美国合众银行美股招股说明书(2025-07-21版)

will deliver notice to The Depository Trust Company (“DTC”) on any business day after the Original Issue Datethat is at least 5 business days before the applicable Redemption Date.Subject to the Interest Accrual Convention, with respect to each Interest Period, for each $1,000 principal amountNote, we will pay you interest in arrears on each Interest Payment Date in accordance with the followingformula:$1,000 × Interest Rate × Day Count Fraction.Interest Periods:The period beginning on and including the Original Issue Date and ending on but excluding the first InterestPayment Date, and each successive period beginning on and including an Interest Payment Date and ending on Interest Payment Dates: Investing in the Notes involves risks. See the “Additional Risk Factors” beginning on page PS-4 of this pricingsupplement and the “Risk Factors” beginning on page S-6 of the accompanying prospectus supplement.We will deliver the Notes in book-entry form through the facilities of DTC on or about, 2025 against payment inimmediately available funds.U.S. Bancorp Investments, Inc. ABOUT THIS PRICING SUPPLEMENTYou should read this pricing supplement together with the prospectus dated March 10, 2023 (the “prospectus”) and the CC of which these Notes are a part, for additional information about the Notes. Information in this pricing supplement supersedesinformation in the prospectus supplement and the prospectus to the extent it is different from that information. Certain definedterms used but not defined herein have the meanings set forth in the prospectus supplement or the prospectus. PS-1 SUMMARY OF KEY TERMS The information in this “Summary of Key Terms” section is qualified by the more detailed information set forth in theaccompanying prospectus supplement and the prospectus. See “About This Pricing Supplement” in this pricing supplement. 100% of the Principal AmountDenominations:$1,000 and integral multiples of $1,000 in excess thereof. Aggregate Principal Amount of Notes: If we default on our obligations under the Notes, your investment would be at risk and you could lose some or all of yourinvestment. See “Description of Notes—Events of Default” in the accompanying prospectus supplement. The inclusion of dealer spread and projected profit from hedging in the price to public is likely to adversely affect secondary Assuming no change in market conditions or any other relevant factors, the price, if any, at which USBI or any other party iswilling to purchase the Notes at any time in secondary market transactions will likely be significantly lower than the price to public,since secondary market prices are likely to exclude fees and commissions paid with respect to the Notes and the cost of hedging ourobligations under the Notes that are included in the price to public. The cost of hedging includes the projected profit that we and/orour affiliates may realize in consideration for assuming the risks inherent in managing the hedging transactions. These secondarymarket prices are also likely to be reduced by the costs of unwinding the related hedging transactions. In addition, any secondary The Notes will not be listed on any securities exchange. Although USBI and/or its affiliates may purchase the Notes fromholders, they are not obligated to do so and are not required to make a market for the Notes. There can be no assurance that asecondary market will develop for the Notes. Because we do not expect that any market makers will participate in a secondary and/or its affiliates are willing to buy your Notes.If a secondary market does exist, it may be limited. Accordingly, there may be a limited number of buyers if you decide tosell your Notes prior to maturity or early redemption. This may affect the price you receive upon such sale. Consequently, youshould be willing to hold the Notes to maturity or early redemption. The tax consequences of the ownership and disposition of the Notes may be the subject of future tax legislation which couldadversely impact your investment in the Notes. or the effective date of any such tax legislation would be, or whether it would have any effect on holders of Notes. No assurancecan be provided that future legislative, administrative, or judicial developments will not result in an increase in the amount of taxpayable by holders of Notes. U.S. FEDERAL INCOME TAX CONSIDERATIONS you should carefully review prior to investing in the Notes. See also “Additional Risk Factors—Changes in tax laws may adverselyimpact your investment in the Notes” on page PS-5 of this pricing supplement. You should consult your tax advisor concerning the U.S. federal income tax and other tax consequences of your investment in the Notes in your particular circumstances, including the application of state, local or other tax laws and the possible effects ofchanges in federal or other tax laws. PS-6 We expect to deliver the Notes against payment therefor in New York, New York on a date that is more