US BANCORP \DE\ — Director's Dealing 2016

Jan 27, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: US BANCORP \DE\ (USB)
CIK: 0000036104
Period of Report: 2016-01-25

Reporting Person: Payne Richard B JR (Vice Chairman)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-01-25	Common Stock, $0.01 par value	A	1760.0000	$0.0000	Acquired	166463.0000	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock, $0.01 par value	2359.0000	Indirect
Common Stock, $0.01 par value	2232.0000	Indirect

Footnotes

F1: A grant of performance-based restricted stock units was awarded to the Reporting Person on February 19, 2015, and the target amount of such award was reported on Table II of a Form 4 filed on February 23, 2015. The final number of restricted stock units subject to the award could be more or less than the target number based on certain fiscal 2015 corporate performance measures. On January 25, 2016, the final number of units subject to the award was determined. The number of performance-based restricted stock units reported in this box is the number of units by which the final award exceeds the number of units originally reported.

F2: This number includes 118,238 unvested restricted stock units previously reported on Table II, and additional shares acquired pursuant to dividend reinvestment.

F3: Based on a plan report dated December 31, 2015, the most recent plan report available.

F4: Includes shares acquired pursuant to dividend reinvestment.