US BANCORP \DE\ — Director's Dealing 2003

Feb 26, 2003

4 1 edgar.htm 4 Form 4

| FORM 4 | UNITED STATES SECURITIES
AND EXCHANGE COMMISSION Washington, D.C. 20549 | OMB
APPROVAL |
| --- | --- | --- |
| Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations
may continue. See Instruction 1(b). | STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to
Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of
the Public Utility Holding Company Act of 1935 or Section 30(h) of the
Investment Company Act of 1940 | OMB
Number: 3235-0287 Expires: January 31, 2005 Estimated average burden hours per response. . .0.5 Filed By Romeo and Dye's Section 16 Filer www.section16.net |

| 1. Name and Address
of Reporting Person* O'Maley, David B. | 2. Issuer Name and Ticker or Trading Symbol U.S. Bancorp (USB) | | 6. Relationship of
Reporting Person(s) to Issuer (Check all applicable) X Director 10% Owner Officer (give title below) Other (specify below) |
| --- | --- | --- | --- |
| (Last)
(First) (Middle) Ohio National Financial Services One Financial Way | 3. I.R.S. Identification
Number of Reporting Person, if an entity (voluntary) | 4. Statement for Month/Day/Year 2/25/03 | |
| (Street) Cincinnati , OH 45242 | | 5. If Amendment, Date of Original (Month/Day/Year) | 7. Individual
or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person |
| (City) (State) (Zip) | Table
I — Non-Derivative Securities Acquired, Disposed of, or Beneficially
Owned | | |

| 1. Title of Security (Instr. 3) | 2. Trans- action Date (Month/ Day/ Year) | 3. Trans- action Code (Instr. 8) | | 4. Securities Acquired
(A) or Disposed of (D) (Instr. 3, 4 & 5) | | | 5. Amount of Securities Beneficially Owned Follow- ing Reported Transactions(s) (Instr. 3 & 4) | 6. Owner- ship Form: Direct (D) or Indirect (I) (Instr. 4) |
| --- | --- | --- | --- | --- | --- | --- | --- | --- |
| | | Code | V | Amount | (A) or (D) | Price | | |
| Common Stock, $0.01 par value | 2/25/03 | M | | 18,000 | A | $7.0833 | 98,160 | D |

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). 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 control number

