.78 135,764 966 2.86 138,995 1,223 3.50 Noninterest-bearing deposits 28,107 27,473 28,468 Accrued expense and other liabilities 4,289 4,295 4,387 Discontinued liabilities (f) 227 239 284 Total liabilities $ 167,701 $ 167,771 $ 172,134Equity Total equity $ 19,664 $ 19,268 $ 15,759 Total liabilities and equity $ 187,365 $ 187,039 $ 187,893Interest rate spread (TE) 2.14% 2.04% 1.43%Net interest income (TE) and net interest margin $ 1,193 2.75% $ 1,150 2.66% $ 964 2.17%(TE)TE adjustment (b) 9 9 12 Net interest income, GAAP basis $ 1,184 $ 1,141 $ 952
(a) Results are from continuing operations. Interest excludes the interest associated with the liabilities referred to in (f) below, calculated using a matched funds transfer pricing methodology.(b) Interest income on tax-exempt securities and loans has been adjusted to a taxable-equivalent basis using the statutory federal income tax rate of 21% for the three months ended September 30, 2025, June 30, 2025, and September 30, 2024.(c) For purposes of these computations, nonaccrual loans are included in average loan balances.(d) Commercial and industrial average balances include $214 million, $218 million, and $215 million of assets from commercial credit cards for the three months ended September 30, 2025, June 30, 2025, and September 30, 2024, respectively.(e) Yield presented is calculated on the basis of amortized cost excluding fair value hedge basis adjustments. The average amortized cost for securities available for sale was $43.1 billion, $43.8 billion, and $41.6 billion for the three months ended September 30, 2025, June 30, 2025, and September 30, 2024, respectively. Yield based on the fair value of securities available for sale was 4.05%, 4.03%, and 3.25% for the three months ended September 30, 2025, June 30, 2025, and September 30, 2024, respectively.(f) A portion of long-term debt and the related interest expense is allocated to discontinued liabilities as a result of applying Key's matched funds transfer pricing methodology to discontinued operations.TE = Taxable Equivalent, GAAP = U.S. generally accepted accounting principles.
Consolidated Average Balance Sheets, and Net Interest Income and Yields/Rates From Continuing Operations(Dollars in millions) Nine months ended September 30, 2025 Nine months ended September 30, 2024 Average Yield/ Average Yield/ Balance Interest (a) Rate (a) Balance Interest (a) Rate (a)Assets Loans: (b), (c) Commercial and industrial (d) $ 55,317 $ 2,496 6.03% $ 54,309 $ 2,561 6.30% Real estate – commercial mortgage 13,359 600 6.00 14,328 671 6.25 Real estate – construction 2,840 147 6.92 3,046 172 7.56 Commercial lease financing 2,520 68 3.58 3,175 81 3.38 Total commercial loans 74,036 3,311 5.98 74,858 3,485 6.22 Real estate – residential mortgage 19,439 487 3.34 20,514 508 3.30 Home equity loans 6,090 256 5.63 6,824 305 5.98 Other consumer loans 4,951 189 5.09 5,607 211 5.02 Credit cards 923 94 13.66 935 104 14.92 Total consumer loans 31,403 1,026 4.36 33,880 1,128 4.44 Total loans 105,439 4,337 5.50 108,738 4,613 5.67 Loans held for sale 960 43 6.03 862 40 6.14 Securities available for sale (b), (e) 40,118 1,211 3.74 36,850 789 2.48 Held-to-maturity securities (b) 7,160 188 3.50 8,127 218 3.58 Trading account assets 1,158 44 5.08 1,161 45 5.23 Short-term investments 14,048 487 4.63 13,929 578 5.55 Other investments (e) 972 25 3.47 1,221 47 5.12 Total earning assets 169,855 