Form 8-K - Current report

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of report (Date of earliest event reported) January 25, 2024

Valley National Bancorp

(Exact Name of Registrant as Specified in Charter)

New Jersey

1-11277

22-2477875

(State or Other Jurisdiction

of Incorporation)

(Commission File Number)

(I.R.S. Employer

Identification Number)

One Penn Plaza,

New York,

New York

10119

(Address of Principal Executive Offices)

(Zip Code)

Registrant’s telephone number, including area code (973)305-8800

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):


☐			Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)


☐			Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)


☐			Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))


☐			Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbols	Name of exchange on which registered
Common Stock, no par value	VLY	The Nasdaq Stock Market LLC
Non-Cumulative Perpetual Preferred Stock, Series A, no par value	VLYPP	The Nasdaq Stock Market LLC
Non-Cumulative Perpetual Preferred Stock, Series B, no par value	VLYPO	The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933(§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐


Item 2.02			Results of Operations and Financial Condition.

On January 25, 2024, Valley National Bancorp (“Valley”) issued a press release announcing fourth quarter 2023 results of operations. A copy of the press release is furnished herewith as Exhibit 99.1.

The information in this Item 2.02, including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be incorporated by reference into a filing under the Securities Act of 1933, as amended (the “Securities Act”), except as shall be expressly set forth by specific reference in such a filing.


Item 7.01			Regulation FD Disclosure.

Valley is furnishing presentation materials attached hereto as Exhibit 99.2 pursuant to Item 7.01 of Form 8-K. Valley is not undertaking to update these presentation materials. The information in this Item 7.01, including Exhibit 99.2, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that section, nor shall it be incorporated by reference into a filing under the Securities Act, except as shall be expressly set forth by specific reference in such a filing. This report will not be deemed an admission as to the materiality of any information herein (including Exhibit 99.2).


Item 9.01						Financial Statements and Exhibits.
(d)						Exhibits.
Exhibit No.						Description
99.1						Press Release of Valley National Bancor p dated January 25, 2024 , announcing fou rth quarter 2023 financial results .
99.2						Valley National Bancorp p resentation materials used in connection with fourth quarter 202 3 conference.
104						Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


Dated: January 25, 2024	VALLEY NATIONAL BANCORP
	By:	/s/ Michael D. Hagedorn
		Michael D. Hagedorn
		Senior Executive Vice President and
		Chief Financial Officer (Principal Financial Officer)

Exhibit 99.1


						News Release


FOR IMMEDIATE RELEASE	Contact:	Michael D. Hagedorn
		Senior Executive Vice President and
		Chief Financial Officer
		973-872-4885

VALLEY NATIONAL BANCORP REPORTS FOURTH QUARTER 2023 RESULTS

New York, NY – January 25, 2024 -- Valley National Bancorp (NASDAQ:VLY), the holding company for Valley National Bank, today reported net income for the fourth quarter 2023 of $71.6 million, or $0.13 per diluted common share, as compared to the fourth quarter 2022 net income of $177.6 million, or $0.34 per diluted common share, and net income of $141.3 million, or $0.27 per diluted common share, for the third quarter 2023. Excluding all non-core items, our adjusted net income (a non-GAAP measure) was $116.3 million, or $0.22 per diluted common share, for the fourth quarter 2023, $182.9 million, or $0.35 per diluted common share, for the fourth quarter 2022, and $136.4 million, or $0.26 per diluted common share, for the third quarter 2023. See further details below, including a reconciliation of our adjusted net income in the "Consolidated Financial Highlights" tables.

Key Financial Highlights for the Fourth Quarter 2023:

•Loan Portfolio: Loan growth in most categories remained at modest levels during the fourth quarter 2023 due to the ongoing impact of elevated market interest rates and other factors. Total loans increased $112.8 million, or 1.0 percent on an annualized basis, to $50.2 billion at December 31, 2023 from September 30, 2023, mainly as a result of well-controlled organic loan growth in the commercial real estate and consumer loan categories. Annualized loan growth totaled 7.0 percent for the year ended December 31, 2023. See the "Loans" section below for more details.

•Allowance and Provision for Credit Losses for Loans: The allowance for credit losses for loans totaled $465.6 million and $462.3 million at December 31, 2023 and September 30, 2023, respectively, representing 0.93 percent and 0.92 percent of total loans at each respective date. During the fourth quarter 2023, the provision for credit losses for loans was $20.7 million as compared to $9.1 million and $7.3 million for the third quarter 2023 and fourth quarter 2022, respectively. See the "Credit Quality" section below for more details.

