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 17, 2017

(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))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

☐ Emerging growth company

☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

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

On October 17, 2017, the Board of Directors of U.S. Bancorp (the “Company”) elected Richard P. McKenney as a director of the Company, effective immediately. Mr. McKenney will serve on the Risk Management and the Community Reinvestment and Public Policy Committees. He 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 7, 2017.

A copy of the press release issued by the Company on October 17, 2017, announcing Mr. McKenney’s election 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 17, 2017

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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 and General Counsel

Date: October 17, 2017

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EX-99.1

Exhibit 99.1

News Release

Richard P. McKenney Joins U.S. Bancorp Board of Directors

MINNEAPOLIS, MN (October 17, 2017) — U.S. Bancorp (NYSE:USB) announced today that its Board of Directors has elected Richard P. McKenney as a director of the company, effective immediately.

McKenney, 48, is the president and chief executive officer of Chattanooga, Tenn., based Unum Group (NYSE:UNM), a leading provider of financial protection benefits in the workplace, including disability, life, dental, and voluntary benefits.

He joined Unum in 2009 as executive vice president and chief financial officer, where he was responsible for overall financial management of the company. Previously, McKenney worked for Sun Life Financial, Inc. as executive vice president and chief financial officer. He began his career at General Electric, transitioning from manufacturing to financial leadership roles over the course of his career.

“Rick’s extensive leadership experience makes him a valuable addition to our Board of Directors,” said Richard K. Davis, executive chairman of U.S. Bancorp. “His financial risk expertise within the financial industry will be invaluable and help inform our strategy and business planning. We are delighted that he is joining our Board and look forward to benefitting from his contributions and perspective.”

About U.S. Bank

Minneapolis-based U.S. Bancorp (NYSE: USB), with $464 billion in assets as of June 30, 2017, is the parent company of U.S. Bank National Association, the fifth largest commercial bank in the United States. The Company operates 3,088 banking offices in 25 states and 4,826 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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Contact:

• Jennifer Thompson, U.S. Bank Investor Relations – 612.303.0778; jen.thompson@usbank.com

• Stacey Wempen, U.S. Bank Corporate Financial Communications – 612.303.7620; stacey.wempen@usbank.com

Twitter @usbank_news