FR Y-9LP

OMB Number 7100-0128

Approval expires December 31, 2024

Page 1 of 10

Board of Governors of the Federal Reserve System

Parent Company Only Financial Statements for Large

Holding Companies-FRY-9LP

Report at the close of business as of the last calendar day of the quarter

This

Report

is

required

by law: Section 5(c) of the

BHC

Act

(12

U.S.C.

§

1844(c)),

section 10 of Home Owners'

Loan

Act

(HOLA) (12 U.S.C. § 1467a(b)), section 618 of the Dodd-Frank Act (12 U.S.C. § 1850a(c)(1)), section 165 of the Dodd-Frank Act (12 U.S.C. § 5365), and section 252.153(b)(2) of Regulation YY (12 CFR 252.153(b)(2)).

This report form is to be filed by the parent company of large holding companies. For purposes of this report, large holding

NOTE: The Parent Company Only Financial Statements for Large Holding Companies must be signed and attested by the Chief Financial Officer (CFO) of the reporting holding company (or by the individual performing this equivalent function).

I, the undersigned CFO (or equivalent) of the named holding company, attest that the Parent Company Only Financial Statements for Large Holding Companies for this report date have been prepared in conformance with the instructions issued by the Federal Reserve System and are true and correct to the best of my knowledge and belief.

companies are holding companies with total consolidated assets of $3 billion or more, or holding companies that meet certain criteria, regardless of size. When such holding companies are tiered

holding

companies, separate reports are also to

be

filed

by

each

of the

subsidiary

holding

companies.

The Federal

Reserve

may

not conduct or sponsor, and an organization (or

a

person)

is

not

required

to respond

to, a

collection of

information

unless

it

displays

a currently valid OMB control number.

Date of Report: March 31, 2024

Month / Day / Year (BHCP 9999)

CONF

U.S. Bancorp

Printed Name of Chief Financial Officer (or Equivalent) (BHCP C490)

Legal Title of Holding Company (RSSD 9017)

800 Nicollet Mall

Signature of Chief Financial Officer (or Equivalent) (BHCP H321)

(Mailing Address of the Holding Company) Street / P.O. Box (RSSD 9110)

05/08/2024

Minneapolis

MN

55402-7020

Date of Signature (MM/DD/YYYY) (BHPX J196)

City (RSSD 9130)

State (RSSD 9200)

Zip Code (RSSD 9220)

Holding companies must maintain in their files a manually signed and attested printout of the data submitted.

Person to whom questions about this report should be directed:

CONF

Name / Title (BHPX 8901)

For Federal Reserve Bank Use Only

RSSD ID ________________________________________

C.I. ___________________ S.F. ________________

CONF

Area Code / Phone Number (BHPX 8902)

CONF

Area Code / FAX Number (BHPX 9116)

CONF

E-mail Address of Contact (BHPX 4086)

Is confidential treatment requested for any

0=No

BHCP

portion of this report submission?

1=Yes

C447

0

In accordance with the General Instructions for this report

(check only one),

1. a letter justifying this request is being provided along

with the report (BHCP KY38)

2. a letter justifying this request has been provided

separately (BHCP KY38)

Public reporting burden for this information collection is estimated to vary from 2 to 13.5 hours per response, with an average of 5.25 hours per response, including time to gather and maintain data in the required form and to review instructions and complete the information collection. Comments regarding this burden estimate or any other aspect of this information collection, including suggestions for reducing the burden, may be sent to Secretary, Board of Governors of the Federal Reserve System, 20th and C Streets, NW, Washington, DC 20551, and to the Office of Management and Budget, Paperwork Reduction Project (7100-0128), Washington, DC 20503.

10/2022

U.S. Bancorp

For Federal Reserve Bank Use Only

FR Y-9LP

Name of Holding Company

RSSD ID_____________________

Page 2 of 10

C.I. _________ S.F._______

Schedule PI-Parent Company Only Income Statement

Report at the close of business 03/31/2024

MM / DD / YYYY

Report the Income Statement on a calendar year-to-date basis.

