UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
x | ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the fiscal year ended December 31, 2010
OR
¨ | TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the transition period from (not applicable)
Commission file number 1-6880
U.S. BANK 401(k) SAVINGS PLAN
800 Nicollet Mall
Minneapolis, Minnesota 55402-4302
(Full title of the plan and the address of the plan)
U.S. BANCORP
800 Nicollet Mall
Minneapolis, Minnesota 55402-4302
(Name and address of principal executive offices of the issuer of the securities)
REQUIRED INFORMATION
U.S. Bank 401(k) Savings Plan (the Plan) is subject to the Employee Retirement Income Security act of 1974 (ERISA). Therefore, in lieu of the requirements of Items 1-3 of Form 11-K, the financial statements and schedules of the Plan for the two years ended December 31, 2010 and 2009, which have been prepared in accordance with the financial reporting requirements of ERISA, are attached hereto as Exhibit 13 and incorporated herein by this reference.
The following exhibits are filed with this report:
Exhibit Number |
Description | |
13 | Annual Report for the year ended December 31, 2010 | |
23 | Consent of Independent Registered Public Accounting Firm |
SIGNATURE
Pursuant to the requirements of the Securities and Exchange Act of 1934, the trustees (or other persons who administer the Plan) have duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized.
U.S. BANK 401(k) SAVINGS PLAN | ||||||||
By: | U.S. Bank 401(k) Savings Plan Benefit Administration Committee |
/s/ JENNIE P. CARLSON | June 27, 2011 | |||||
Jennie P. Carlson Benefit Administration Committee Chairperson |
Exhibit 13
FINANCIAL STATEMENTS AND SUPPLEMENTAL SCHEDULE
U.S. Bank 401(k) Savings Plan Years Ended December 31, 2010 and 2009 With Report of Independent Registered Public Accounting Firm |
U.S. Bank 401(k) Savings Plan
Financial Statements and Supplemental Schedule
Years Ended December 31, 2010 and 2009
Contents
Report of Independent Auditors |
1 | |||
Financial Statements |
||||
Statements of Net Assets Available for Benefits |
2 | |||
Statements of Changes in Net Assets Available for Benefits |
3 | |||
Notes to Financial Statements |
4 | |||
Supplemental Schedule |
||||
Schedule H, Line 4i Schedule of Assets (Held at End of Year) |
17 |
1103-1242839 |
Report of Independent Registered Public Accounting Firm
Benefits Administration Committee
U.S. Bancorp
Participants of U.S. Bank 401(k) Savings Plan
We have audited the accompanying statements of net assets available for benefits of the U.S. Bank 401(k) Savings Plan (the Plan) as of December 31, 2010 and 2009, and the related statements of changes in net assets available for benefits for the years then ended. These financial statements are the responsibility of the Plans management. Our responsibility is to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with auditing standards generally accepted in the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. We were not engaged to perform an audit of the Plans internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Plans internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for benefits of the Plan at December 31, 2010 and 2009, and the changes in net assets available for benefits for the years then ended, in conformity with accounting principles generally accepted in the United States.
Our audits were performed for the purpose of forming an opinion on the financial statements taken as a whole. The accompanying supplemental schedule of assets (held at end of year) as of December 31, 2010, is presented for purposes of additional analysis and is not a required part of the financial statements but is supplementary information required by the Department of Labors Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. This supplemental schedule is the responsibility of the Plans management. The supplemental schedule has been subjected to the auditing procedures applied in our audits of the financial statements and, in our opinion, is fairly stated in all material respects in relation to the financial statements taken as a whole.
/s/ Ernst & Young LLP
Minneapolis, MN
June 27, 2011
1103-1242839 | 1 |
U.S. Bank 401(k) Savings Plan
Statements of Net Assets Available for Benefits
December 31 | ||||||||
2010 | 2009 | |||||||
Assets |
||||||||
Cash |
$ | 21,316 | $ | | ||||
Investments, at fair value |
3,215,090,318 | 2,732,670,156 | ||||||
Accrued income |
2,091,074 | 2,053,472 | ||||||
Employer contribution receivable |
86,992,791 | 80,686,055 | ||||||
Receivable for securities sold but not yet settled |
| 1,271,094 | ||||||
Notes receivable from participants |
70,940,914 | 60,035,352 | ||||||
Total assets |
3,375,136,413 | 2,876,716,129 | ||||||
Liabilities |
||||||||
Accrued expenses |
406,487 | 282,649 | ||||||
Payable for securities purchased but not yet settled |
146,565 | | ||||||
Total liabilities |
553,052 | 282,649 | ||||||
Net assets available for benefits, at fair value |
3,374,583,361 | 2,876,433,480 | ||||||
Adjustment from fair value to contract value for fully benefit-responsive investment contracts |
(777,856 | ) | 7,442,892 | |||||
Net assets available for benefits |
$ | 3,373,805,505 | $ | 2,883,876,372 | ||||
See accompanying notes.