6,335 4.89 170,888 6,330 4.79 Allowance for loan and lease losses (1,423) (1,524) Accrued income and other assets 18,247 17,327 Discontinued assets 240 306 Total assets $ 186,919 $ 186,997Liabilities Money market deposits $ 42,182 $ 816 2.59% $ 39,139 $ 863 2.94% Other demand deposits 58,416 965 2.21 55,619 1,062 2.55 Savings deposits 4,572 3 .06 5,136 6 .16 Time deposits 15,816 447 3.78 16,113 555 4.60 Total interest-bearing deposits 120,986 2,231 2.47 116,007 2,486 2.86 Federal funds purchased and securities sold under repurchase agreements 295 9 4.26 109 3 4.44 Bank notes and other short-term borrowings 2,308 75 4.35 3,371 140 5.55 Long-term debt (f) 11,643 572 6.57 18,386 952 6.90 Total interest-bearing liabilities 135,232 2,887 2.85 137,873 3,581 3.47 Noninterest-bearing deposits 27,807 28,947 Accrued expense and other liabilities 4,447 4,908 Discontinued liabilities (f) 240 306 Total liabilities $ 167,726 $ 172,034Equity Total equity 19,193 14,963 Total liabilities and equity $ 186,919 $ 186,997Interest rate spread (TE) 2.04% 1.32%Net interest income (TE) and net interest margin (TE) $ 3,448 2.66% $ 2,749 2.08%TE adjustment (b) 27 35 Net interest income, GAAP basis $ 3,421 $ 2,714
(a) Results are from continuing operations. Interest excludes the interest associated with the liabilities referred to in (f) below, calculated using a matched funds transfer pricing methodology.(b) Interest income on tax-exempt securities and loans has been adjusted to a taxable-equivalent basis using the statutory federal income tax rate of 21% for the nine months ended September 30, 2025, and September 30, 2024, respectively.(c) For purposes of these computations, nonaccrual loans are included in average loan balances.(d) Commercial and industrial average balances include $215 million and $215 million of assets from commercial credit cards for the nine months ended September 30, 2025, and September 30, 2024, respectively.(e) Yield presented is calculated on the basis of amortized cost excluding fair value hedge basis adjustments. The average amortized cost for securities available for sale was $43.2 billion and $42.4 billion for the nine months ended September 30, 2025, and September 30, 2024, respectively. Yield based on the fair value of securities available for sale was 4.02% and 2.85% for the nine months ended September 30, 2025, and September 30, 2024, respectively.(f) A portion of long-term debt and the related interest expense is allocated to discontinued liabilities as a result of applying Key's matched funds transfer pricing methodology to discontinued operations.TE = Taxable Equivalent, GAAP = U.S. generally accepted accounting principles
Noninterest Expense(Dollars in millions) Three months ended Nine months ended 9/30/2025 6/30/2025 9/30/2024 9/30/2025 9/30/2024Personnel (a) $ 742 $ 705 $ 670 $ 2,127 $ 1,980Net occupancy 65 69 66 201 199Computer processing 105 107 104 319 307Business services and professional fees 44 48 41 132 119Equipment 20 21 20 61 60Operating lease expense 9 10 14 30 48Marketing 22 24 21 67 61Other expense 170 170 158 525 542Total noninterest expense $ 1,177 $ 1,154 $ 1,094 $ 3,462 $ 3,316Average full-time equivalent employees (b) 17,414 17,105 16,805 17,169 16,734
(a) Additional detail provided in Personnel Expense table below.(b) The number of average full-time equivalent employees has not been adjusted for discontinued operations.
