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8-KThe WireStrategic

Results of Operations · Reg FD Disclosure

Filed Jan 16, 2025 · 1y ago · Accession 0000036104-25-000005

Plain English

Material event — a significant development the company must disclose promptly.

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): January 16, 2025 U.S. BANCORP (Exact name of registrant as specified in its charter) 1-6880 (Commission File Number) Delaware 41-0255900 (State or other jurisdiction of incorporation) (I.R.S. Employer Identification Number) 800 Nicollet Mall Minneapolis , Minnesota 55402 (Address of principal executive offices and zip code) ( 651 ) 466-3000 (Registrant’s telephone number, including area code) (not applicable) (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading symbol Name of each exchange on which registered Common Stock, $.01 par value per share USB New York Stock Exchange Depositary Shares (each representing 1/100th interest in a share of Series A Non-Cumulative Perpetual Preferred Stock, par value $1.00) USB PrA New York Stock Exchange Depositary Shares (each representing 1/1,000th interest in a share of Series B Non-Cumulative Perpetual Preferred Stock, par value $1.00) USB PrH New York Stock Exchange Depositary Shares (each representing 1/1,000th interest in a share of Series K Non-Cumulative Perpetual Preferred Stock, par value $1.00) USB PrP New York Stock Exchange Depositary Shares (each representing 1/1,000th interest in a share of Series L Non-Cumulative Perpetual Preferred Stock, par value $1.00) USB PrQ New York Stock Exchange Depositary Shares (each representing 1/1,000th interest in a share of Series M Non-Cumulative Perpetual Preferred Stock, par value $1.00) USB PrR New York Stock Exchange Depositary Shares (each representing 1/1,000th interest in a share of Series O Non-Cumulative Perpetual Preferred Stock, par value $1.00) USB PrS New York Stock Exchange Floating Rate Notes, Series CC (Senior), due May 21, 2028 USB/28 New York Stock Exchange 4.009% Fixed-to-Floating Rate Notes, Series CC (Senior), due May 21, 2032 USB/32 New York Stock Exchange Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule l2b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). ☐ Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section l3(a) of the Exchange Act. ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION. On January 16, 2025, U.S. Bancorp (the “Company”) issued a press release reporting financial results for the quarter ended December 31, 2024. The press release is attached as Exhibit 99.1 hereto and is incorporated herein by reference. The press release contains forward-looking statements regarding the Company and includes a cautionary statement identifying important factors that could cause actual results to differ materially from those anticipated. The Company has also made available on its website materials that contain additional information about the Company’s financial results for the quarter ended December 31, 2024 (the “4Q24 Earnings Supplement”), which is attached as Exhibit 99.2 hereto and is incorporated herein by reference. The information included in Exhibit 99.1 shall be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). The information included in Exhibit 99.2 is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Exchange Act and shall not be deemed incorporated by reference in any filings under the Securities Act of 1933, as amended (the “Securities Act”), except as otherwise expressly stated in such filing. ITEM 7.01 REGULATION FD DISCLOSURE. On January 16, 2025, the Company will hold an investor conference call and webcast to discuss financial results for the quarter ended December 31, 2024. The Company has also made available on its website presentation materials containing certain additional historical and forward-looking information related to the Company (the “4Q24 Earnings Conference Call Presentation”). The 4Q24 Earnings Conference Call Presentation is attached as Exhibit 99.3 and is incorporated herein by reference. The 4Q24 Earnings Conference Call Presentation contains forward-looking statements regarding the Company and includes a cautionary statement identifying important factors that could cause actual results to differ materially from those anticipated. The information provided in Item 7.01 of this report, including Exhibit 99.3, is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Exchange Act and shall not be deemed incorporated by reference in any filings under the Securities Act, except as otherwise expressly stated in such filing. ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS. (d) Exhibits.   99.1 Press Release issued by U.S. Bancorp on January 16, 2025, deemed “filed” under the Exchange Act.   99.2 4Q24 Earnings Supplement, deemed “furnished” under the Exchange Act.   99.3 4Q24 Earnings Conference Call Presentation, deemed “furnished” under the Exchange Act.   104 Cover Page Interactive Data File (embedded within the Inline XBRL document) SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. U.S. BANCORP By /s/ Lisa R. Stark Lisa R. Stark Executive Vice President and Controller DATE: January 16, 2025
Filing details
Ticker
USB
CIK
36104
Form type
8-K
Filing date
Jan 16, 2025
Report date
Jan 16, 2025
Document
usb-20250116.htm
Size
8.6 MB