8-K

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: October 20, 2015

(Date of earliest event reported)

U.S. BANCORP

(Exact name of registrant as specified in its charter)

Delaware

(State or other jurisdiction

of incorporation)

1-6880	41-0255900
(Commission file number)	(IRS Employer Identification No.)

800 Nicollet Mall

Minneapolis, Minnesota 55402

(Address of principal executive offices, including 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))

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On October 20, 2015, the Board of Directors of U.S. Bancorp (the “Company”) elected Warner L. Baxter, Marc N. Casper and Karen S. Lynch as directors of the Company. Mr. Baxter and Ms. Lynch will join the Board on December 7, 2015, and Mr. Casper will join the Board on March 1, 2016. Each of Mr. Baxter and Mr. Casper will serve on the Audit Committee and the Community Reinvestment and Public Policy Committee. Ms. Lynch will serve on the Community Reinvestment and Public Policy Committee and the Risk Management Committee. Each new director will receive compensation in accordance with the Company’s standard compensation arrangements for non-employee directors, which are described under the heading “Director Compensation” in the Company’s definitive proxy statement on Schedule 14A filed with the Securities and Exchange Commission on March 12, 2015. A copy of the press release issued by the Company on October 26, 2015, announcing these appointments to the Board of Directors is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

99.1 Press release dated October 26, 2015

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SIGNATURE

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/ James L. Chosy
		James L. Chosy
		Executive Vice President, General Counsel and Corporate Secretary

Date: October 26, 2015

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EX-99.1

Exhibit 99.1

News Release

WARNER L. BAXTER, MARC N. CASPER AND KAREN S. LYNCH JOIN U.S. BANCORP

BOARD OF DIRECTORS

MINNEAPOLIS (October 26, 2015) – U.S. Bancorp (NYSE: USB) announced today that its Board of Directors has elected Warner L. Baxter, Marc N. Casper and Karen S. Lynch as directors of the company. Mr. Baxter and Ms. Lynch will join the board on December 7, 2015, and Mr. Casper will join the Board on March 1, 2016.

Baxter, 54, is the Chairman, President and Chief Executive Officer of Ameren Corporation, a regulated electric and gas utility company serving customers in Missouri and Illinois. He has served Ameren Corporation in various leadership capacities since 1995. Casper, 47, has served as the President and Chief Executive Officer of Thermo Fisher Scientific Inc., a leader in life sciences and healthcare technologies, since 2009. Lynch, 52, is the current President of Aetna Inc., a diversified health care benefits company, and has served in various leadership capacities in health care management and insurance companies during her career.

“Warner, Marc and Karen’s extensive leadership experience makes them valuable additions to our Board of Directors,” said Richard K. Davis, chairman, president and chief executive officer of U.S. Bancorp. “They each bring a unique set of strengths and expertise, from risk management, to successful operations within regulated industries, to financial reporting and accounting matters. We are delighted that Warner, Marc and Karen are becoming members of our Board and are looking forward to benefitting from their contributions and diverse perspectives.”

Minneapolis-based U.S. Bancorp (“USB”), with $416 billion in assets as of September 30, 2015, is the parent company of U.S. Bank National Association, the fifth largest commercial bank in the United States. The Company operates 3,151 banking offices in 25 states and 5,001 ATMs and provides a comprehensive line of banking, investment, mortgage, trust and payment services products to consumers, businesses and institutions. Visit U.S. Bancorp on the web at www.usbank.com.

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Media	Investors/Analysts
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