US Bank 2003 Annual Report Download - page 116

examination by the FDIC. In practice, the primary federal freestanding operations centers in St. Paul, Portland,
regulator makes regular examinations of each subsidiary Milwaukee and Denver. The Company owns six principal
bank subject to its regulatory review or participates in joint operations centers in Cincinnati, St. Louis, Fargo,
examinations with other federal regulators. Areas subject to Milwaukee and St. Paul. At December 31, 2003, the
regulation by federal authorities include the allowance for Company’s subsidiaries owned and operated a total of
credit losses, investments, loans, mergers, issuance of 1,449 facilities and leased an additional 1,361 facilities, all
securities, payment of dividends, establishment of branches of which are well maintained. The Company believes its
and other aspects of operations. current facilities are adequate to meet its needs. Additional
information with respect to premises and equipment is
Properties U.S. Bancorp and its significant subsidiaries presented in Notes 10 and 23 of the Notes to Consolidated
occupy headquarter offices under a long-term lease in Financial Statements.
Minneapolis, Minnesota. The Company also leases eight
Equity Compensation Plan Information The following table summarizes information regarding equity compensation plans in
effect as of December 31, 2003.
Number of securities remaining
Number of securities to be issued Weighted-average exercise available for future issuance under
upon exercise of outstanding options, price of outstanding options, equity compensation plans (excluding
Plan Category warrants and rights warrants and rights securities reflected in the first column) (a)
Equity compensation plans approved by
security holders (b) **************** 91,603,009 $20.63 41,825,251
Equity compensation plans not
approved by security holders (c) ***** 12,259,923 $22.45 —
Total************************** 103,862,932 $20.72 41,825,251
(a) No shares are available for the granting of future awards under the U.S. Bancorp 1998 Executive Stock Incentive Plan or the U.S. Bancorp 1991 Executive Stock Incentive plan.
The 41,825,251 shares available under the U.S. Bancorp 2001 Stock Incentive Plan may become the subject of future awards in the form of stock options, stock appreciation
rights, restricted stock, restricted stock units, performance awards or other stock-based awards, except that only 8,772,531 of these shares are available for future grants of awards
other than stock options or stock appreciation rights.
(b) Includes shares underlying stock options and restricted stock units (convertible into shares of the Company’s common stock on a one-for-one basis) under the U.S. Bancorp 2001
Stock Incentive Plan, the U.S. Bancorp 1998 Executive Stock Incentive Plan and the U.S. Bancorp 1991 Executive Stock Incentive Plan. Excludes 62,277,981 shares underlying
outstanding stock options and warrants assumed by U.S. Bancorp in connection with acquisitions by U.S. Bancorp. Of the excluded shares, 54,776,567 underlie stock options
granted under equity compensation plans of the former U.S. Bancorp that were approved by the shareholders of the former U.S. Bancorp.
(c) All of the identified shares underlie stock options granted to a broad-based employee population pursuant to the U.S. Bancorp 2001 Employee Stock Incentive plan, the Firstar
Corporation 1999 Employee Stock Incentive Plan, the Firstar Corporation 1998 Employee Stock Incentive Plan and the Star Banc Corporation 1996 Starshare Stock Incentive Plan
for Employees.
Under the U.S. Bancorp 2001 Employee Stock Incentive plan, stock options were granted to each full-time or part-
Plan (‘‘2001 Plan’’), 11,678,800 shares are authorized for time employee actively employed by Firstar Corporation on
issuance pursuant to the grant of nonqualified stock options the grant date, other than managers who participated in an
to any full-time or part-time employee actively employed by executive stock incentive plan.
U.S. Bancorp on the grant date, other than individuals As of December 31, 2003, options to purchase an
eligible to participate in any of the Company’s executive aggregate of 411,689 shares of the Company’s common
stock incentive plans or in U.S. Bancorp Piper Jaffray Inc.’s stock were outstanding under the Star Banc Corporation
annual option plan. As of December 31, 2003, options to 1996 Starshare Stock Incentive Plan for Employees (‘‘1996
purchase an aggregate of 6,238,529 shares were outstanding Plan’’). Under the plan, stock options were granted to each
under the plan. All options under the plan were granted on employee of Star Banc Corporation, a predecessor company,
February 27, 2001. other than managers who participated in an executive stock
As of December 31, 2003, options to purchase an incentive plan.
aggregate of 2,331,475 shares of the Company’s common No further options will be granted under any of these
stock were outstanding under the Firstar Corporation 1999 plans. Under all of the plans, the exercise price of the
Employee Stock Incentive Plan (‘‘1999 Plan’’). Under this options equals the fair market value of the underlying
plan, stock options were granted to each full-time or part- common stock on the grant date. All options granted under
time employee actively employed by Firstar Corporation on the plan have a term of 10 years from the grant date and
the grant date, other than managers who participated in an become exercisable over a period of time set forth in the
executive stock incentive plan. plan or determined by the committee administering the
As of December 31, 2003, options to purchase an plan. Options granted under the plan are nontransferable
aggregate of 3,278,230 shares of the Company’s common and, during the optionee’s lifetime, are exercisable only by
stock were outstanding under the Firstar Corporation 1998 the optionee.
Employee Stock Incentive Plan (‘‘1998 Plan’’). Under this
114 U.S. Bancorp