1103-1242839 | 2 |
U.S. Bank 401(k) Savings Plan
Statements of Changes in Net Assets Available for Benefits
Year Ended December 31 | ||||||||
2010 | 2009 | |||||||
Additions |
||||||||
Investment income: |
||||||||
Net appreciation in fair value of investments |
$ | 401,616,114 | $ | 232,622,686 | ||||
Interest and dividend income |
24,839,281 | 29,937,149 | ||||||
426,455,395 | 262,559,835 | |||||||
Interest income on notes receivable from participants |
3,462,323 | 2,656,664 | ||||||
Contributions: |
||||||||
Participants |
203,850,624 | 174,261,693 | ||||||
Employer |
86,992,678 | 80,687,205 | ||||||
290,843,302 | 254,948,898 | |||||||
Total additions |
720,761,020 | 520,165,397 | ||||||
Deductions |
||||||||
Benefits paid to participants and transfers out |
226,341,047 | 221,919,239 | ||||||
Administrative expenses |
4,490,840 | 4,191,752 | ||||||
Total deductions | 230,831,887 | 226,110,991 | ||||||
Net increase |
489,929,133 | 294,054,406 | ||||||
Net assets available for benefits at beginning of year |
2,883,876,372 | 2,589,821,966 | ||||||
Net assets available for benefits at end of year |
$ | 3,373,805,505 | $ | 2,883,876,372 | ||||
See accompanying notes.
1103-1242839 | 3 |
U.S. Bank 401(k) Savings Plan
Notes to Financial Statements
December 31, 2010
1. Description of the Plan
The following description of the U.S. Bank 401(k) Savings Plan (the Plan) provides only general information. Participants should refer to the Plans Summary Plan Description (the SPD) for a more complete description of the Plans provisions. The SPD can be reviewed by visiting the U.S. Bank Retirement Program website at www.yourbenefitsresources.com/usbank.
Administration and Participation
The Plan is a defined contribution retirement plan covering substantially all employees of U.S. Bancorp (Plan Sponsor) and its subsidiaries (the Company). Employees are eligible to participate in the Plan on their hire date so long as they are a regular, permanent employee working in an eligible position. Eligible employees are automatically enrolled in the Plan with a salary deferral of 2% of eligible compensation, unless the employee elects otherwise.
Each participants account is credited with applicable participant contributions, rollovers, employer contributions, and an allocation of the earnings (losses) of the investment funds in which the participant has elected to invest. Earnings (losses) allocations are based upon the participant account balance, as defined in the plan document. In addition, applicable participant distributions and loans as well as an allocation of administrative expenses are charged to each participants account. Participants may invest their account balance in one or more of a variety of investment funds and are immediately 100% vested in their entire account balance.
The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974, as amended (ERISA), and the Internal Revenue Code (the Code).
Contributions
The Plan permits pretax elective contributions up to a maximum of 75% of a participants eligible compensation, up to the Internal Revenue Service (IRS) limit. Participants age 50 and older whose elective contributions have reached the IRS limit are permitted under the Plan to make catch-up contributions up to the IRS catch-up contribution limit. All participant contributions are deposited in the Plan semimonthly.
1103-1242839 | 4 |
U.S. Bank 401(k) Savings Plan
Notes to Financial Statements (continued)
1. Description of the Plan (continued)
The Company contributes a matching contribution equal to 100% of each participants contribution up to 4% of the participants annual eligible compensation. A participant becomes eligible for an employer matching contribution on the first day of the month following completion of one full year of service in which the participant has worked at least 1,000 hours. The employer matching contribution is deposited in the Plan annually and is initially invested in the U.S. Bancorp ESOP Stock Fund. Participants can subsequently change how their matching contributions are invested at any time.
Benefits Paid to Participants
The only form of distribution offered by the Plan is a single lump-sum payment.
