---
schema_version: "secwatch.filing_event.v1"
accession: "0001193125-22-296642"
form_type: "8-K"
ticker: "USB"
cik: "0000036104"
company_name: "US BANCORP DE"
filed_at: "2022-12-01T23:59:59+00:00"
generated_at: "2026-06-21T11:15:16.772255+00:00"
event_type: "m_and_a"
sentiment: "positive"
materiality_score: 0.9
calibrated_materiality_score: 0.9
confidence: "high"
source: SEC EDGAR
---

# U.S. Bancorp completes $5.5B cash + stock acquisition of Union Bank from MUFG

## Summary
- Purchase price: $5.5B cash plus 44.4M USB shares, based on Union Bank tangible book value of $6.25B.
- Excess capital of $3.5B above target to be paid to MUFG within 5 years per purchase agreement.
- Systems integration and account conversion expected in H1 2023; $100B community benefits plan begins after.
- Issued 44.4M new shares as Stock Consideration; total shares outstanding ~1.53B after close.

## SEC filing metadata
- accession: 0001193125-22-296642
- form_type: 8-K
- ticker: USB
- cik: 0000036104
- company_name: US BANCORP DE
- filed_at: 2022-12-01T23:59:59+00:00
- event_type: m_and_a
- sentiment: positive
- materiality_score: 0.9
- calibrated_materiality_score: 0.9
- confidence: high
- sec_items: 1.01, 2.01, 3.02, 8.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/36104/000119312522296642/0001193125-22-296642-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/36104/000119312522296642/d766593d8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001193125-22-296642
- JSON: https://secwatch.observer/filing/0001193125-22-296642.json
- Plain text: https://secwatch.observer/filing/0001193125-22-296642.txt

## Key facts
- M&A Transactions
  US BANCORP DE completed an acquisition involving Mitsubishi UFJ Financial Group, Inc. for $5.5 billion in cash, subject to certain customary adjustments, and 44,374,155 shares of common stock of the Company (closed 2022-12-01).
  - Action: acquisition
  - Counterparty: Mitsubishi UFJ Financial Group, Inc.
  - Consideration: $5.5 billion in cash, subject to certain customary adjustments, and 44,374,155 shares of common stock of the Company
  - Closing: 2022-12-01
  source text: Pursuant to the terms of the previously announced Share Purchase Agreement, dated as of September 21, 2021 (as amended by Amendment No. 1 to the Share Purchase Agreement, dated as of May 10, 2022, the “Purchase Agreement”) among the Company, Mitsubishi UFJ Financial Group, Inc. (“Seller Holdco”) and MUFG Americas Holdings Corporation, a wholly owned subsidiary of Seller Holdco (“Seller” and together with Seller Holdco, “Sellers”), the Company purchased from the Seller (the “Acquisition”) all the issued and outstanding shares of common stock of MUFG Union Bank, N.A., a national banking association (“Union Bank”), for a purchase price consisting of $5.5 billion in cash, subject to certain customary adjustments, and 44,374,155 shares of common stock of the Company (the “Stock Consideration”).
  evidence_url: https://www.sec.gov/Archives/edgar/data/36104/000119312522296642/0001193125-22-296642-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.