Gerald Armstrong, who owns 20,080 KeyCorp common shares, is seeking the separation of the chairman and CEO roles at the Cleveland-based company. He noted the recent separation of the chairman and CEO roles at Wells Fargo & Co.

KeyCorp's board called on shareholders to vote against the proposal, saying that it has taken steps to provide for independent and effective oversight of management.

KeyCorp stockholders of record as of March 24 are eligible to vote on the proposal and other matters at the annual meeting, which will be held May 18.

A similar proposal seeking an independent board chairman that Armstrong submitted in 2016 was rejected by KeyCorp shareholders.