STOCK TITAN

US Bancorp (NYSE: USB) director granted RSUs and stock-based deferred compensation

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

US Bancorp director Roland A. Hernandez reported equity-based awards tied to the company’s common stock. He acquired 3,355 restricted stock units that each convert into one share of common stock. These units were fully vested at grant and will be paid in stock when he ceases serving on the Board, unless service ends for cause.

He also acquired 3,885 units under a Deferred Compensation Plan Participation at a reference price of $56.63 per share, bringing his deferred stock-based balance under that plan to 31,629 units. Amounts in the plan include shares accumulated through dividend reinvestment and are payable in common stock when his board service ends.

Positive

  • None.

Negative

  • None.
Insider HERNANDEZ ROLAND A
Role null
Type Security Shares Price Value
Grant/Award Deferred Compensation Plan Participation 3,885 $56.63 $220K
Grant/Award Restricted Stock Units 3,355 $0.00 --
Holdings After Transaction: Deferred Compensation Plan Participation — 31,629 shares (Direct, null); Restricted Stock Units — 3,355 shares (Direct, null)
Footnotes (1)
  1. Deferred Compensation Plan Participation is payable in common stock when the reporting person ceases to serve on U.S. Bancorp's Board of Directors. Includes amounts acquired pursuant to dividend reinvestment. Restricted stock units convert into common stock on a one-for-one basis. The restricted stock units were fully vested at the time of grant. Units are payable in common stock when the reporting person ceases to serve on the Board of Directors and is not providing services to the Company as an independent contractor, except that all units are forfeited if the holder's service is terminated for cause.
Restricted stock units granted 3,355 units Fully vested RSUs, one-for-one into common stock
Deferred compensation units acquired 3,885 units Deferred Compensation Plan Participation on common stock
Deferred plan reference price $56.63 per unit Price used for 3,885 deferred compensation units
Deferred units after transaction 31,629 units Total Deferred Compensation Plan Participation units
RSU holdings after grant 3,355 units Total restricted stock units following the transaction
Restricted Stock Units financial
"The restricted stock units were fully vested at the time of grant."
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
Deferred Compensation Plan Participation financial
"Deferred Compensation Plan Participation is payable in common stock when the reporting person ceases to serve"
dividend reinvestment financial
"Includes amounts acquired pursuant to dividend reinvestment."
Dividend reinvestment is when the money earned from a company's profit sharing, called dividends, is automatically used to buy more shares of that company instead of being received as cash. This process helps investors grow their holdings over time without extra effort, much like using earned interest to buy more of a savings account. It encourages long-term investment growth by continuously increasing the amount of shares owned.
one-for-one basis financial
"Restricted stock units convert into common stock on a one-for-one basis."
terminated for cause financial
"all units are forfeited if the holder's service is terminated for cause."
SEC Form 4
FORM 4UNITED 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*
HERNANDEZ ROLAND A

(Last)(First)(Middle)
C/O U.S. BANCORP
800 NICOLLET MALL

(Street)
MINNEAPOLIS MINNESOTA 55402

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
US BANCORP \DE\ [ USB ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
04/23/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Deferred Compensation Plan Participation(1)04/23/2026A3,885 (1) (1)Common Stock, $0.01 par value3,885$56.6331,629(2)D
Restricted Stock Units(3)04/23/2026A3,35504/23/2026(4) (4)Common Stock, $0.01 par value3,355$0.00003,355D
Explanation of Responses:
1. Deferred Compensation Plan Participation is payable in common stock when the reporting person ceases to serve on U.S. Bancorp's Board of Directors.
2. Includes amounts acquired pursuant to dividend reinvestment.
3. Restricted stock units convert into common stock on a one-for-one basis.
4. The restricted stock units were fully vested at the time of grant. Units are payable in common stock when the reporting person ceases to serve on the Board of Directors and is not providing services to the Company as an independent contractor, except that all units are forfeited if the holder's service is terminated for cause.
/s/ James L. Chosy by power of attorney for Roland A. Hernandez04/27/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transactions did US Bancorp (USB) director Roland A. Hernandez report?

Roland A. Hernandez reported acquiring equity-based awards linked to US Bancorp common stock. He received 3,355 restricted stock units and 3,885 units in a Deferred Compensation Plan Participation, both payable in common stock when his service on the Board of Directors ends.

How many restricted stock units did Roland A. Hernandez receive from US Bancorp?

He received 3,355 restricted stock units tied to US Bancorp common stock. These units were fully vested at the time of grant and convert into common shares on a one-for-one basis, payable in stock when he ceases serving on the company’s Board of Directors.

What is the Deferred Compensation Plan Participation reported by US Bancorp’s director?

The Deferred Compensation Plan Participation represents 3,885 units credited at $56.63 per unit, linked to US Bancorp common stock. These deferred units, including amounts from dividend reinvestment, are payable in common stock when Roland A. Hernandez stops serving on the Board of Directors.

When will Roland A. Hernandez receive US Bancorp common stock for these awards?

Both the restricted stock units and deferred compensation units are payable in US Bancorp common stock when he ceases to serve on the Board. For restricted stock units, payment also requires that he is not then providing services as an independent contractor to the company.

Are Roland A. Hernandez’s US Bancorp restricted stock units subject to forfeiture?

Yes. Although the restricted stock units were fully vested at grant, they will be forfeited if his service is terminated for cause. Otherwise, the units are payable in US Bancorp common stock when he ceases to serve on the Board and is not an independent contractor.

How many deferred stock-based units does Roland A. Hernandez hold after these US Bancorp transactions?

After the reported acquisition of 3,885 additional units, he holds 31,629 units under the Deferred Compensation Plan Participation. These units are tied to US Bancorp common stock and include amounts acquired through the plan’s dividend reinvestment feature.