Participant Loans
The Plan contains provisions allowing participants to borrow from their accounts. Participants may have only two loans outstanding at a time. The minimum loan is $1,000 and the maximum is the lesser of 50% of the participants account balance or $50,000 minus the participants highest outstanding loan balance during the past 12 months. The loans bear interest at 1% above the prime interest rate at the date of issuance as determined monthly by the plan administrator. Principal and interest is paid ratably through semi-monthly payroll deductions. If a participant terminates employment with the Company, the loan is due within 90 days of the date of termination. If the loan is not repaid by the last day of the quarter following the quarter in which it was due, it will be treated as a distribution to the participant.
Plan Investments
The Plan includes an employee stock ownership plan (ESOP) fund. All participant and employer matching contributions credited to a participants account that are invested in qualifying employer securities are invested in the ESOP fund. The primary purpose of the ESOP fund is to benefit participants and beneficiaries by obtaining and retaining for them a position of equity ownership in the Company. Dividends paid on qualified employer securities held in the ESOP are either reinvested in the ESOP or paid directly to the participant, at their election.
1103-1242839 | 5 |
U.S. Bank 401(k) Savings Plan
Notes to Financial Statements (continued)
1. Description of the Plan (continued)
Plan Transfers
On July 1, 2009, the Company transferred its PowerTrack division employees to a newly created joint venture with Visa Inc. As a result, PowerTrack employees were no longer active participants in the Plan, and $9,114,426 in assets were transferred to the trust of the new joint venture by December 31, 2009.
Plan Termination
Although it has not expressed any intention to do so, the Company has the right to suspend or terminate the Plan at any time by action of its Board of Directors subject to the provisions of ERISA. In the event of a termination of the Plan, all participant account balances remain fully vested and are eligible for distribution.
2. Significant Accounting Policies
Accounting Method
The financial statements of the Plan are prepared under the accrual method of accounting under U.S. generally accepted accounting principles.
Reclassifications
Certain prior year amounts have been reclassified to conform to the current year presentation.
Investment Valuation and Income Recognition
Investments are stated at fair value. See Note 4 for a discussion of fair value measurements.
Per applicable authoritative accounting guidance, investment contracts held by a defined contribution plan are required to be reported at fair value. However, contract value is the relevant measurement attribute for that portion of the net assets available for benefits of a defined contribution plan attributable to fully benefit-responsive investment contracts because contract value is the amount participants would receive if they were to initiate permitted transactions under the terms of the Plan.
1103-1242839 | 6 |
U.S. Bank 401(k) Savings Plan
Notes to Financial Statements (continued)
2. Significant Accounting Policies (continued)
The Plan invests in investment contracts through a common/collective trust fund (U.S. Bank Stable Asset Fund as of December 31, 2009). The statement of net assets available for benefits presents the fair value of the fund as well as the adjustment from fair value to contract value for fully benefit-responsive investment contracts. The fair value of the Plans interest in the fund is primarily based on quoted or published market prices of the underlying assets of the fund. The contract value of the fund represents contributions plus earnings, less participant withdrawals and administrative expenses.
The Plan offered a new stable value investment option as of November 24, 2010, which replaced the U.S. Bank Stable Asset Fund. In connection with this investment option, the Plan invests in security-backed contracts issued by insurance companies, common/collective trust funds, and a pooled separate account, all of which are fully benefit-responsive. The investments are presented at fair value, along with the necessary amount to adjust the investments from fair value to contract value. Contract value is the amount participants would receive if they were to initiate permitted transactions under the terms of the Plan.
A security-backed contract is an investment issued by an insurance company or other financial institution, backed by a portfolio of bonds that are owned by the Plan. The interest crediting rate of a security-backed contract is based on the contract value, duration, and yield to maturity of the underlying portfolio. The issuer guarantees that all qualified participant withdrawals will be at contract value.
The average yield earned on the stable value investment option as of December 31, 2010, based on actual earnings, was 2.26%. The average yield earned on the stable value investment option as of December 31, 2010, based on the interest rate credited to participants, was 1.81%.
Certain events may limit the ability of the Plan to transact at contract value with the issuer. Such events include:
| Material amendments to plan documents or the Plans administration |
| Changes to the participating Plans competing investment options, including the elimination of equity wash provisions |
| Complete or partial termination of the Plan, including merger with another plan |
1103-1242839 | 7 |
U.S. Bank 401(k) Savings Plan
Notes to Financial Statements (continued)
2. Significant Accounting Policies (continued)
| The failure of the Plan to qualify for exemption from federal income taxes or any required prohibited transaction exemption under ERISA |
| Bankruptcy of the Plan Sponsor or other plan sponsor event that causes a significant withdrawal from the Plan |
| Any change in law, regulation, ruling, administrative or judicial position, or accounting requirement applicable to the Plan |
| The delivery of any communication to plan participants designed to influence a participant not to invest in the investment option |
At this time, the Plan Sponsor does not believe that the occurrence of any such market value event that would limit the Plans ability to transact at contract value with participants is probable.
