Every material Form 8-K U.S. Bancorp has filed with the SEC since January 16, 2025, read and summarized by AI: what happened, the key figures, whether it reads positive or negative for shareholders, and how big a deal it is (impact 1-5). Newest first; each brief links to its own page and to the filing on SEC.gov.
U.S. Bancorp's CFO John Stern and Vice Chair Stephen Philipson will present at the BancAnalysts Association of Boston Conference on November 6, 2026, and the company furnished the slides as Exhibit 99.1. The slides restate third-quarter 2026 results, including total net revenue of $7,970 million, up 9.5% from a year earlier, and net income applicable to common shareholders of $2,095 million, up from $1,893 million. The slides also cover the BTIG acquisition and the company's Capital Markets growth plans.
Presentation at 10:15 a.m. Eastern time on Friday, November 6, 2026, by John Stern and Stephen Philipson
Third-quarter 2026 total net revenue of $7,970 million, compared with $7,329 million in third-quarter 2025 (up 9.5%)
Net income applicable to common shareholders of $2,095 million, compared with $1,893 million in third-quarter 2025
Slides show return on tangible common equity of 18.5% and efficiency ratio of 55.9% for the third quarter of 2026
U.S. Bancorp filed a Certificate of Designations on October 29, 2026 to create its Series P Fixed Rate Reset Non-Cumulative Perpetual Preferred Stock, then closed the sale of 1,000,000 depositary shares on October 30, 2026. Each depositary share represents 1/25th of a share of the preferred stock, and the preferred has a $25,000 liquidation preference per share. The filing is a financing disclosure with no stated effect on reported results, but it adds a new class of senior equity ahead of common shareholders.
Certificate of Designations for Series P preferred stock filed October 29, 2026
Sale of 1,000,000 depositary shares closed October 30, 2026; each represents 1/25th of a preferred share
Preferred stock carries a $25,000 liquidation preference per share
Underwriters include U.S. Bancorp Investments, Barclays Capital and Morgan Stanley & Co.; U.S. Bank Trust Company is depositary
U.S. Bancorp said Vice Chair and Chief Risk Officer Jodi L. Richard resigned effective immediately to take a position at another publicly traded company, and that the resignation was not due to any disagreement with the company. Executive Vice President and Chief Credit Officer Troy W. Remington will serve as interim Chief Risk Officer while the company selects a successor.
Jodi L. Richard notified the company of her resignation on October 23, 2026, effective immediately
Resignation was not due to any disagreement with the company on operations, policies or practices
Troy W. Remington, Executive Vice President and Chief Credit Officer, is interim Chief Risk Officer
The company has not yet named a permanent successor
U.S. Bancorp reported third-quarter 2026 net income attributable to the company of $2.20 billion, up 10.0% from a year earlier, with diluted earnings per share of $1.34, up 9.8%. Total net revenue rose 8.7% year over year to $7.97 billion, which the company called a record, and fee revenue grew 14.9%, helped by the BTIG acquisition and a small business credit card portfolio purchase. The filing contains no full-year guidance change, and higher expenses and a $135 million provision tied to the card portfolio purchase partly offset the gains.
Net income attributable to U.S. Bancorp was $2,202 million, up 10.0% from $2,001 million in Q3 2025.
Diluted EPS was $1.34, compared with $1.22 a year earlier and $1.35 in Q2 2026.
Noninterest expense rose 7.1% to $4,493 million, mainly due to the BTIG acquisition.
Provision for credit losses was $654 million, including $135 million for acquired loans; CET1 ratio was 10.8%.
U.S. Bancorp reported second-quarter 2026 results, with net income attributable to the company of $2,177 million and diluted earnings per share of $1.35, both up from a year earlier. Total net revenue reached a record $7,712 million, up 10.1% year over year, and the company completed its acquisition of BTIG effective June 1, 2026. Higher noninterest expense partly offset the revenue gain, while the provision for credit losses fell from the prior quarter.
Net income attributable to U.S. Bancorp was $2,177 million, up 19.9% from $1,815 million in the second quarter of 2025.
Diluted earnings per common share were $1.35, compared with $1.11 a year earlier and $1.18 in the first quarter of 2026.
Total net revenue was a record $7,712 million, up 10.1% year over year; noninterest expense rose 5.9% to $4,428 million.
The provision for credit losses was $538 million, down from $576 million in the first quarter of 2026; the net charge-off ratio was 0.53%.
U.S. Bancorp reported first-quarter 2026 net income attributable to the company of $1,945 million and diluted earnings per share of $1.18, up from $1.03 a year earlier but down from $1.26 in the fourth quarter of 2025. Total net revenue was $7,288 million, up 4.7% year over year and down 1.0% from the prior quarter. The filing contains no revised full-year guidance, and the results are an update on the bank's first-quarter performance.
Net income attributable to U.S. Bancorp was $1,945 million, $236 million higher than a year earlier and $100 million lower than the fourth quarter of 2025.
