Ellison-Taylor Kimberly N 4

What Happened
Kimberly Ellison‑Taylor, a director of US Bancorp (USB), was granted 3,355 restricted stock units (RSUs) on April 23, 2026 (reported on Form 4 filed Apr 27, 2026). The award shows an acquisition at $0.00 (code A — grant/award); the RSUs are derivative awards that convert one‑for‑one into common shares when settled. The units were fully vested at grant but are payable only when she ceases board service and is not providing services as an independent contractor; they are forfeited if her service is terminated for cause.

Key Details

• Transaction date: 2026-04-23 (Form 4 filed 2026-04-27). Report appears timely (filed within the SEC’s 2 business‑day window).
• Transaction: Grant/award (Code A) of 3,355 RSUs at $0.00.
• Settlement/conversion: RSUs convert 1:1 into common stock (Footnote F1).
• Vesting/payment: Units were fully vested at grant but are payable only upon cessation of board service and non‑service as an independent contractor; forfeitable for cause (Footnote F2).
• Shares owned after transaction: Not specified in the provided filing.

Context: This is a director compensation award (routine for board members) rather than an open‑market purchase or sale. Although vested, these RSUs are deferred in settlement until she leaves the board, so they do not immediately increase reported common‑stock holdings or represent an outright cash purchase.