Dollar Amounts in Thousands

BHCP

Amount

1. Operating Income:

a. Income from bank subsidiaries and associated banks, excluding equity in undistributed income:

(1)

Dividends

0508

1,100,000

1.a.(1)

(2)

Interest

0512

227,291

1.a.(2)

(3)

Management and service fees

0515

697

1.a.(3)

(4)

Other

0518

0

1.a.(4)

(5)

Total (sum of items 1.a(1) through 1.a(4))

0520

1,327,988

1.a.(5)

b. Income from nonbank subsidiaries and associated nonbank companies, excluding equity in

undistributed income:

(1)

Dividends

1275

2,835

1.b.(1)

(2)

Interest

1276

3,829

1.b.(2)

(3)

Management and service fees

1277

1

1.b.(3)

(4)

Other

1278

0

1.b.(4)

(5)

Total (sum of items 1.b(1) through 1.b(4))

1279

6,665

1.b.(5)

c. (This item is to be completed only by holding companies that have subsidiary holding

companies or associated holding companies.)

Income from subsidiary holding companies and associated holding companies, excluding equity

in undistributed income:

(1)

Dividends

0206

N/A

1.c.(1)

(2)

Interest

0207

N/A

1.c.(2)

(3)

Management and service fees

0208

N/A

1.c.(3)

(4)

Other

0209

N/A

1.c.(4)

(5)

Total (sum of items 1.c(1) through 1.c(4))

0210

N/A

1.c.(5)

d. Securities gains/(losses)

4091

0

1.d.

e. All other operating income

0447

6,518

1.e.

f. Total operating income (sum of items 1.a(5), 1.b(5), 1.c(5), 1.d, and 1.e)

4000

1,341,171

1.f.

2. Operating expense:

a. Salaries and employee benefits

4135

2,599

2.a.

b. Interest expense

4073

410,209

2.b.

c. Provision for credit losses(1)

JJ33

0

2.c.

d. All other expenses

0522

38,806

2.d.

e. Total operating expense (sum of items 2.a through 2.d)

4130

451,614

2.e.

3. a. Income (loss) before change in net unrealized holding gains (losses) on equity securities not

held for trading, applicable income taxes, and discontinued operations (item1.f minus item 2.e)

HT69

889,557

3.a.

b. Change in net unrealized holding gains (losses) on equity securities not held for trading (2)

HT70

0

3.b.

c. Income (loss) before applicable income taxes, discontinued operations and undistributed income

(sum of items 3.a and 3.b)

4250

889,557

3.c.

4. Applicable income taxes

4302

(36,386)

4.

5. Discontinued operations, net of applicable income taxes

FT28

0

5.

6. Income (loss) before undistributed income of subsidiaries and associated companies

(sum of items 3.c and 5 minus item 4)

0496

925,943

6.

7. Equity in undistributed income (losses) of subsidiaries and associated companies:

a. Bank

3156

315,407

7.a.

b. Nonbank

3147

77,650

7.b.

c. Subsidiary holding companies

3513

0

7.c.

8. Net Income (loss) (sum of items 6, 7.a, 7.b, and 7.c)

4340

1,319,000

8.

  1. Holding companies should report in item 2.c. the provisions for credit losses for all financial assets and off-balance-sheet credit exposures.
  2. Item 3.b is to be completed by all holding companies. See the instructions for this item and the FR Y-9C Glossary entry for "Securities Activities" for further detail on accounting for investments in equity securities.

03/2024

FR Y-9LP

Schedule PI-Continued

Page 3 of 10

Memoranda

Dollar Amounts in Thousands

BHCP

Amount

1.

Noncash items included in operating expense

4647

0

M.1.

2.

Loan and lease financing receivables charged-off

4635

0

M.2.

3.

Loan and lease financing receivables recoveries

4605

0

M.3.

4.

Interest expense paid to special-purpose subsidiaries that issued trust preferred securities

(included in item 2.d above)

C254

0

M.4.

Memorandum item 5 is to be completed by holding companies that have elected to account for finan-

cial instruments or servicing assets and liabilities at fair value under a fair value option.

5.

Net change in fair values of financial instruments accounted for under a fair value option

J980

N/A

M.5.