Purchases and sales of securities are recorded on a trade-date basis. If a trade is open at the end of the year, a receivable for securities sold but not yet settled or a payable for securities purchased but not yet settled is reflected in the statements of net assets available for benefits. Dividends are recorded on the ex-dividend date.
Brokers commissions and other expenses incurred upon the purchase of corporate stock are included in the cost of the corporate stock. Brokers commissions and other expenses incurred upon the sale of corporate stock are reflected as a reduction in the proceeds from the sale.
The change from the beginning to the end of the year in the difference between current value and the cost of investments is reflected in the statements of changes in net assets available for benefits as net appreciation or depreciation in fair value of investments.
The net gain (loss) on sales of investments is the difference between the proceeds received and the average cost of investments sold and is also reflected in the statements of changes in net assets available for benefits in net appreciation or depreciation in fair value of investments.
1103-1242839 | 8 |
U.S. Bank 401(k) Savings Plan
Notes to Financial Statements (continued)
2. Significant Accounting Policies (continued)
Notes Receivable From Participants
Notes receivable from participants represent participant loans that are recorded at their unpaid principal balance plus any accrued but unpaid interest. Interest income on notes receivable from participants is recorded when it is earned. Related fees are paid by participants who borrow from their accounts. If a participant ceases to make loan payments and the Plan Sponsor deems the loan to be a distribution, the participant loan balance is reduced, and a benefit payment is recorded. No allowance for credit losses has been recorded as of December 31, 2010 or 2009.
Administrative Expenses
Recordkeeping, investment management, trust, consulting, audit, and other administrative fees are paid by the Plan.
Payment of Benefits
Benefit payments are recorded when paid.
Use of Estimates
The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates and assumptions.
Risks and Uncertainties
The Plans investments are exposed to various risks, such as interest rate, market, and credit risks. Due to the level of risk associated with certain investments and the level of uncertainty related to changes in the values of investments, it is at least reasonably possible that changes in risks in the near term would materially affect participants account balances and the amounts reported in the statements of net assets available for benefits and the statements of changes in net assets available for benefits.
1103-1242839 | 9 |
U.S. Bank 401(k) Savings Plan
Notes to Financial Statements (continued)
2. Significant Accounting Policies (continued)
New Accounting Pronouncements
In January 2010, the FASB issued Accounting Standards Update 2010-06, Improving Disclosures about Fair Value Measurements, (ASU 2010-06). ASU 2010-06 amended ASC 820 to clarify certain existing fair value disclosures and require a number of additional disclosures. The guidance in ASU 2010-06 clarified that disclosures should be presented separately for each class of assets and liabilities measured at fair value and provided guidance on how to determine the appropriate classes of assets and liabilities to be presented. ASU 2010-06 also clarified the requirement for entities to disclose information about both the valuation techniques and inputs used in estimating Level 2 and Level 3 fair value measurements. In addition, ASU 2010-06 introduced new requirements to disclose the amounts (on a gross basis) and reasons for any significant transfers between Levels 1, 2, and 3 of the fair value hierarchy and present information regarding the purchases, sales, issuances, and settlements of Level 3 assets and liabilities on a gross basis. With the exception of the requirement to present changes in Level 3 measurements on a gross basis, which is delayed until 2011, the guidance in ASU 2010-06 is effective for reporting periods beginning after December 15, 2009. Since ASU 2010-06 only affects fair value measurement disclosures, adoption of ASU 2010-06 did not have an affect on the Plans net assets available for benefits or its changes in net assets available for benefits.
In September 2010, the FASB issued Accounting Standards Update 2010-25, Reporting Loans to Participants by Defined Contribution Pension Plans, (ASU 2010-25). ASU 2010-25 requires participant loans to be measured at their unpaid principal balance plus any accrued but unpaid interest and classified as notes receivable from participants. Previously, loans were measured at fair value and classified as investments. ASU 2010-25 is effective for fiscal years ending after December 15, 2010, and is required to be applied retrospectively. Adoption of ASU 2010-25 did not change the value of participant loans from the amount previously reported as of December 31, 2009. Participant loans have been reclassified to notes receivable from participants as of December 31, 2009.
