CHOSY JAMES L 4

What Happened

• James L. Chosy, Senior Executive Vice President and General Counsel of US Bancorp (USB), was granted 22,259 restricted stock units (RSUs) on March 5, 2026. The award is reported as an acquisition at $0.00 (no cash paid by the insider).
• This grant is part of his 2026 long-term incentive compensation award; the RSUs reported here represent 40% of the award’s value (the remaining 60% was granted as performance-based RSUs).

Key Details

• Transaction date: March 5, 2026; Filing date: March 9, 2026 (filed within the required two-business-day window).
• Transaction type/code: Award/Grant (Form 4 code A).
• Amount: 22,259 restricted stock units; reported acquisition price $0.00.
• Vesting schedule (footnote): 33% vests March 5, 2027; 33% vests March 5, 2028; 34% vests March 5, 2029.
• Performance-based portion: The remaining 60% of the 2026 award are performance-based RSUs. The number of shares earned will be determined in early 2029 based on performance for 2026–2028 and will be reported then.
• Shares owned after transaction: Not specified in the Form 4 filing.

Context

• This was a compensation grant (RSUs) rather than an open-market purchase or sale. Such awards are common for executive pay and are intended for retention and incentive purposes; they do not by themselves indicate an insider buying/selling signal.
• Performance-based units will only convert to shares (if earned) after the multi-year performance period ends and will be disclosed when determined.