Item 5.07 Submission of Matters to a Vote of Security Holders.

At KeyCorp's 2022 Annual Meeting of Shareholders held on May 12, 2022, shareholders elected all thirteen of the directors nominated by the KeyCorp Board of Directors. Each director received a greater number of votes cast for his or her election than votes against his or her election, as stated below. The shareholders also ratified the appointment of Ernst & Young LLP as KeyCorp's independent auditor for 2022 and approved on an advisory basis KeyCorp's executive compensation as described in KeyCorp's 2022 proxy statement. The final voting results from the meeting are as follows, rounded down to the nearest whole share:

Proposal One-Election of Directors



                                                                  BROKER
       NOMINEE               FOR        AGAINST      ABSTAIN     NON-VOTE
 Alexander M. Cutler     686,809,598   57,201,160   4,449,865   66,898,126
 H. James Dallas         704,245,034   43,431,716    783,870    66,898,126
 Elizabeth R. Gile       716,314,025   31,324,789    821,807    66,898,126
 Ruth Ann M. Gillis      713,721,473   34,036,276    702,874    66,898,126
 Christopher M. Gorman   690,859,864   51,763,098   5,837,606   66,898,126
 Robin N. Hayes          677,825,463   69,816,528    818,631    66,898,126
 Carlton L. Highsmith    737,154,210   10,450,114    856,298    66,898,126
 Richard J. Hipple       731,627,745   15,970,680    862,144    66,898,126
 Devina A. Rankin        743,106,772   4,554,607     799,244    66,898,126
 Barbara R. Snyder       676,458,232   71,338,242    664,149    66,898,126
 Richard L. Tobin        743,288,667   4,193,880     978,021    66,898,126
 Todd J. Vasos           743,198,685   4,242,638    1,019,300   66,898,126
 David K. Wilson         745,118,114   2,499,718     842,790    66,898,126

Proposal Two-Ratification of the Appointment of Ernst & Young LLP as KeyCorp's Independent Auditors for 2022



    FOR        AGAINST     ABSTAIN
776,965,353   37,732,533   660,861


Proposal Three-Advisory Approval of KeyCorp's Executive Compensation



                                         BROKER
    FOR        AGAINST      ABSTAIN     NON-VOTE
693,925,282   52,252,795   2,281,817   66,898,126

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