US Bancorp (USB) chair Cecere logs tax-withholding share dispositions

Rhea-AI Filing Summary

US Bancorp executive chairman and director Andrew Cecere reported several administrative stock transactions involving company common shares. On February 27, 2026, he disposed of 11,208 shares at $57.26 per share, and on February 28, 2026 he disposed of 14,967 shares at $54.66 per share. On March 2, 2026, he disposed of an additional 83,684 shares at $54.66 per share. Each disposition is coded "F" and described as payment of tax liability by delivering shares, rather than an open-market sale. After these transactions, he directly held 1,404,824 common shares. As of a plan report dated February 27, 2026, he also indirectly held 15,155 shares through a 401(k) plan and 341 shares through a trust.

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

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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^*

CECERE ANDREW

(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)

X	Director		10% Owner
	Officer (give title below)	X	Other (specify below)
			Executive Chairman

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		11,208	D	$57.26	1,503,475	D
Common Stock, $0.01 par value	02/28/2026		F		14,967	D	$54.66	1,488,508	D
Common Stock, $0.01 par value	03/02/2026		F		83,684	D	$54.66	1,404,824	D
Common Stock, $0.01 par value								15,155(1)	I	By 401(k) plan
Common Stock, $0.01 par value								341	I	By Trust

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

	/s/ James L. Chosy by power of attorney for Andrew Cecere	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 did Andrew Cecere report in this US Bancorp (USB) Form 4?

Andrew Cecere reported three tax-related stock dispositions of US Bancorp common shares. These were coded "F" for payment of tax liabilities by delivering shares, not open-market sales, and left him with over 1.4 million shares held directly.

Were Andrew Cecere’s US Bancorp (USB) Form 4 transactions open-market stock sales?

The transactions were not reported as open-market sales. Each is coded "F" and described as paying tax liabilities by delivering US Bancorp shares, a common administrative mechanism when equity awards vest, rather than discretionary selling into the market.

How many US Bancorp (USB) shares does Andrew Cecere own after these Form 4 transactions?

After the reported tax-withholding dispositions, Andrew Cecere directly held 1,404,824 US Bancorp common shares. In addition, plan and trust reports show indirect holdings of 15,155 shares in a 401(k) plan and 341 shares in a trust as of February 27, 2026.

At what prices were Andrew Cecere’s US Bancorp (USB) tax-withholding share dispositions reported?

The Form 4 lists tax-withholding dispositions at two prices. On February 27, 2026, 11,208 shares were reported at $57.26 per share. On February 28 and March 2, 2026, a combined larger set of shares was reported at $54.66 per share.

What indirect US Bancorp (USB) holdings for Andrew Cecere are disclosed in the Form 4?

The filing discloses indirect ownership through a 401(k) plan and a trust. As of a plan report dated February 27, 2026, Cecere held 15,155 US Bancorp shares via a 401(k) plan and 341 shares via a trust, in addition to his direct holdings.