03/2013

INSTRUCTIONS MUST BE REVIEWED AS THIS SCHEDULE REQUIRES NEGATIVE ENTRIES FOR CERTAIN REPORTED ITEMS.

FR Y-9LP

Page 4 of 10

Schedule PI-A-Cash Flow Statement

Dollar Amounts in Thousands

BHCP

Amount

Part I. Cash Flows from Operating Activities:

BHPA

1.

Net income (loss) (must equal Schedule PI, item 8)

4340

1,319,000

1.

2.

Adjustments to reconcile net income to net cash provided by operating activities:

BHCP

a. Provision for deferred income taxes

3611

(468)

2.a.

b. (Gain) or loss on sales of assets

3612

0

2.b.

c. Equity in undistributed (earnings) losses of subsidiaries

3613

(393,057)

2.c.

d. Not applicable.

e. Net change in other liabilities

3615

241,317

2.e.

f. Net change in other assets

3616

(91,813)

2.f.

g. Other, net

3617

(103,761)

2.g.

h. Total adjustments (sum of items 2.a through 2.g)

3618

(347,782)

2.h.

3.

Net cash provided (used) by operating activities (sum of Part I, items 1 and 2.h)

3619

971,218

3.

BHCP

Amount

Part II. Cash Flows from Investing Activities:

1.

Purchases of held-to-maturity and available-for-sale securities

6552

0

1.

a. Purchases of equity securities with readily determinable fair value (1)

HU25

0

1.a.

2.

Sales and maturities of held-to-maturity and available-for-sale securities

6567

1,428

2.

a. Sales and maturities of equity securities with readily determinable fair value(1)

HU26

0

2.a.

3.

Payments for investments in and advances to subsidiaries

6571

10,721,199

3.

4.

Sale or repayment of investments in and advances to subsidiaries

6573

8,053,137

4.

5.

Outlays for business acquisitions

F737

0

5.

6.

Proceeds from business divestitures

F817

0

6.

7.

Other, net

6588

17

7.

8.

Net cash provided (used) by investing activities

(sum of Part II, items 2, 2.a, 4, 6, and 7 minus items 1, 1.a, 3, and 5)

6589

(2,666,617)

8.

BHCP

Amount

Part III. Cash Flows from Financing Activities:

1.

Net change in purchased funds and other short-term borrowings

F818

(2,050,000)

1.

2.

Not applicable.

3.

Proceeds from advances from subsidiaries

6592

0

3.

4.

Repayment of advances from subsidiaries

6596

0

4.

5.

Proceeds from issuance of long-term debt

6600

3,500,000

5.

6.

Repayment of long-term debt

6604

0

6.

7.

Proceeds from issuance of common stock

6607

13,000

7.

8.

Payment to repurchase common stock

8518

49,000

8.

9.

Proceeds from issuance of preferred stock

6619

0

9.

10.

Payment to repurchase preferred stock

6741

0

10.

11.

Dividends paid

6742

846,000

11.

12.

Other, net

6743

0

12.

13.

Net cash provided (used) by financing activities

(sum of Part III, items 1, 3, 5, 7, 9, and 12 minus items 4, 6, 8, 10, and 11)

6744

568,000

13.

BHCP

Amount

Part IV. Cash and Cash Equivalents:

1.

Net (decrease) increase in cash and cash equivalents

(sum of Part I, item 3, Part II, item 8, and Part III, item 13)

6758

(1,127,399)

1.

2.

Cash and cash equivalents at beginning of year

6773

11,584,557

2.

3.

Cash and cash equivalents, current year-to-date (sum of Part IV, items 1 and 2)

6775

10,457,158

3.

1. To be completed by all holding companies. See the instructions for this item and the FR Y-9C Glossary entry for "Securities Activities" for further detail on accounting for investments in equity securities.

12/2020

FR Y-9LP

Schedule PC-Parent Company Only Balance Sheet

Page 5 of 10

Dollar Amounts in Thousands

BHCP

Amount

Assets

1.

Cash and balances due from depository institutions:

a. Balances with subsidiary or affiliated depository institutions

5993

10,457,158

1.a.

b. Balances with unrelated depository institutions

0010

0

1.b.

2.

