U.S. Bancorp Announces $1,000 Minimum Callable Fixed-Rate Notes with 5.75% Coupon Maturing in 2046

Fixed Income Terms and Coupon Details

The filing describes a 20-year fixed-rate debt instrument offering investors a steady 5.75% annual return per $1,000 principal. Interest payments will be made monthly in arrears, occurring on the last calendar day of February and on the 30th day of each month from January through December, starting August 30, 2026, and continuing until maturity. Interest calculations employ the 30/360 day-count convention, a standard in fixed income securities.

Investors will receive interest accrued during each period calculated as $1,000 multiplied by the interest rate and the day count fraction. Interest periods commence on the original issue date and each subsequent payment date, continuing until the notes are either called or mature. This schedule is designed to provide consistent cash flow over the 20-year term, assuming no early redemption.

Callable Feature and Redemption Timeline

A key aspect of these notes is the embedded call option, allowing U.S. Bancorp to redeem the securities before maturity at its discretion. Redemption dates fall quarterly on January 30, April 30, July 30, and October 30 annually, beginning July 30, 2029, and ending April 30, 2046. This enables the company to retire the notes quarterly starting approximately 3.5 years after issuance.

If the call option is exercised, U.S. Bancorp will redeem the notes at their principal amount plus any accrued but unpaid interest. The issuer must notify The Depository Trust Company at least five business days before the redemption date. This structure provides the company flexibility in managing its debt while exposing investors to reinvestment risk if the notes are called early.

Pricing and Distribution Details

The notes are offered at 100% of principal ($1,000 per note) with minimum purchases of $1,000 and additional increments of $1,000, making them accessible to both institutional and retail investors. The pricing date was expected on July 28, 2026, with the original issue date set for July 30, 2026, two business days after pricing.

U.S. Bancorp Investments, Inc. (USBI), acting as agent, will distribute the notes. Selling commissions may be paid to affiliated or unaffiliated dealers, up to $40 per $1,000 principal note. For sales to eligible institutional investors or fee-based advisory accounts with broker-dealer advisers, prices may range from $960 to $1,000 per note, with broker-dealers possibly waiving some or all commissions.

Investor Suitability and Risk Factors

The notes are suitable for investors seeking fixed income with a competitive coupon, accepting the risk of early call. They are not bank deposits or insured by the FDIC or any government agency but are unsecured obligations of U.S. Bancorp, relying on the company’s creditworthiness.

Investors are advised to review risk factors starting on page S-9 of the prospectus supplement and U.S. Bancorp’s SEC filings. All payments depend on U.S. Bancorp’s credit risk, meaning investors bear default risk. The prospectus supplement and prospectus dated March 9, 2026, provide further details and should be reviewed prior to investing.

Regulatory Compliance and FINRA Disclosure

Because USBI, an affiliate, participates in the note sales, the offering complies with FINRA Rule 5121 addressing conflicts of interest in affiliate securities distributions. The preliminary pricing supplement filed July 21, 2026, is subject to completion, with final terms pending.

The filing clarifies that no regulatory authority including the SEC, state commissions, or the FDIC has approved or disapproved the notes or confirmed the accuracy of the offering documents. Any contrary claims are criminal offenses. This disclaimer protects issuer and investors by clarifying regulatory review status.

Maturity and Business Day Conventions

The notes mature on July 30, 2046, unless called earlier. The maturity date follows the "Following" Business Day Convention, meaning if it falls on a non-business day, it will be postponed to the next business day. Interest accrual uses an "Unadjusted" convention, so accrued interest calculations remain unchanged despite date adjustments.

Settlement will occur in book-entry form through DTC around July 30, 2026, against payment in immediately available funds. The notes will not be issued as physical certificates but as electronic entries, facilitating efficient trading and settlement. The assigned CUSIP is 91159XHV0.

Hedging Costs and Pricing Components

The public price includes estimated hedging costs related to U.S. Bancorp’s management of its obligations through affiliates, reflecting standard issuer practice using derivatives like interest rate swaps. These costs are embedded in the issue price, effectively borne by investors.

The preliminary pricing table lists the public price as $1,000 per note. Specific fees, commissions, and total proceeds are not yet finalized and will be disclosed in the final pricing supplement after pricing completion.

Documentation and Investor Guidance

Investors should read the pricing supplement alongside the prospectus supplement and prospectus dated March 9, 2026, for comprehensive information. The pricing supplement supersedes prior documents if discrepancies exist. Only information contained or incorporated by reference in these official documents should be relied upon. No other sources are authorized to provide additional details.

References to "U.S. Bancorp," "Issuer," "Company," "we," "us," and "our" pertain solely to U.S. Bancorp, excluding subsidiaries unless specified. Neither U.S. Bancorp nor USBI is offering notes in jurisdictions where prohibited, and information is accurate only as of the document dates. This limits liability concerning disclosure accuracy and currency.

Aggregate Principal Amount and Offering Structure

The aggregate principal amount of notes offered is not disclosed in the preliminary filing and will be determined during pricing. This amount will be detailed in the final pricing supplement filed with the SEC after pricing on July 28, 2026.

The offering allows purchases in $1,000 increments with no maximum limit stated, accommodating both retail and institutional investors. The tiered pricing for institutional and fee-based advisory accounts, ranging from $960 to $1,000 per note depending on commissions, aligns with market norms for differentiated pricing by investor type.