1103-1242839 | 10 |
U.S. Bank 401(k) Savings Plan
Notes to Financial Statements (continued)
3. Investments
For the years ended December 31, 2010 and 2009, the Plans investments (including gains and losses on investments bought and sold, as well as held during the year) appreciated (depreciated) in fair value as follows:
Year Ended December 31 |
||||||||||
2010 | 2009 | |||||||||
Mutual funds |
$ | 167,091,030 | $ | 251,561,987 | ||||||
Corporate stock |
198,422,313 | (47,420,141 | ) | |||||||
Collective investment funds |
36,100,230 | 28,478,226 | ||||||||
Life insurance policies |
2,541 | 2,614 | ||||||||
$ | 401,616,114 | $ | 232,622,686 | |||||||
The fair values of individual investments that represent 5% or more of the Plans net assets are as follows:
Shares | Fair Value | |||||||
Year ended December 31, 2010: |
||||||||
U.S. Bancorp common stock |
40,419,288 | $ | 1,090,108,197 | |||||
PIMCO Total Return Fund |
24,254,595 | 263,162,356 | ||||||
Vanguard Institutional Index Fund |
1,684,702 | 193,757,530 | ||||||
Year ended December 31, 2009: |
||||||||
U.S. Bancorp common stock |
41,060,167 | $ | 924,264,359 | |||||
U.S. Bank Stable Asset Fund |
8,631,749 | 335,582,827 | ||||||
PIMCO Total Return Fund |
18,080,409 | 195,268,422 | ||||||
Vanguard Institutional Index Fund |
1,692,976 | 172,649,712 |
1103-1242839 | 11 |
U.S. Bank 401(k) Savings Plan
Notes to Financial Statements (continued)
4. Fair Value Measurements
Applicable authoritative accounting guidance defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The Plan groups its assets measured at fair value into a three-level hierarchy for valuation techniques used to measure assets at fair value. This hierarchy is based on whether the valuation inputs are observable or unobservable. These levels are:
| Level 1 Quoted prices in active markets for identical assets. |
| Level 2 Observable inputs other than Level 1 prices, such as quoted prices for similar assets; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets. |
| Level 3 Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets. |
The following is a description of the valuation techniques and inputs used by the Plan to measure each major class of assets at fair value:
Mutual funds: Valued at the quoted net asset value (NAV) of shares held by the Plan at year- end.
Corporate stocks: Valued at the closing price reported in the active market in which the individual securities are traded.
Collective investment funds: Valued using the NAV provided by the administrator of the fund.
Pooled separate account: Valued using the NAV provided by the administrator of the fund.
1103-1242839 | 12 |
U.S. Bank 401(k) Savings Plan
Notes to Financial Statements (continued)
4. Fair Value Measurements (continued)
Wrapper contracts: Valued using the market approach discounting methodology, which incorporates the difference between the current market level rates for contract wrap fees and the wrap fee being charged; the difference is calculated as a dollar value and discounted by the prevailing swap rate as of period-end.
Life insurance policies: Valued at cash surrender value per insurance companies at year-end.
As required by applicable authoritative accounting guidance, the level in the fair value hierarchy within which the fair value measurement of the asset in its entirety is classified is based on the lowest level input that is significant to the fair value measurement in its entirety.
The following table summarizes the Plans investment assets measured at fair value at December 31:
Level 1 | Level 2 | Total | ||||||||||
2010 |
||||||||||||
Mutual funds: |
||||||||||||
Domestic equity |
$ | 166,402,718 | $ | | $ | 166,402,718 | ||||||
International equity |
68,049,317 | | 68,049,317 | |||||||||
Index |
207,011,564 | | 207,011,564 | |||||||||
Fixed income |
263,164,771 | | 263,164,771 | |||||||||
Money market |
3,294,968 | | 3,294,968 | |||||||||
707,923,338 | | 707,923,338 | ||||||||||
Corporate stocks: |
||||||||||||
Domestic large cap |
1,090,108,197 | | 1,090,108,197 | |||||||||
Domestic mid cap |
1,629 | | 1,629 | |||||||||
Domestic small cap |
5,736,669 | | 5,736,669 | |||||||||
1,095,846,495 | | 1,095,846,495 | ||||||||||
Collective investment funds: |
||||||||||||
Domestic equity(a) |
| 521,253,749 | 521,253,749 | |||||||||
International equity(b) |
| 35,748,929 | 35,748,929 | |||||||||
Target retirement date(c) |
| 502,383,805 | 502,383,805 | |||||||||
Fixed income(d) |
| 286,343,895 | 286,343,895 | |||||||||
| 1,345,730,378 | 1,345,730,378 | ||||||||||
Pooled separate account: |
||||||||||||
Fixed income(d) |
| 65,544,389 | 65,544,389 | |||||||||
Life insurance policies |
| 45,718 | 45,718 | |||||||||
Total |
$ | 1,803,769,833 | $ | 1,411,320,485 | $ | 3,215,090,318 | ||||||
1103-1242839 | 13 |
U.S. Bank 401(k) Savings Plan
Notes to Financial Statements (continued)
4. Fair Value Measurements (continued)
Level 1 | Level 2 | Total | ||||||||||
2009 |
||||||||||||
Mutual funds: |
||||||||||||
Domestic equity |
$ | 570,910,930 | $ | | $ | 570,910,930 | ||||||
Allocation |
205,005,082 | 205,005,082 | ||||||||||
Index |
172,649,712 | | 172,649,712 | |||||||||
Fixed income |