Securities: (1)

a. U.S. Treasury securities

0400

614,770

2.a.

b. Securities of U.S. Government agencies and corporations and securities issued by

states and political subdivisions

6791

36,822

2.b.

c. Other debt and equity securities

1299

0

2.c.

3.

Securities purchased under agreements to resell (2)

0277

0

3.

4.

Loans and lease financing receivables:

a. Loans:

(1) To U.S. addressees (domicile)

0362

0

4.a.(1)

(2) To non-U.S. addressees (domicile)

0363

0

4.a.(2)

b. LESS: Unearned income on loans

2123

0

4.b.

c. Loans, held for investment and held for sale (sum of items 4.a(1) and 4.a(2) minus item 4.b)

0364

0

4.c.

d. Lease financing receivables, net of unearned income

2165

0

4.d.

e. LESS: Allowance for credit losses on loans and leases

3123

0

4.e.

f. Loans and leases, held for investment and held for sale, net of allowance (sum of items 4.c

and 4.d minus item 4.e)…

2125

0

4.f.

5.

Investments in and receivables due from subsidiaries and associated companies

(from Schedule PC-A, item 4)

0365

80,664,261

5.

6.

Premises and fixed assets (including capitalized leases)

2145

0

6.

7.

Intangible assets (other than reported in item 5 above):

a. Goodwill

3163

0

7.a.

b. Mortgage servicing assets

3164

0

7.b.

c. Other identifiable intangibles

3165

0

7.c.

8.

Other assets (2)

2160

853,032

8.

9.

Balances due from related institutions, other than investments:

a. Related banks

3602

0

9.a.

b. Related nonbank companies

3603

0

9.b.

c. Related holding companies

3604

0

9.c.

10. TOTAL ASSETS (sum of items 1.a through 3, and 4.f through 9.c above)

2170

92,626,043

10.

  1. Holding companies should report held-to-maturity securities net of any applicable allowance for credit loss.
  2. Holding companies should report in items 3 and 8 amounts net of any applicable allowance for credit loss.

03/2024

FR Y-9LP

Schedule PC-Continued

Page 6 of 10

Dollar Amounts in Thousands

BHCP

Amount

Liabilities and Equity Capital

11.

Deposits

2200

0

11.

12.

Securities sold under agreements to repurchase

0279

0

12.

13.

Borrowings with a remaining maturity of one year or less:

a. Commercial paper

2309

0

13.a.

b. Other borrowings

2332

2,520,292

13.b.

14.

Other borrowed money with a remaining maturity of more than one year

0368

27,394,050

14.

15.

Not applicable.

16.

Subordinated notes and debentures (1)

4062

5,799,000

16.

17.

Other liabilities

2930

1,303,904

17.

18.

Balances due to subsidiaries and related institutions:

a. Subsidiary banks

3605

40,689

18.a.

b. Nonbank subsidiaries

3606

108

18.b.

c. Related holding companies

3607

0

18.c.

19.

Not applicable.

20.

Equity Capital:

a. Perpetual preferred stock (including related surplus)

3283

6,808,000

20.a.

b. Common stock (par value)

3230

21,000

20.b.

c. Surplus (exclude all surplus related to preferred stock)

3240

8,642,000

20.c.

d. Retained earnings

3247

74,473,000

20.d.

e. Accumulated other comprehensive income (2)

B530

(10,353,000)

20.e.

f. Other equity capital components (3)

A130

(24,023,000)

20.f.

g. Not applicable.

h. TOTAL EQUITY CAPITAL (sum of items 20.a through 20.f)

3210

55,568,000

20.h.

21.

TOTAL LIABILITIES AND EQUITY CAPITAL (sum of items 11 through 20.f)

3300

92,626,043

21.

Memoranda

Memoranda items 1.a and 1.b are to be completed by holding companies that have elected

to account for financial instruments or servicing assets and liabilities at fair value under a fair

value option.

1. Financial assets and liabilities measured at fair value:

a. Total assets

F819

N/A

M.1.a.

b. Total liabilities

F820

N/A

M.1.b.