Personnel Expense(Dollars in millions) Three months ended Nine months ended 9/30/2025 6/30/2025 9/30/2024 9/30/2025 9/30/2024Salaries and contract labor $ 437 $ 427 $ 408 $ 1,269 $ 1,191Incentive and stock-based compensation 190 168 162 516 464Employee benefits 112 108 99 329 323Severance 3 2 1 13 2Total personnel expense $ 742 $ 705 $ 670 $ 2,127 $ 1,980
Loan Composition(Dollars in millions) Change 9/30/2025 vs. 9/30/2025 6/30/2025 9/30/2024 6/30/2025 9/30/2024Commercial and industrial (a)(b) $ 56,791 $ 56,058 $ 52,774 1.3% 7.6%Commercial real estate:Commercial mortgage 13,378 13,862 13,637 (3.5) (1.9)Construction 2,817 2,830 3,093 (.5) (8.9)Total commercial real estate loans 16,195 16,692 16,730 (3.0) (3.2)Commercial lease financing (b) 2,333 2,472 2,913 (5.6) (19.9)Total commercial loans 75,319 75,222 72,417 .1 4.0Real estate – residential mortgage 19,008 19,330 20,122 (1.7) (5.5)Home equity loans 5,863 6,023 6,555 (2.7) (10.6)Other consumer loans 4,779 4,881 5,338 (2.1) (10.5)Credit cards 933 933 914 – 2.1Total consumer loans 30,583 31,167 32,929 (1.9) (7.1)Total loans (c), (d) $ 105,902 $ 106,389 $ 105,346 (.5)% .5%
(a) Loan balances include $212 million, $220 million, and $219 million of commercial credit card balances at September 30, 2025, June 30, 2025, and September 30, 2024, respectively.(b) Commercial and industrial includes receivables held as collateral for a secured borrowing of $261 million at September 30, 2024. Commercial lease financing includes receivables held as collateral for a secured borrowing of $1 million, $2 million, and $3 million at September 30, 2025, June 30, 2025, and September 30, 2024, respectively. Principal reductions are based on the cash payments received from these related receivables.(c) Total loans exclude loans of $216 million at September 30, 2025, $230 million at June 30, 2025, and $272 million at September 30, 2024, related to the discontinued operations of the education lending business.(d) Accrued interest of $472 million, $465 million, and $480 million at September 30, 2025, June 30, 2025, and September 30, 2024, respectively, presented in “other assets” on the Consolidated Balance Sheets is excluded from the amortized cost basis disclosed in this table.
Loans Held for Sale Composition(Dollars in millions) Change 9/30/2025 vs. 9/30/2025 6/30/2025 9/30/2024 6/30/2025 9/30/2024Commercial and industrial $ 130 $ 158 $ 250 (17.7)% (48.0)%Real estate – commercial mortgage 806 290 747 177.9 7.9Real estate – residential mortgage 62 82 61 (24.4) 1.6Total loans held for sale $ 998 $ 530 $ 1,058 88.3% (5.7)%
Summary of Changes in Loans Held for Sale(Dollars in millions) 3Q25 2Q25 1Q25 4Q24 3Q24Balance at beginning of period $ 530 $ 811 $ 797 $ 1,058 $ 517New originations 3,471 1,806 1,840 2,915 2,473Transfers from (to) held to maturity, net – (71) 6 – (16)Loan sales (2,956) (2,012) (1,695) (3,039) (1,889)Loan draws (payments), net (42) (1) (138) (136) (28)Valuation and other adjustments (5) (3) 1 (1) 1Balance at end of period $ 998 $ 530 $ 811 $ 797 $ 1,058
Summary of Loan and Lease Loss Experience From Continuing Operations(Dollars in millions) Three months ended Nine months ended 9/30/2025 6/30/2025 9/30/2024 9/30/2025 9/30/2024Average loans outstanding $ 106,227 $ 105,715 $ 106,244 $ 105,439 $ 108,738Allowance for loan and lease losses at the beginning of the period $ 1,446 $ 1,429 $ 1,547 $ 1,409 $ 1,508Loans charged off:Commercial and industrial 87 94 131 243 279Real estate – commercial mortgage 27 6 7 69 22Real estate – construction – – – – -Total commercial real estate loans 27 6 7 69 22Commercial lease financing – 2 – 2 6Total commercial loans 114 102 138 314 307Real estate – residential mortgage – – – 1 2Home equity loans – – 1 1 2Other consumer loans 15 13 17 42 49Credit cards 11 12 11 35 35Total consumer loans 26 25 29 79 88Total loans charged off 140 127 167 393 395Recoveries:Commercial and industrial 21 19 7 50 46Real estate – commercial mortgage – 1 1 1 2Real estate – construction – – – – -Total commercial real estate loans – 1 1 1 2Commercial lease financing – – – – 5Total commercial loans 21 20 8 51 53Real estate – residential mortgage 1 1 1 3 4Home equity loans – 1 1 2 2Other consumer loans 2 2 2 6 6Credit cards 2 1 1 5 4Total consumer loans 5 5 5 16 16Total recoveries 26 25 13 67 69Net loan charge-offs (114) (102) (154) (326) (326)Provision (credit) for loan and lease losses 112 119 101 361 312Allowance for loan and lease losses at end of period $ 1,444 $ 1,446 $ 1,494 $ 1,444 $ 1,494Liability for credit losses on lending-related commitments at beginning of period $ 297 $ 278 $ 286 $ 290 $ 296Provision (credit) for losses on lending-related commitments (5) 19 (6) 2 (16)Other – – – – -Liability for credit losses on lending-related commitments at end of period (a) $ 292 $ 297 $ 280 $ 292 $ 280Total allowance for credit losses at end of period $ 1,736 $ 1,743 $ 1,774 $ 1,736 $ 1,774Net loan charge-offs to average total loans .42% .39% .58% .41% .40%Allowance for loan and lease losses to period-end loans 1.36 1.36 1.42 1.36 1.42Allowance for credit losses to period-end loans 1.64 1.64 1.68 1.64 1.68Allowance for loan and lease losses to nonperforming loans 219 208 205 219 205Allowance for credit losses to nonperforming loans 264 250 244 264 244Discontinued operations – education lending business:Loans charged off $ 1 $ 1 $ 1 $ 2 $ 3Recoveries 1 – – 1 1Net loan charge-offs $ – $ (1) $ (1) $ (1) $ (2)
(a) Included in “Accrued expense and other liabilities” on the balance sheet.
