US BANCORP \DE\ — Director's Dealing 2015

Feb 23, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: US BANCORP \DE\ (USB)
CIK: 0000036104
Period of Report: 2015-02-19

Reporting Person: Gifford Craig E (EVP and Controller)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-02-20	Common Stock, $0.01 par value	M	2170	—	Acquired	20716	Direct
2015-02-20	Common Stock, $0.01 par value	F	730	$44.08	Disposed	19986	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2015-02-19	Restricted Stock Units	$	A	8574	Acquired		Common Stock, $0.01 par value (8574)	Direct
2015-02-20	Restricted Stock Units	$	M	2170	Disposed		Common Stock, $0.01 par value (2170)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock, $0.01 par value	1089	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Restricted Stock Units	$		Common Stock, $0.01 par value (11512)	11512	Direct

Footnotes

F1: Based on a plan report dated February 11, 2015, the most recent plan report available.

F2: Restricted stock units convert into common stock on a one-for-one basis at the time of vesting.

F3: The restricted stock units vest in four equal annual installments beginning on the date listed in the Date Exercisable column of Box 6.

F4: The vesting schedule for these securities was incorrectly reported on the amended Form 4 filed by the reporting person on February 10, 2015. These restricted stock units will vest in full on the date listed in the Date Exercisable column of Box 6.