Philipson Stephen L 4

What Happened
Stephen L. Philipson, Vice Chair of US Bancorp (USB), was granted 28,195 restricted stock units (RSUs) on March 5, 2026. The units were reported as acquired at $0.00 (typical for compensation awards) and represent 40% of the value of his 2026 long-term incentive award; the remaining 60% was granted as performance-based RSUs. These time-based RSUs vest 33% on March 5, 2027 and 2028, and 34% on March 5, 2029.

Key Details

• Transaction date: 2026-03-05; Filing date (Form 4): 2026-03-09 (filed within the required reporting window).
• Transaction type/code: Award/Grant (A); acquisition price reported $0.00.
• Shares acquired: 28,195 restricted stock units.
• Shares owned after transaction: Not specified in the filing.
• Vesting/performance notes: Time-based RSUs vest 33% (3/5/27), 33% (3/5/28), 34% (3/5/29). The performance-based portion (60% of award value) will be determined in early 2029 based on 2026–2028 performance and reported then (footnote).
• Plan reference: Based on a plan report dated February 27, 2026 (most recent available).

Context
This is a compensation grant, not an open-market purchase or sale. Such awards are common for executives and are subject to vesting and performance conditions, so they do not directly indicate immediate buying or selling sentiment. The filing contains standard disclosure about the mix of time-based and performance-based awards and a normal vesting schedule.