Item 5.07 Submission of Matters to a Vote of Security Holders.

U.S. Bancorp (the "Company") held its 2022 annual meeting of shareholders on Tuesday, April 19, 2022. Shareholders considered three proposals at the meeting, each of which is described in more detail in the Company's Definitive Proxy Statement on Schedule 14A, which was filed with the Securities and Exchange Commission on March 8, 2022 (the "Proxy Statement"). The final voting results are reported below.

Proposal 1: Election of twelve directors to serve for a one-year term until the 2023 annual meeting of shareholders.

The Company's shareholders elected each of the twelve nominees for director, and the voting results are set forth below:



                                                                           Broker
Name                              For          Against     Abstentions    Non-Votes
Warner L. Baxter             1,125,591,678    7,303,898     2,893,531    154,756,956
Dorothy J. Bridges           1,128,022,159    4,925,798     2,841,150    154,756,956
Elizabeth L. Buse            1,128,320,556    4,736,900     2,731,651    154,756,956
Andrew Cecere                1,082,761,918   49,581,176     3,446,013    154,756,956
Kimberly N. Ellison-Taylor   1,127,426,541    5,554,832     2,807,734    154,756,956
Kimberly J. Harris           1,007,563,204   109,590,921   18,634,982    154,756,956
Roland A. Hernandez          1,115,759,869   17,080,078     2,949,160    154,756,956
Olivia F. Kirtley            1,085,378,868   47,705,517     2,704,722    154,756,956
Richard P. McKenney          1,118,010,499   14,828,010     2,950,598    154,756,956
Yusuf I. Mehdi               1,128,172,268    4,587,492     3,029,347    154,756,956
John P. Wiehoff              1,125,897,522    6,972,533     2,919,052    154,756,956
Scott W. Wine                1,120,284,265   12,511,657     2,993,185    154,756,956

Proposal 2: Ratification of the selection of Ernst & Young LLP as the Company's independent auditor for the 2022 fiscal year.

The Company's shareholders ratified the selection of Ernst & Young LLP, and the voting results are set forth below:

For Against Abstentions Broker Non-Votes 1,261,540,621 25,774,612 3,230,830

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Proposal 3: Advisory vote to approve the compensation of the Company's executive officers as disclosed in the Proxy Statement.

The Company's shareholders gave advisory approval of the compensation of the Company's executive officers as disclosed in the Proxy Statement, and the voting results are set forth below:



     For         Against     Abstentions   Broker Non-Votes
1,049,236,410   79,268,164    7,284,533      154,756,956



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Item 9.01. Financial Statements and Exhibits.





(d) Exhibits.



104   Cover Page Interactive Data File (embedded within the Inline XBRL document)



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