228,582,873 | | 228,582,873 | |||||||||
Target retirement date |
171,998,670 | | 171,998,670 | |||||||||
Money market |
5,419,762 | | 5,419,762 | |||||||||
1,354,567,029 | | 1,354,567,029 | ||||||||||
Corporate stocks: |
||||||||||||
Domestic large cap |
924,264,359 | | 924,264,359 | |||||||||
Domestic small cap |
9,431,781 | | 9,431,781 | |||||||||
933,696,140 | | 933,696,140 | ||||||||||
Collective investment funds: |
||||||||||||
Domestic equity |
| 7,802,075 | 7,802,075 | |||||||||
International equity |
| 100,970,111 | 100,970,111 | |||||||||
Fixed income(e) |
| 335,582,827 | 335,582,827 | |||||||||
| 444,355,013 | 444,355,013 | ||||||||||
Life insurance policies |
| 51,974 | 51,974 | |||||||||
Total |
$ | 2,288,263,169 | $ | 444,406,987 | $ | 2,732,670,156 | ||||||
(a) | This category includes investments in equity securities of U.S. companies with an objective to achieve a return higher than the Russell 2500 Index, for the small and mid cap investments, and the S&P 500 Index, for the large cap investments. There are currently no redemption restrictions on these investments. The fair values of the investments in this category have been estimated using the net asset value per unit. |
(b) | This category includes investments in large cap equity securities of non-U.S. companies with an objective to achieve a return higher than the MSCI EAFE Index. There are currently no redemption restrictions on these investments. The fair values of the investments in this category have been estimated using the net asset value per unit. |
(c) | This category includes investments in highly diversified funds designed to remain appropriate for investors in terms of risk throughout a variety of life circumstances. These common/collective trust funds share the common goal of first growing and then later preserving principal and contain a mix of U.S. and non-U.S. equity securities, U.S. issued bonds, and cash. There are currently no redemption restrictions on these investments. The fair values of the investments in this category have been estimated using the net asset value per unit. |
1103-1242839 | 14 |
U.S. Bank 401(k) Savings Plan
Notes to Financial Statements (continued)
4. Fair Value Measurements (continued)
(d) | This category includes funds designed to protect capital with low-risk investments and includes cash, bank notes, corporate notes, government bills, and various short-term debt instruments. There are currently no redemption restrictions on this investment, except for one of the investments, for which the Plan is required to provide a one-year redemption notice to liquidate its entire share in the fund. The fair value of the investment in this category has been estimated using the net asset value per unit. Certain investments fair value differs from the contract value. As previously discussed in Note 2, contract value is the relevant measurement attributable to fully benefit-responsive investment contracts because contract value is the amount participants would receive if they were to initiate permitted transactions under the terms of the Plan. |
(e) | This category includes a common/collective trust fund that is designed to deliver safety and stability by preserving principal and accumulating earnings. This fund is primarily invested in guaranteed investment contracts and synthetic investment contracts. Participant-directed redemptions have no restrictions; however, the Plan is required to provide a one-year redemption notice to liquidate its entire share in the fund. The fair value of this fund has been estimated based on the fair value of the underlying investment contracts in the fund as reported by the issuer of the fund. The fair value differs from the contract value. As previously discussed in Note 2, contract value is the relevant measurement attributable to fully benefit-responsive investment contracts because contract value is the amount participants would receive if they were to initiate permitted transactions under the terms of the Plan. |
5. Differences Between Financial Statements and Form 5500
The following is a reconciliation of net assets available for benefits per the financial statements to Form 5500:
December 31 | ||||||||
2010 | 2009 | |||||||
Net assets available for benefits per the financial statements |
$ | 3,373,805,505 | $ | 2,883,876,372 | ||||
Adjustment from fair value to contract value for fully benefit-responsive investment contracts |
777,856 | (7,442,892 | ) | |||||
Net assets available for benefits per Form 5500 |
$ | 3,374,583,361 | $ | 2,876,433,480 | ||||
1103-1242839 | 15 |
U.S. Bank 401(k) Savings Plan
Notes to Financial Statements (continued)
6. Transactions With Parties in Interest
The Plan allows for transactions with certain parties who may perform services or have fiduciary responsibilities to the Plan. Parties in interest include the Company and U.S. Bank National Association (the Trustee). Transactions involving funds administered by the Trustee are considered party-in-interest transactions. These transactions, based on customary and reasonable rates, are not, however, considered prohibited transactions under 29 CFR 408(b) of the ERISA regulations.