Asset Quality Statistics From Continuing Operations(Dollars in millions) 3Q25 2Q25 1Q25 4Q24 3Q24Net loan charge-offs $ 114 $ 102 $ 110 $ 114 $ 154Net loan charge-offs to average total loans .42% .39% .43% .43% .58%Allowance for loan and lease losses $ 1,444 $ 1,446 $ 1,429 $ 1,409 $ 1,494Allowance for credit losses (a) 1,736 1,743 1,707 1,699 1,774Allowance for loan and lease losses to period-end loans 1.36% 1.36% 1.36% 1.35% 1.42%Allowance for credit losses to period-end loans 1.64 1.64 1.63 1.63 1.68Allowance for loan and lease losses to nonperforming loans 219 208 208 186 205Allowance for credit losses to nonperforming loans 264 250 249 224 244Nonperforming loans at period end $ 658 $ 696 $ 686 $ 758 $ 728Nonperforming assets at period end 668 707 700 772 741Nonperforming loans to period-end portfolio loans .62% .65% .65% .73% .69%Nonperforming assets to period-end portfolio loans plus OREO and other .63 .66 .67 .74 .70nonperforming assets
(a) Includes the allowance for loan and lease losses plus the liability for credit losses on lending-related commitments.
Summary of Nonperforming Assets and Past Due Loans From Continuing Operations(Dollars in millions) 9/30/2025 6/30/2025 3/31/2025 12/31/2024 9/30/2024Commercial and industrial $ 253 $ 280 $ 288 $ 322 $ 365Real estate – commercial mortgage 214 226 206 243 176Real estate – construction – – – – -Total commercial real estate loans 214 226 206 243 176Commercial lease financing – – – – -Total commercial loans 467 506 494 565 541Real estate – residential mortgage 98 95 94 92 87Home equity loans 82 84 87 89 90Other Consumer loans 4 4 4 5 4Credit cards 7 7 7 7 6Total consumer loans 191 190 192 193 187Total nonperforming loans (a) 658 696 686 758 728OREO 10 11 14 14 13Total nonperforming assets $ 668 $ 707 $ 700 $ 772 $ 741Accruing loans past due 90 days or more $ 110 $ 74 $ 86 $ 90 $ 166Accruing loans past due 30 through 89 days 254 266 281 206 184Nonperforming assets from discontinued operations – education lending business 2 2 1 2 2Nonperforming loans to period-end portfolio loans .62% .65% .65% .73% .69%Nonperforming assets to period-end portfolio loans plus OREO and other .63 .66 .67 .74 .70nonperforming assets
Summary of Changes in Nonperforming Loans From Continuing Operations(Dollars in millions) 3Q25 2Q25 1Q25 4Q24 3Q24Balance at beginning of period $ 696 $ 686 $ 758 $ 728 $ 710Loans placed on nonaccrual status 210 233 170 309 271Charge-offs (140) (127) (126) (131) (167)Loans sold (13) – – (13) (32)Payments (68) (74) (57) (111) (37)Transfers to OREO (1) (1) (2) (2) (1)Loans returned to accrual status (26) (21) (57) (22) (16)Balance at end of period $ 658 $ 696 $ 686 $ 758 $ 728
Line of Business Results(Dollars in millions) Change 3Q25 vs. 3Q25 2Q25 1Q25 4Q24 3Q24 2Q25 3Q24Consumer BankSummary of operationsTotal revenue (TE) $ 935 $ 912 $ 871 $ 865 $ 800 2.5% 16.9%Provision for credit losses 40 55 43 43 52 (27.3) (23.1)Noninterest expense 695 696 675 713 649 (.1) 7.1Net income (loss) attributable to Key 152 122 116 83 75 24.6 102.7Average loans and leases 35,363 36,137 36,819 37,567 38,332 (2.1) (7.7)Average deposits 87,692 88,002 88,306 87,476 86,431 (.4) 1.5Net loan charge-offs 49 40 52 63 54 