Diluted earnings per common share were $1.18, compared with $1.03 in 1Q25 and $1.26 in 4Q25.
Total net revenue was $7,288 million, up 4.7% from 1Q25; noninterest expense was $4,265 million, up 0.8%.
Common equity tier 1 capital ratio was 10.8% at March 31, 2026; the company will hold its earnings call at 7 a.m. CT on April 16, 2026.
On January 27, 2026, U.S. Bancorp's board adopted the U.S. Bank Executive Change in Control Severance Plan, covering executive officers and certain other officers, including its named executive officers. The plan provides lump-sum severance if a participant is involuntarily terminated without Cause or resigns for Good Reason within 24 months after a Change in Control. The filing does not give a dollar cost for the plan.
Adopted by the board on January 27, 2026, on the recommendation of the Compensation and Human Resources Committee
Severance equals two times annual base salary plus two times target annual incentive, a pro-rata target incentive, and six months of employer health plan cost
Benefits require a release of claims, confidentiality and non-solicitation agreements, and a non-compete where permitted by law
U.S. Bancorp said Chairman Andrew Cecere will not stand for re-election and will retire from the Board at the 2026 annual shareholder meeting, citing personal reasons. CEO Gunjan Kedia will take on the chairman role in addition to her current responsibilities, consolidating the chair and CEO positions.
Andrew Cecere informed the Board on January 27, 2026 that he will not stand for re-election after his term expires at the 2026 Annual Meeting of Shareholders.
Gunjan Kedia, CEO and president and a Board member, was elected chairman effective upon Cecere's retirement from the Board on April 21, 2026.
Roland Hernandez will continue as the Board's lead independent director.
Cecere's decision was not due to any disagreement with the company on operations, policies or practices.
U.S. Bancorp reported fourth-quarter 2025 net income attributable to the company of $2,045 million, up 23.0% from a year earlier, with diluted earnings per share of $1.26 compared with $1.01. The filing also disclosed a definitive agreement to acquire BTIG, LLC, expected to close in the second quarter of 2026 subject to regulatory approvals, which expands the bank's capital markets business.
Total net revenue of $7,365 million for the fourth quarter, up 5.1% year over year
Diluted EPS of $1.26 versus $1.01 a year earlier; return on tangible common equity of 18.4%
Noninterest expense of $4,227 million, down 1.9% year over year; net charge-off ratio improved to 0.54%
Definitive agreement to acquire BTIG, LLC, a firm with 700 employees across 20 global locations; closing expected in Q2 2026
U.S. Bancorp reported third-quarter 2025 net income attributable to the company of $2,001 million, up 16.7% from a year earlier, and diluted earnings per share of $1.22, up 18.4%. Total net revenue reached a record $7,329 million, up 6.8% year over year, with noninterest expense roughly flat, which the company attributes to operating leverage and cost savings.
Net income attributable to U.S. Bancorp was $2,001 million, up from $1,714 million in Q3 2024 and $1,815 million in Q2 2025.
Diluted earnings per common share were $1.22, compared with $1.03 a year earlier and $1.11 in the second quarter of 2025.
Total net revenue was $7,329 million, up 6.8% year over year; noninterest expense was $4,197 million, down 0.2%.
Moody's Ratings revised the outlook to stable from negative and affirmed senior unsecured debt at A3.
On August 13, 2025, U.S. Bank National Association, the principal banking subsidiary of U.S. Bancorp, entered into a time sharing agreement and a charter flight reimbursement agreement with CEO Gunjan Kedia covering use of the company's corporate aircraft and reimbursement of certain charter travel costs. The filing says the company may enter similar agreements with other executive officers, but it does not state any dollar amounts.
Agreements dated August 13, 2025, with President and CEO Gunjan Kedia
Covers use of the Company's corporate aircraft and reimbursement of certain charter flight costs
Forms of both agreements filed as Exhibits 10.1 and 10.2
Company may enter similar agreements with other executive officers
U.S. Bancorp reported second-quarter 2025 net income attributable to the company of $1,815 million, up 13.2% from a year earlier, and diluted earnings per share of $1.11, compared with $0.97 in the second quarter of 2024. Total net revenue rose 2.0% year over year to $7,004 million, and the filing gives no separate earnings guidance, so the results are the main new information for shareholders.
Net income attributable to U.S. Bancorp was $1,815 million, up from $1,603 million a year earlier and $1,709 million in the first quarter of 2025.
Diluted earnings per common share were $1.11, compared with $0.97 in the second quarter of 2024 and $1.03 in the first quarter of 2025.
Total net revenue was $7,004 million, up 2.0% year over year, while noninterest expense fell 1.2% from the first quarter to $4,181 million.
Net interest margin was 2.66%, down from 2.67% a year earlier and 2.72% in the first quarter; the CET1 capital ratio was 10.7% at June 30, 2025.