____________

  1. Includes limited-life preferred stock and related surplus.
  2. Includes net unrealized holding gains (losses) on available-for-sale securities, accumulated net gains (losses) on cash flow hedges, cumulative foreign currency translation adjustments, and minimum pension liability adjustments.
  3. Includes treasury stock and unearned Employee Stock Ownership Plan shares.

03/2015

FR Y-9LP

Page 7 of 10

Schedule PC-A-Investments in Subsidiaries and Associated Companies

Dollar Amounts in Thousands

BHCP

Amount

1. a. Equity investments in bank subsidiaries and associated banks:

(1)

Common and preferred stock (net of amount reported in item 1.a(2))

3239

61,727,915

1.a.(1)

(2)

Intangible assets:

(a) Goodwill

3238

0

1.a.(2)(a)

(b) Other identifiable intangibles

4485

0

1.a.(2)(b)

b. Nonequity investments in and receivables due from bank subsidiaries and associated banks:

(1)

Loans, advances, notes, bonds, and debentures

0533

14,600,000

1.b.(1)

(2)

Other receivables

0534

186,588

1.b.(2)

2. a. Equity investments in nonbank subsidiaries and associated nonbank companies:

(1)

Common and preferred stock (net of amount reported in items 2.a(2))

1273

3,799,033

2.a.(1)

(2)

Intangible assets:

(a) Goodwill

0087

26,723

2.a.(2)(a)

(b) Other identifiable intangibles

0536

0

2.a.(2)(b)

b. Nonequity investments in and receivables due from nonbank subsidiaries and

associated nonbank companies:

(1)

Loans, advances, notes, bonds, and debentures

0537

322,000

2.b.(1)

(2)

Other receivables

0538

2,002

2.b.(2)

3. (This item is to be completed only by holding companies that have subsidiary holding

companies or associated holding companies.)

a. Equity investments in subsidiary holding companies and associated

holding companies:

(1)

Common and preferred stock (net of amount reported in Item 3.a(2))

0201

N/A

3.a.(1)

(2)

Intangible assets:

(a) Goodwill

0202

N/A

3.a.(2)(a)

(b) Other identifiable intangibles

0203

N/A

3.a.(2)(b)

b. Nonequity investments in and receivables due from subsidiary holding companies and

associated holding companies:

(1)

Loans, advances, notes, bonds, and debentures

0204

N/A

3.b.(1)

(2)

Other receivables

0205

N/A

3.b.(2)

BHPA

4. TOTAL (sum of items 1 through 3) (must equal Schedule PC, item 5)

0365

80,664,261

4.

03/2013

FR Y-9LP

Page 8 of 10

Schedule PC-B-Memoranda

Dollar Amounts in Thousands

BHCP

Amount

1.

Amount of assets scheduled to mature within one year

(including contractual payments to be repaid within one year)

0543

11,019,995

1.

2.

Amount of borrowings included in Schedule PC, items 16 and 18 that is scheduled to mature within

one year (exclude short-term debt)

3409

1,000,000

2.

3.

Amount of liabilities (other than borrowings) scheduled to mature within one year

(including any contractual payments to be repaid within one year)

3609

1,299,883

3.

4.

Amount of borrowings from unaffiliated parties guaranteed by the parent with respect to the

following subsidiaries:

a. Bank

0540

0

4.a.

b. Nonbank

0541

0

4.b.

c. Related holding companies

0542

0

4.c.

5.

Borrowing by the parent from subsidiaries and associated companies

(included in Schedule PC, item 18):

a. Bank

0467

0

5.a.

b. Nonbank

1274

0

5.b.

c. Related holding companies

0539

0

5.c.

6.

Long-term debt that reprices within one year

3298

0

6.

7.

Loans and lease financing receivables of the parent:

a. Past due 90 days or more and still accruing

1407

0

7.a.

b. Nonaccrual status

1403

0

7.b.

8.

Loans of the parent restructured in troubled debt restructurings that are in compliance with their

modified terms

K297

0

8.

9.

Not applicable.

10.

Pledged securities (1)

0416

10,759

10.