The Plan invests in the common stock of the Company. On December 31, 2010 and 2009, the Plan held 40,419,288 and 41,060,167 shares, respectively, of U.S. Bancorp common stock. During the years ended December 31, 2010 and 2009, the Plan recorded dividend income from U.S. Bancorp common stock of $8,299,453 and $8,677,966, respectively.
The Plan also invests in a U.S. Bancorp collective investment fund and mutual funds of First American Funds, Inc., First American Investment Funds, Inc., and First American Strategy Funds, Inc., all of which are managed by the Company. Only the First American Funds, Inc. investment remained as of December 31, 2010.
7. Tax Status
The Plan has received a determination letter from the IRS dated August 24, 2004, stating that the Plan is qualified under Section 401(a) of the Code and, therefore, the related trust is exempt from taxation. Subsequent to the issuance of this determination letter, the Plan was amended. Once qualified, the Plan is required to operate in conformity with the Code to maintain its qualification. The plan administrator believes the Plan is being operated in compliance with the applicable requirements of the Code and, therefore, believes that the Plan, as amended, is qualified and the related trust is tax-exempt.
Accounting principles generally accepted in the United States require plan management to evaluate uncertain tax positions taken by the Plan. The financial statement effects of a tax position are recognized when the position is more likely than not, based on the technical merits, to be sustained upon examination by the IRS. The Plan Sponsor has analyzed the tax positions taken by the Plan and has concluded that as of December 31, 2010, there are no uncertain positions taken or expected to be taken. The Plan has recognized no interest or penalties related to uncertain tax positions. The Plan is subject to routine audits by taxing jurisdictions; however, there are currently no audits for any tax periods in progress. The plan administrator believes it is no longer subject to income tax examinations for years prior to 2007.
1103-1242839 | 16 |
Supplemental Schedule
1103-1242839
U.S. Bank 401(k) Savings Plan
EIN #41-0255900 Plan #004
Schedule H, Line 4i Schedule of Assets (Held at End of Year)
December 31, 2010
Identity of Issuer, Borrower, Lessor, or Similar Party |
Description of Investment, Including
Maturity Date, Rate of Interest, Par, or Maturity Value |
Current Value | ||||||||
Mutual funds |
||||||||||
Cramer Rosenthal McGlynn, LLC |
5,521,817 | shares of Small/Mid Cap Value Fund | $ | 83,434,657 | ||||||
Dodge & Cox |
953,959 | shares of International Stock Fund | 34,065,871 | |||||||
First American Funds, Inc* |
3,294,968 | shares of Prime Obligations Fund | 3,294,968 | |||||||
Lord, Abbett & Co |
2,771,896 | shares of International Core Equity Fund | 33,983,446 | |||||||
Nuveen Investments |
228 | shares of Total Return Bond Fund | 2,415 | |||||||
PIMCO |
24,254,595 | shares of Total Return Fund | 263,162,356 | |||||||
Tygh Capital Management |
4,427,324 | shares of Small Mid Cap Growth Fund | 82,968,061 | |||||||
Vanguard |
227,394 | shares of Developed Markets Index Fund | 2,269,389 | |||||||
224,415 | shares of Extended Market Index Fund | 9,261,624 | ||||||||
1,684,702 | shares of Institutional Index Fund | 193,757,530 | ||||||||
162,549 | shares of Total Bond Market Index Fund | 1,723,021 | ||||||||
Total mutual funds |
707,923,338 | |||||||||
Corporate stock |
||||||||||
U.S. Bancorp* |
40,419,288 | shares of common stock | 1,090,108,197 | |||||||
Piper Jaffray Companies |
163,858 | shares of common stock | 5,736,669 | |||||||
Commerce Bancshares, Inc |
41 | shares of common stock | 1,629 | |||||||