U.S. Bancorp's board set the pay terms for newly appointed CEO Gunjan Kedia, who took over effective April 15, 2025, and for former CEO Andrew Cecere, who is now Executive Chairman. The filing also amends a retirement plan for Cecere, freezing his supplemental benefit, which matters to shareholders because it reflects the cost and structure of top executive compensation during the leadership transition.
Kedia's base salary rises to an annualized $1,200,000, effective April 16, 2025, with a target annual cash incentive of 275% of salary.
Kedia receives an additional PRSU award valued at $1,500,000 as of the April 17, 2025 grant date, on top of her February 27, 2025 long-term award.
Cecere's annualized base salary as Executive Chairman is $1,400,000, effective April 16, 2025.
The Non-Qualified Retirement Plan amendment freezes Cecere's supplemental benefit as of April 15, 2025.
U.S. Bancorp reported first-quarter 2025 net income attributable to the company of $1,709 million, or $1.03 per diluted share, up from $1,319 million, or $0.78 per share, a year earlier. Total net revenue rose 3.6% from a year earlier to $6,958 million, but fell 0.7% from the fourth quarter of 2024. The filing also reports a leadership change, with Gunjan Kedia now serving as President and CEO and Andy Cecere's tenure ending.
Net income attributable to U.S. Bancorp was $1,709 million, up 29.6% from $1,319 million in Q1 2024 and up from $1,663 million in Q4 2024.
Diluted EPS was $1.03, compared with $0.78 in Q1 2024 and $1.01 in Q4 2024; Q1 2024 included $0.12 per share of notable items.
Total net revenue was $6,958 million, up 3.6% year over year but down 0.7% from $7,009 million in Q4 2024.
Gunjan Kedia, President and CEO, said she is stepping into the role of Chief Executive Officer; the release thanks Andy Cecere for more than 40 years of leadership.
U.S. Bancorp director Kimberly J. Harris resigned from the Board of Directors effective immediately, and will not stand for re-election at the 2025 annual shareholder meeting. The company said the resignation is for personal reasons related to her health and recovery, and not due to any disagreement with the company on its operations, policies or practices.
Kimberly J. Harris notified the Board of her resignation on March 24, 2025, effective immediately.
She will not stand for re-election at the company's 2025 annual meeting of shareholders.
The company said the resignation was not due to any disagreement with the company on its operations, policies or practices.
U.S. Bancorp said Shailesh M. Kotwal will cease to serve as Vice Chair, Payment Services, effective February 3, 2025, as part of his previously announced retirement. He will stay on in an advisory role supporting the Payments business transition through June 30, 2025. Director Scott W. Wine also said he will not stand for re-election at the 2025 Annual Meeting of Shareholders, citing personal reasons.
Shailesh M. Kotwal leaves the Vice Chair, Payment Services role effective February 3, 2025
Kotwal remains employed in an advisory role through June 30, 2025
Scott W. Wine notified the Board on January 28, 2025 he will not seek re-election after ten years of service
Wine's decision was for personal reasons, not a disagreement with the company
U.S. Bancorp's board elected President Gunjan Kedia as chief executive officer effective April 15, 2025, and as a director, effective immediately. Andrew Cecere, the current chairman and CEO, will remain on the board as executive chairman. The filing sets no base salary or target bonus yet for Kedia, but it discloses a $10 million long-term incentive award, which is a planned leadership change that does not itself affect reported results.
Gunjan Kedia, 54, becomes President and CEO of U.S. Bancorp and U.S. Bank effective April 15, 2025
Andrew Cecere, CEO since April 2017 and chairman since April 2018, becomes executive chairman on April 15, 2025
Kedia's long-term incentive award is valued at $10 million as of the February 27, 2025 grant date, with 60% in performance-based restricted stock units
Base salary, target annual cash incentive for Kedia, and Cecere's executive chairman compensation have not been determined
U.S. Bancorp reported fourth-quarter 2024 net income attributable to the company of $1,663 million, or $1.01 per diluted share, up from $847 million and $0.49 a year earlier but down from $1,714 million and $1.03 in the third quarter. Excluding $109 million of pre-tax notable items tied to lease impairments and operational efficiency actions, earnings were $1,745 million, or $1.07 per share, and total net revenue rose 3.7% year over year to $7,009 million.
Q4 2024 net income attributable to U.S. Bancorp was $1,663 million, or $1.01 per diluted share, versus $847 million, or $0.49, in Q4 2023; adjusted for notable items, it was $1,745 million, or $1.07 per share.
Total net revenue was $7,009 million, up 3.7% from $6,762 million in Q4 2023; net interest margin was 2.71%, down from 2.78% a year earlier.
Full-year 2024 net income was $6,299 million, or $3.79 per diluted share, up from $3.27 in 2023; adjusted full-year EPS was $3.98, versus $4.31 in 2023.
CET1 capital ratio was 10.6% at December 31, 2024, and the company made a modest initial share buyback in the quarter.
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