美国合众银行美股招股说明书(2026-07-24版)

GeneralThese Notes (as defined herein) are designed for an investor who seeks a fixed income investment at an interest rate of 5.05% per annum but who is also willing to accept the risk that the Notes will be called, at our option, prior to the Maturity Date.At our option, we may redeem the Notes, in whole but not in part, on any of the Redemption Dates specified below.The Notes may be purchased in minimum denominations of $1,000 and in integral multiples of $1,000 thereafter. Key Terms On the Maturity Date, we will pay you the principal amount of your Notesplusany accrued and unpaid interest,providedthat your Notes are outstanding and have not previously been called on any Redemption Date. On the 28thcalendar day of January and July of each year, beginning on July 28, 2027, and ending on January 28,2031 (each, a “Redemption Date”), we may redeem your Notes, in whole but not in part, at a price equal to theprincipal amount being redeemed plus any accrued and unpaid interest, subject to the Business Day Conventionand the Interest Accrual Convention described below. If we intend to redeem your Notes, we will deliver noticeto The Depository Trust Company (“DTC”) on any business day after the Original Issue Date that is at least 5business 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: Business Day Convention:Following Interest AccrualConvention:Unadjusted (1)The price to public includes the estimated cost of hedging our obligations under the Notes through one or more of ouraffiliates.(2)U.S. Bancorp Investments, Inc. (“USBI”), acting as agent for us, may pay some or all of the selling commissions it receivesfrom us to other affiliated or unaffiliated dealers. These selling commissions will vary and will be up to $3.58 per $1,000principal amount Note. See “Supplemental Plan of Distribution (Conflicts of Interest)” on page PS-5 of this pricingsupplement.(3)With respect to Notes sold to eligible institutional investors or fee-based advisory accounts for which an affiliated orunaffiliated broker-dealer is an investment adviser, the price to the public will be between $996.42 and $1,000 per $1,000 principal amount Note. Broker-dealers who purchase the Notes for these accounts may forgo some or all sellingcommissions related to these sales. The per Note price to the public in the table above assumes a price to the public of$1,000 per $1,000 principal amount Note. Because our affiliate, USBI, is participating in sales of the Notes, the offering is being conducted in compliance with theapplicable requirements of Financial Industry Regulatory Authority (“FINRA”) Rule 5121. The Notes are not savings accounts, deposits or other obligations of a bank and are not insured or guaranteed by theFederal Deposit Insurance Corporation (“FDIC”) or any other governmental agency. The Notes are unsecured obligationsof U.S. Bancorp and all payments on the Notes are subject to the credit risk of U.S. Bancorp. Investing in the Notes involves risks. Potential purchasers of the Notes should consider the information set forth inthe “Risk Factors” section beginning on page S-9 of the accompanying prospectus supplement and the discussion of riskfactors contained in our annual and other reports filed with the Securities and Exchange Commission (the “SEC”), whichare incorporated by reference herein. None of the SEC, any state securities commission, the FDIC or any other regulatory body has approved ordisapproved of these Notes or determined if this pricing supplement or the accompanying prospectus supplement andprospectus is truthful or complete. Any representation to the contrary is a criminal offense. We will deliver the Notes in book-entry form through the facilities of DTC on or about July 28, 2026 against payment inimmediately available funds.U.S. Bancorp Investments, Inc. ABOUT THIS PRICING SUPPLEMENT You should read this pricing supplement together with the prospectus dated March 9, 2026 (the “prospectus”) and theprospectus supplement dated March 9, 2026 (the “prospectus supplement”), each relating to our Senior Medium-Term Notes, SeriesEE of which these Notes are a part, for additional information about the Notes. Information in this pricing supplement supersedesinformation in the accompanying prospectus supplement and the prospectus to the extent it is different from that information.Certain defined terms used but not defined herein have the meanings set forth in the accompanying prospectus supplement or theprospectus. You should rely only on the information contained in or incorporated by reference in this pricing supplement and theaccompanying prospectus supplement and the prospectus. This pricing supplement may be used only for the purpose for which ithas been prepared. No one is authorized to