ContractLetter Agreement • August 5th, 2013 • Keycorp /New/ • National commercial banks • Ohio
This letter agreement (the “Letter Agreement”), effective as of the date indicated below, in Section H, confirms our discussions concerning the decision of KeyBank National Association (“KeyBank”) to transition you from your position of Senior Executive Vice President and Chief Financial Officer by providing you enhanced separation benefits, as set forth herein. This Letter Agreement accordingly outlines the specific terms and conditions of the various benefits that will be made available to you as a result of your entering into this Letter Agreement with KeyBank. Please know that the benefits to be provided to you under the terms of this Letter Agreement constitute a full and final settlement of any and all claims and causes of action that you may have (or believe that your may have) against KeyBank, KeyCorp, and their respective Affiliates (hereinafter collectively and individually referred to as “Key”) including any claims under the KeyCorp Separation Pay Plan. For purposes of this
RESTRICTED STOCK UNIT AWARD AGREEMENTRestricted Stock Unit Award Agreement • August 5th, 2013 • Keycorp /New/ • National commercial banks • Ohio
KeyCorp grants to the Participant named below, in accordance with the terms, and subject to the conditions, of the KeyCorp 2013 Equity Compensation Plan (the “Plan”), this Restricted Stock Unit Award Agreement (the “Award Agreement”) and the attached Acceptance Agreement, an award of the number of Restricted Stock Units (“Units” or “Award”), on the Date of Grant, each as set forth below. Each Unit represents the contingent right to receive one Common Share, subject to the terms and conditions set forth in the Plan, this Award Agreement and the Acceptance Agreement.
