US Bancorp (USB) vice chair reports tax-withholding stock dispositions

Rhea-AI Filing Summary

US Bancorp Vice Chair Stephen L. Philipson reported several share dispositions that were used to cover tax obligations rather than open-market sales. On February 27, 2026, he disposed of 2,881 shares of common stock at $57.26 per share through tax-withholding. On February 28, 2026 and March 2, 2026, he disposed of 8,990 and 3,218 shares, respectively, at $54.66 per share, also for tax-withholding purposes. After these transactions, he directly held 83,635 shares of US Bancorp common stock and indirectly held 504 shares through a 401(k) plan based on the most recent plan report, which includes amounts acquired via dividend reinvestment.

Insider Trade Summary

4 transactions reported

Mixed 4 txns

Insider Philipson Stephen L

Role Vice Chair

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock, $0.01 par value	3,218	$54.66	$176K
Tax Withholding	Common Stock, $0.01 par value	8,990	$54.66	$491K
Tax Withholding	Common Stock, $0.01 par value	2,881	$57.26	$165K
holding	Common Stock, $0.01 par value	--	--	--

Holdings After Transaction: Common Stock, $0.01 par value — 83,635 shares (Direct); Common Stock, $0.01 par value — 504 shares (Indirect, By 401(k) plan)

Footnotes (1)

1. Includes amount acquired pursuant to dividend reinvestment. Based on a plan report dated February 27, 2026, the most recent plan report available.

Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Philipson Stephen L

(Last) (First) (Middle)

800 NICOLLET MALL

(Street)

MINNEAPOLIS MN 55402

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
US BANCORP \DE\ [ USB ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Vice Chair

3. Date of Earliest Transaction (Month/Day/Year)
02/27/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock, $0.01 par value	02/27/2026		F		2,881	D	$57.26	95,843(1)	D
Common Stock, $0.01 par value	02/28/2026		F		8,990	D	$54.66	86,853(1)	D
Common Stock, $0.01 par value	03/02/2026		F		3,218	D	$54.66	83,635(1)	D
Common Stock, $0.01 par value								504(2)	I	By 401(k) plan

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Includes amount acquired pursuant to dividend reinvestment.

2. Based on a plan report dated February 27, 2026, the most recent plan report available.

	/s/ James L. Chosy by power of attorney for Stephen L. Philipson	03/03/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider activity did US Bancorp (USB) report for Stephen L. Philipson?

US Bancorp (USB) reported that Vice Chair Stephen L. Philipson disposed of shares to satisfy tax obligations. These were tax-withholding transactions, not open-market sales, associated with equity compensation, while he retained significant direct and indirect ownership in the company’s common stock.

How many US Bancorp (USB) shares did Stephen L. Philipson dispose of for tax withholding?

Stephen L. Philipson disposed of multiple blocks of US Bancorp (USB) common stock for tax withholding. The transactions included 2,881 shares on February 27, 8,990 shares on February 28, and 3,218 shares on March 2, all coded as tax-withholding dispositions.

At what prices were the US Bancorp (USB) tax-withholding share dispositions reported?

The Form 4 shows US Bancorp (USB) tax-withholding dispositions at two prices. Shares disposed on February 27, 2026 were at $57.26 per share, while shares disposed on February 28 and March 2, 2026 were at $54.66 per share, reflecting the stock price at those times.

How many US Bancorp (USB) shares does Stephen L. Philipson hold after these transactions?

After the reported transactions, Stephen L. Philipson directly held 83,635 US Bancorp (USB) common shares. He also indirectly held 504 additional shares through a 401(k) plan, based on the most recent plan report that includes amounts acquired through dividend reinvestment.

Were Stephen L. Philipson’s US Bancorp (USB) transactions open-market sales?

The reported US Bancorp (USB) transactions were not open-market sales. They are coded as tax-withholding dispositions, meaning shares were surrendered to cover exercise price or tax liabilities related to equity awards rather than sold in ordinary market trades.

What does the 401(k) plan footnote mean in the US Bancorp (USB) Form 4?

The footnote explains that Philipson’s 401(k) holdings in US Bancorp (USB) are based on a February 27, 2026 plan report. That report reflects shares held through the plan, including amounts accumulated via dividend reinvestment, and is the most recent data available.