FORM 4 (continued) 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. Conver- sion or Exercise Price of Derivative Security | 3. Trans- action Date (Month/ Day/ Year) | 4. Trans- action Code (Instr. 8) | | 5. Number of Derivative
Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 & 5) | | 6. Date Exercisable and Expiration Date (Month/Day/ Year) | | 7. Title and Amount
of Underlying Securities (Instr. 3 & 4) | | 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Owner- ship Form of Deriv- ative Security: Direct (D) or Indirect (I) (Instr. 4) |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| | | | Code | V | (A) | (D) | Date Exer-cisable | Expira- tion Date | Title | Amount or Number
of Shares | | |
| Restricted Stock Units | 1-for1 | | | | | | (1) | (1) | Common Stock | 2,521 | 2,521 (2) | D |
| Deferred Compensation Plan Participation | 1-for-1 | | | | | | (3) | (3) | Common Stock | 4,658.37 | 4,658.37 (4) | D |
| Non-Employee Director Stock Option (Right to Buy) | $7.0833 | 2/25/03 | M | | | 18,000 | (5) | 4/07/06 | Common Stock | 18,000 | 0 | D |
| Non-Employee Director Stock Option (Right to Buy) | $21.64 | | | | | | | 12/17/12 | Common Stock | 7,200 | 7,200 | D |
| Non-Employee Director Stock Option (Right to Buy) | $18.95 | | | | | | | 10/01/12 | Common Stock | 575 | 575 | D |
| Non-Employee Director Stock Option (Right to Buy) | $23.18 | | | | | | | 7/01/12 | Common Stock | 1,825 | 1,825 | D |
| Non-Employee Director Stock Option (Right to Buy) | $22.16 | | | | | | | 4/01/12 | Common Stock | 1,025 | 1,025 | D |
| Non-Employee Director Stock Option (Right to Buy) | $20.78 | | | | | | | 1/02/12 | Common Stock | 2,000 | 2,000 | D |
| Non-Employee Director Stock Option (Right to Buy) | $20.78 | | | | | | | 1/02/12 | Common Stock | 9,150 | 9,150 | D |
| Non-Employee Director Stock Option (Right to Buy) | $20.78 | | | | | | | 1/02/12 | Common Stock | 8,600 | 8,600 | D |
| Non-Employee Director Stock Option (Right to Buy) | $22.02 | | | | | | | 10/01/11 | Common Stock | 1,625 | 1,625 | D |
| Non-Employee Director Stock Option (Right to Buy) | $23.31 | | | | | | | 7/02/11 | Common Stock | 1,125 | 1,125 | D |
| Non-Employee Director Stock Option (Right to Buy) | $23.20 | | | | | | | 4/02/11 | Common Stock | 2,150 | 2,150 | D |
| Non-Employee Director Stock Option (Right to Buy) | $23.34 | | | | | | | 2/27/11 | Common Stock | 6,100 | 6,100 | D |
| Non-Employee Director Stock Option (Right to Buy) | $23.4375 | | | | | | | 1/02/11 | Common Stock | 8,800 | 8,800 | D |
| Non-Employee Director Stock Option (Right to Buy) | $23.4375 | | | | | | | 1/02/11 | Common Stock | 1,325 | 1,325 | D |
| Non-Employee Director Stock Option (Right to Buy) | $21.6875 | | | | | | | 12/12/10 | Common Stock | 8,900 | 8,900 | D |
| Non-Employee Director Stock Option (Right to Buy) | $22.5625 | | | | | | | 10/02/10 | Common Stock | 275 | 275 | D |
| Non-Employee Director Stock Option (Right to Buy) | $20.875 | | | | | | | 7/03/10 | Common Stock | 250 | 250 | D |
| Non-Employee Director Stock Option (Right to Buy) | $23.375 | | | | | | | 4/03/10 | Common Stock | 875 | 875 | D |
| Non-Employee Director Stock Option (Right to Buy) | $20.9375 | | | | | | | 1/03/10 | Common Stock | 6,150 | 6,150 | D |
| Non-Employee Director Stock Option (Right to Buy) | $21.375 | | | | | | | 12/14/09 | Common Stock | 6,900 | 6,900 | D |
| Non-Employee Director Stock Option (Right to Buy) | $25.625 | | | | | | | 10/01/09 | Common Stock | 375 | 375 | D |
| Non-Employee Director Stock Option (Right to Buy) | $28.00 | | | | | | | 7/01/09 | Common Stock | 1,100 | 1,100 | D |
| Non-Employee Director Stock Option (Right to Buy) | $28.00 | | | | | | | 7/01/09 | Common Stock | 3,300 | 3,300 | D |
| Non-Employee Director Stock Option (Right to Buy) | $29.4167 | | | | | | | 3/09/09 | Common Stock | 10,800 | 10,800 | D |
| Non-Employee Director Stock Option (Right to Buy) | $21.00 | | | | | | | 4/14/08 | Common Stock | 18,000 | 18,000 | D |
| Non-Employee Director Stock Option (Right to Buy) | $13.7917 | | | | | | | 4/06/07 | Common Stock | 18,000 | 18,000 | D |

Explanation of Responses: (1) The restricted stock units vest in four equal annual installments beginning on December 17, 2003. Vested units are payable in common stock when the reporting person retires in accordance with the Company's director retirement policy. (2) Includes restricted stock units acquired in January pursuant to a dividend reinvestment feature of the reporting person's restricted stock unit award. The reinvested units are fully vested and are payable in common stock when the reporting person retires in accordance with the Company's director retirement policy. (3) Deferred Compensation Plan Participation is payable in common stock following termination of the reporting person's directorship with U.S. Bancorp. (4) Includes additional amounts acquired in January pursuant to a dividend reinvestment feature of the U.S. Bancorp Deferred Compensation Plan. (5) The option vested in four equal annual installments beginning on April 9, 1997.

By: /s/ By Lee R. Mitau For David B. O'Maley **Signature of Reporting Person 2/26/03 Date

**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.

POWER OF ATTORNEY This statement confirms that I have authorized and designated Lee R. Mitau, Laura F. Bednarski and Tracy J. Knewtson, and each of them, as my attorney-in-fact to execute and file on my behalf all Forms 3, 4 and 5 (including any amendments) that I may be required to file with the Securities and Exchange Commission as a result of my ownership of or transactions in securities of U.S. Bancorp. Their authority under Statement shall continue until I am no longer required to file Forms 4 and 5 with regard to my ownership of or transactions in securities of U.S. Bancorp, unless I revoke it earlier writing. I acknowledge that they are not assuming any of my responsibilities to comply with Section 16 of the Securities Exchange Act of 1934. Dated: 8-29-02 /s/David B. O'Maley Signature David B. O'Maley Printed Name