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Proxy Statement Pursuant to Section 14(a) of
the Securities Exchange Act of 1934 (Amendment No.     )


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U.S. Bancorp
(Name of Registrant as Specified In Its Charter)
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
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  *** Exercise Your Right to Vote *** Important Notice Regarding the Availability of Proxy Materials for the Shareholder Meeting to Be Held on April 20, 2021. U.S. BANCORP U.S. BANCORP INVESTOR RELATIONS 800 NICOLLET MALL BC-MN-H23K MINNEAPOLIS, MN 55402-7014 You are receiving this communication because you hold shares in the company named above. This is not a ballot. You cannot use this notice to vote these shares. This communication presents only an overview of the more complete proxy materials that are available to you on the Internet. You may view the proxy materials online at www.proxyvote.com or easily request a paper copy (see reverse side). We encourage you to access and review all of the important information contained in the proxy materials before voting. proxy materials and voting instructions. D31323-P47234 See the reverse side of this notice to obtain Meeting Information Meeting Type: Annual Meeting For holders as of: February 23, 2021 Date: April 20, 2021 Time: 11:00 AM Location: Meeting live via the Internet-please visit www.virtualshareholdermeeting.com/USB2021. The company will be hosting the meeting live via the Internet this year. To attend the meeting via the Internet please visit www.virtualshareholdermeeting.com/USB2021 and be sure to have the information that is printed in the box marked by the arrow (located on the following page). XXXX XXXX XXXX XXXX




  Before You Vote How to Access the Proxy Materials How To Vote Please Choose One of the Following Voting Methods D31324-P47234 Vote By Internet: Before The Meeting: Go to www.proxyvote.com. Have the information that is printed in the box marked by the arrow (located on the following page) available and follow the instructions. During The Meeting: Go to www.virtualshareholdermeeting.com/USB2021. Have the information that is printed in the box marked by the arrow(located on the following page) available and follow the instructions. Vote By Mail: You can vote by mail by requesting a paper copy of the materials, which will include a proxy card. XXXX XXXX XXXX XXXX XXXX XXXX XXXX XXXX Proxy Materials Available to VIEW or RECEIVE: NOTICE AND PROXY STATEMENTANNUAL REPORT How to View Online: Have the information that is printed in the box marked by the arrow(located on the following page) and visit: www.proxyvote.com. How to Request and Receive a PAPER or E-MAIL Copy: If you want to receive a paper or e-mail copy of these documents, you must request one. There is NO charge for requesting a copy. Please choose one of the following methods to make your request: 1) BY INTERNET:www.proxyvote.com 2) BY TELEPHONE:1-800-579-1639 3) BY E-MAIL*:sendmaterial@proxyvote.com * If requesting materials by e-mail, please send a blank e-mail with the information that is printed in the box marked by the arrow(located on the following page) in the subject line. Requests, instructions and other inquiries sent to this e-mail address will NOT be forwarded to your investment advisor. Please make the request as instructed above on or before April 6, 2021 to facilitate timely delivery. XXXX XXXX XXXX XXXX XXXX XXXX XXXX XXXX




  The Board of Directors recommends a vote "FOR" each of the following nominees: 1 - The election of the 13 directors named in the proxy statement: The Board of Directors recommends a vote "FOR" the following proposals: 1a. Warner L. Baxter 2 - The ratification of the selection of Ernst & Young LLP as our independent auditor for the 2021 fiscal year. 1b. Dorothy J. Bridges 1c. Elizabeth L. Buse 3 - An advisory vote to approve the compensation of our executives disclosed in the proxy statement. 1d. Andrew Cecere 1e. Kimberly N. Ellison-Taylor 1f. Kimberly J. Harris 1g. Roland A. Hernandez 1h. Olivia F. Kirtley 1i. Karen S. Lynch 1j. Richard P. McKenney 1k. Yusuf I. Mehdi 1l. John P. Wiehoff 1m. Scott W. Wine D31325-P47234 Voting Items









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