Total corporate stock |
1,095,846,495 | |||||||||
Collective investment funds |
||||||||||
The Boston Co Asset Management, LLC |
8,181,914 | units of EB US Small-Mid Cap Value Equity Fund | 84,273,711 | |||||||
NWQ Investment Management Co, LLC |
5,762,076 | units of Large Cap Value Fund | 118,583,533 | |||||||
Rainier Investment Management, Inc |
11,848,864 | units of Large Cap Equity Fund | 120,147,477 | |||||||
State Street Global Advisors |
3,477,522 | units of Active International Select Fund | 35,748,929 | |||||||
Vanguard |
111,285 | units of Target Retirement 2005 Trust I | 3,677,965 | |||||||
932,444 | units of Target Retirement 2010 Trust I | 30,509,575 | ||||||||
2,299,081 | units of Target Retirement 2015 Trust I | 73,064,783 | ||||||||
2,999,390 | units of Target Retirement 2020 Trust I | 93,071,064 | ||||||||
3,028,731 | units of Target Retirement 2025 Trust I | 91,013,373 | ||||||||
2,263,690 | units of Target Retirement 2030 Trust I | 66,235,560 | ||||||||
1,785,207 | units of Target Retirement 2035 Trust I | 51,574,635 | ||||||||
1,344,933 | units of Target Retirement 2040 Trust I | 39,029,967 | ||||||||
1,155,927 | units of Target Retirement 2045 Trust I | 33,429,398 | ||||||||
574,414 | units of Target Retirement 2050 Trust I | 16,698,217 | ||||||||
82,611 | units of Target Retirement 2055 Trust I | 2,929,392 | ||||||||
32,741 | units of Target Retirement Income Trust I | 1,149,876 |
1103-1242839 | 17 |
U.S. Bank 401(k) Savings Plan
EIN #41-0255900 Plan #004
Schedule H, Line 4i Schedule of Assets (Held at End of Year) (continued)
Identity of Issuer, Borrower, Lessor, or Similar Party |
Description of Investment, Including
Maturity Date, Rate of Interest, Par, or Maturity Value |
Current Value | ||||||||
Collective investment funds (continued) |
||||||||||
Wells Fargo Bank, N.A. |
4,363,348 | units of Fixed Income Fund F | $ | 54,882,626 | ||||||
Wells Fargo Bank, N.A. |
2,768,340 | units of Fixed Income Fund B | 54,787,391 | |||||||
Wells Fargo Bank, N.A. |
4,548,099 | units of Fixed Income Fund G | 61,522,596 | |||||||
Wells Fargo Bank, N.A. |
45,436,635 | units of Short Term Investment Fund G | 45,436,635 | |||||||
Wells Fargo Bank, N.A. |
1,426,264 | units of Stable Return Fund G | 69,714,647 | |||||||
William Blair & Company, LLC |
8,165,974 | units of Small Cap Growth Fund | 82,149,701 | |||||||
Winslow Capital Management, Inc |
5,747,491 | units of Mainstay Large Cap Growth Fund | 116,099,327 | |||||||
Total collective investment funds |
1,345,730,378 | |||||||||
Pooled separate account |
||||||||||
Metropolitan Life Insurance Company |
610,991 | units of Metlife Separate Account #613 | 65,544,389 | |||||||
Life insurance policies |
||||||||||
New England Mutual Life Insurance Co |
1 | policy | 10,369 | |||||||
Northwestern Mutual Life Insurance Co |
1 | policy | 35,349 | |||||||
Total life insurance policies |
45,718 | |||||||||
Total Investments |
3,215,090,318 | |||||||||
Participant loans* |
Principal loan amount, interest rates ranging from 4.25% to 11.50% with varied maturities from January 15, 2011 to March 31, 2030 | 70,940,914 | ||||||||
Total Assets |
$ | 3,286,031,232 | ||||||||
* | Denotes party in interest to the Plan. |
1103-1242839 | 18 |
Exhibit 23
Consent of Independent Registered Public Accounting Firm
We consent to the incorporation by reference in the Registration Statements (Form S-8 No. 333-100671 and 333-166193) pertaining to the U.S. Bank 401(k) Savings Plan of our report dated June 27, 2011, with respect to the financial statements and schedules of the U.S. Bank 401(k) Savings Plan included in this Annual Report (Form 11-K) for the year ended December 31, 2010.
/s/ Ernst & Young LLP |
Minneapolis, Minnesota
June 27, 2011