22.5 (9.3)Net loan charge-offs to average total loans .55% .44% .57% .67% .56% 25.0 (1.8)Nonperforming assets at period end $ 197 $ 196 $ 201 $ 201 $ 195 .5 1.0Return on average allocated equity 20.19% 16.20% 15.15% 10.24% 9.01% 24.6 124.1Commercial BankSummary of operationsTotal revenue (TE) $ 1,014 $ 974 $ 942 $ 1001 $ 866 4.1% 17.1%Provision for credit losses 68 84 75 (3) 41 (19.0) 65.9Noninterest expense 482 449 462 515 444 7.3 8.6Net income (loss) attributable to Key 367 349 321 381 299 5.2 22.7Average loans and leases 70,326 69,087 67,056 66,691 67,452 1.8 4.3Average loans held for sale 1,224 707 754 1,247 998 73.1 22.6Average deposits 58,483 55,886 57,436 59,687 58,696 4.6 (.4)Net loan charge-offs 64 62 57 52 99 3.2 (35.4)Net loan charge-offs to average total loans .36% .36% .34% .31% .58% – (37.9)Nonperforming assets at period end $ 471 $ 511 $ 499 $ 571 $ 546 (7.8) (13.7)Return on average allocated equity 14.87% 14.45% 13.77% 15.62% 11.98% 2.9 24.1
TE = Taxable Equivalent; N/M = Not Meaningful
Selected Items Impact on Earnings(Dollars in millions, except per share amounts) Pretax(a) After-tax at marginal rate(a)Quarter to date results Amount Net Income EPS(c)(e)Three months ended September 30, 2025FDIC special assessment (other expense)(d) $ 5 $ 4 $ -Three months ended June 30, 2025No items – – -Three months ended March 31, 2025No items – – -Three months ended December 31, 2024Loss on sale of securities(b) (915) (657) (0.66)Scotiabank investment agreement valuation (other income) (3) (2) -FDIC special assessment (other expense)(d) 3 2 -Three months ended September 30, 2024Loss on sale of securities(b) (918) (737) (0.77)FDIC special assessment (other expense)(d) 6 5 -Three months ended June 30, 2024FDIC special assessment (other expense)(d) (5) (4) -Three months ended March 31, 2024FDIC special assessment (other expense)(d) (29) (22) (0.02)Year to date resultsNine months ended September 30, 2025FDIC special assessment (other expense)(d) $ 5 $ 4 $ -Nine months ended September 30, 2024Loss on sale of securities (918) (737) (0.77)FDIC special assessment (other expense)(d) (28) (21) (0.02)
(a) Favorable (unfavorable) impact.(b) After-tax loss on sale of securities for the three months ended September 30, 2024 adjusted to reflect impact of GAAP accounting for income taxes in interim periods, with related adjustments recorded in the fourth quarter of 2024.(c) Impact to EPS reflected on a fully diluted basis.(d) In November 2023, the FDIC issued a final rule implementing a special assessment on insured depository institutions to recover the loss to the FDIC's deposit insurance fund (DIF) associated with protecting uninsured depositors following the 2023 closures of Silicon Valley Bank and Signature Bank. KeyCorp recorded the initial loss estimate related to the special assessment during the fourth quarter of 2023. Amounts reflected for the three-months ended March 31, 2024, June 30, 2024, September 30, 2024, December 31, 2024, and September 30, 2025, represent adjustments from initial estimates based on quarterly invoices received from the FDIC.(e) Earnings per share may not foot due to rounding.
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