11.

a. Fair value of securities classified as available-for-sale in Schedule PC, items 2.a through 2.c

8516

651,592

11.a.

b. Amortized cost of securities classified as held-to-maturity in Schedule PC, items 2.a through 2.c

8517

0

11.b.

c. Fair value of equity securities with readily determinable fair values not held for trading in

Schedule PC, items 2.a through 2.c (2)

JA22

0

11.c.

12.

Balances held by subsidiary banks of the holding company due from:

a. Other bank subsidiaries of the holding company

6792

0

12.a.

b. Nonbank subsidiaries of the holding company

6793

7,085,330

12.b.

13.

Balances held by subsidiary banks of the holding company due to:

a. Other bank subsidiaries of the holding company

6794

0

13.a.

b. Nonbank subsidiaries of the holding company

6795

28,533,094

13.b.

14.

Holding company (parent company only) borrowings not held by financial institutions or by insiders

(including directors) and their interests

3152

35,713,342

14.

15.

(To be completed only by the top-tier holding company for its consolidated nonbank and thrift

subsidiaries.) (3)

a. Total combined nonbank assets of nonbank subsidiaries

4778

14,068,626

15.a.

b. Total combined loans and leases of nonbank subsidiaries

C427

0

15.b.

c. Total aggregate operating revenue of nonbank subsidiaries

C428

348,307

15.c.

d. Combined thrift assets included in 15.a

(to be completed only by a bank holding company)

2792

0

15.d.

e. Combined foreign nonbank subsidiary assets included in 15.a

2793

1,594

15.e.

Number (Unrounded)

f. Number of nonbank subsidiaries included in 15.a

2794

19

15.f.

g. Number of thrift subsidiaries included in 15.d

(to be completed only by a bank holding company)

2796

0

15.g.

h. Number of foreign nonbank subsidiaries included in 15.e

2831

4

15.h.

  1. Includes held-to-maturity securities at amortized cost, available-for-sale debt securities at fair value, and equity securities with readily determinable fair values not held for trading (reported in Schedule PC, item 2.c) at fair value.
  2. Item 11.c is to be completed by all holding companies. See the instructions for this item and the FR Y-9C Glossary entry for "Securities Activities" for further detail on accounting for investments in equity securities.
  3. A savings and loan holding company should not include its consolidated savings association in items 15(a) through 15(h). See the instructions for more details.

12/2020

FR Y-9LP

Page 9 of 10

Schedule PC-B-Memoranda-Continued

Dollar Amounts in Thousands

BHCP

Amount

16.

Notes payable to special-purpose subsidiaries that issued trust preferred securities

(included in Schedule PC, item 18.b and item 5.b above)

C255

0

16.

17.

Total nonbank assets of a holding company (to be completed only by top-tier holding companies

that are subject to the Federal Reserve Board's capital plan rule (12 CFR 225.8) and top-tier

savings and loan holding companies with $100 billion or more in total consolidated assets) (1)

HK02

13,530,905

17.

1. Excludes savings and loan holding companies that substantially engaged in insurance underwriting or commercial activities.

06/2020

Notes to the Parent Company Only Financial Statements

FR Y-9LP Page 10 of 10

Enter in the lines provided below any additional information on specific line items on the financial statements that the holding company wishes to explain, that has been separately disclosed in the holding company's quarterly reports to its shareholders, in its press releases, or on its quarterly reports to the Securities and Exchange Commission (SEC).

Each additional piece of information disclosed should include the appropriate reference to schedule and item number, as well as a description of the additional information and the dollar amount (in thousands of dollars) associated with that disclosure.

Example

A parent holding company has guaranteed a new loan for its leveraged Employee Stock Ownership Plan (ESOP) for $500 thousand and that amount has increased the parent company's long-term unsecured debt by a material amount. Enter on the line item below the following information:

BHCP Amount

TEXT

0000 Sch. PC, item 14, New loan to holding company's ESOP guaranteed by holding company parent 0000 500

Notes to the Financial Statements

TEXT

Dollar Amounts in Thousands BHCP

Amount

1.

5485

5485

0

1.

2.

5486

5486

0

2.

3.

5487

5487

0

3.

4.

5488

5488

0

4.

5.

5489

5489

0

5.

03/2018

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U.S. Bancorp published this content on 08 May 2024 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 08 May 2024 13:52:05 UTC.