Summary of US BANCORP \DE\

Change in Directors or Principal Officers, Submission of Matters to a Vote of Sec

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

The Company held its 2012 Annual Meeting of Shareholders on Tuesday, April 17, 2012, at the Minneapolis Convention Center, Minneapolis, Minnesota. Richard K. Davis, Chairman, President and Chief Executive Officer, presided. The Company's shareholders considered three proposals, each of which is described in more detail in the Company's Definitive Proxy Statement on Schedule 14A (the "Proxy Statement") which was filed with the Securities and Exchange Commission on March 9, 2012. The final voting results are reported below.

Proposal I: Election of fourteen directors to serve for a one-year term until the 2013 annual meeting of shareholders.

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

                                                                                                  Broker
Name                                          For              Against        Abstentions        Non-Votes
Douglas M. Baker, Jr.                     1,367,937,319        17,914,552        5,208,317       238,663,193

Y. Marc Belton                            1,367,600,706        17,933,958        5,525,524       238,663,193

Victoria Buyniski Gluckman                1,345,524,195        39,127,262        6,408,731       238,663,193

Arthur D. Collins, Jr.                    1,248,320,108       137,453,970        5,286,110       238,663,193

Richard K. Davis                          1,348,406,027        37,937,079        4,717,082       238,663,193

Roland A. Hernandez                       1,262,470,665       122,878,367        5,711,156       238,663,193

Joel W. Johnson                           1,359,839,225        25,972,403        5,248,560       238,663,193

Olivia F. Kirtley                         1,368,238,194        17,521,240        5,300,754       238,663,193

Jerry W. Levin                            1,332,426,988        51,993,899        6,639,301       238,663,193

David B. O'Maley                          1,345,289,717        39,306,602        6,463,869       238,663,193

O'dell M. Owens, M.D., MPH                1,356,948,550        27,476,650        6,634,988       238,663,193

Craig D. Schnuck                          1,378,082,628         8,186,395        4,791,165       238,663,193

Patrick T. Stokes                         1,346,939,806        37,524,058        6,596,324       238,663,193

Doreen Woo Ho                             1,376,789,080         8,573,017        5,698,091       238,663,193

Proposal II: Ratification of the selection of Ernst & Young LLP as the Company's independent auditor for the fiscal year ending December 31, 2012.

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

                                                             Broker
                      For         Against     Abstentions   Non-Votes
                 1,598,747,748   25,790,618    5,185,015        -

Proposal III: Advisory vote to approve the compensation of the Company's executive officers 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:

                                                             Broker
                     For         Against     Abstentions    Non-Votes
                1,302,825,359   69,239,858   18,994,971    238,663,193