•Credit Quality: Net loan charge-offs totaled $17.5 million for the fourth quarter 2023 as compared to $5.5 million and $22.4 million for the third quarter 2023 and fourth quarter 2022, respectively. The loan charge-offs in the fourth quarter 2023 were primarily due to partial charge-offs of certain non-performing loan relationships in the commercial loan categories. Total accruing past due loans increased $12.1 million to $91.6 million, or 0.18 percent of total loans, at December 31, 2023 as compared to $79.5 million, or 0.16 percent of total loans, at September 30, 2023. Non-accrual loans represented 0.58 percent and 0.52 percent of total loans at December 31, 2023 and September 30, 2023, respectively. See the "Credit Quality" section below for more details.

•Deposits: Total deposits decreased $642.5 million to $49.2 billion at December 31, 2023 as compared to $49.9 billion at September 30, 2023. During the fourth quarter 2023, a $2.4 billion

Valley National Bancorp (NASDAQ: VLY)

Fourth Quarter 2023 Earnings

January 25, 2024

reduction in indirect customer time deposits was partially offset by $1.7 billion of direct customer deposit inflows across the franchise. See the "Deposits" section below for more details.

•Net Interest Income and Margin: Net interest income on a tax equivalent basis of $398.6 million for the fourth quarter 2023 decreased $15.1 million and $68.7 million as compared to the third quarter 2023 and fourth quarter 2022, respectively. Our net interest margin on a tax equivalent basis decreased by 9 basis points to 2.82 percent in the fourth quarter 2023 as compared to 2.91 percent for the third quarter 2023. The decline in both net interest income and margin as compared to the linked third quarter reflects the ongoing repricing of our interest bearing deposits, net of a 7 basis point increase in the yield of average interest earnings assets for the fourth quarter 2023. See the "Net Interest Income and Margin" section below for more details.

•Non-Interest Income: Non-interest income decreased $6.0 million to $52.7 million for the fourth quarter 2023 as compared to the third quarter 2023 mainly due to a $6.8 million decrease in net gains on sales of assets (primarily caused by the net gain on sale of non-branch offices during the third quarter 2023).

•Non-Interest Expense: Non-interest expense increased $73.3 million to $340.4 million for the fourth quarter 2023 as compared to the third quarter 2023 largely due to non-core charges of $50.3 million and $10.0 million related to the FDIC special assessment and the termination of certain technology contracts, respectively, during the fourth quarter 2023. Professional and legal fees increased $8.1 million as compared to the third quarter 2023 due, in part, to elevated consulting expenses related to our new core banking system implemented in early October 2023, as well as additional non-core legal reserves and settlement charges totaling a combined $3.5 million during the fourth quarter 2023.

•Income Tax Expense: Our effective tax rate was 19.6 percent for the fourth quarter 2023 as compared to 27.5 percent for the third quarter 2023. The decrease was mostly due to an increase in tax credits caused by additional tax credit investments during the fourth quarter 2023.

•Efficiency Ratio: Our efficiency ratio was 60.70 percent for the fourth quarter 2023 as compared to 56.72 percent and 49.30 percent for the third quarter 2023 and fourth quarter 2022, respectively. See the "Consolidated Financial Highlights" tables below for additional information regarding our non-GAAP measures.

•Performance Ratios: Annualized return on average assets (ROA), shareholders’ equity (ROE), and tangible ROE were 0.47 percent, 4.31 percent, and 6.21 percent for the fourth quarter 2023, respectively. Annualized ROA, ROE, and tangible ROE, adjusted for non-core items, were 0.76 percent, 7.01 percent, and 10.10 percent for the fourth quarter 2023, respectively. See the "Consolidated Financial Highlights" tables below for additional information regarding our non-GAAP measures.

Valley National Bancorp (NASDAQ: VLY)

Fourth Quarter 2023 Earnings

January 25, 2024

In January 2024, we entered an agreement to sell our commercial premium finance lending business and a significant portion of its outstanding loan portfolio. This line of business represented $274.7 million, or 0.55 percent of our total loans outstanding at December 31, 2023. Actual loans to be sold as part of this transaction will be identified shortly before the close date. Loans retained from this line of business are expected to mostly run-off at their normal maturity dates over the next 12 months. The pending transaction is expected to close during the first quarter 2024 and is not anticipated to be material to our operations or financial statements.

Ira Robbins, CEO, commented, "The year of 2023 presented significant challenges for most of the banking industry and Valley. That said, I am pleased with our ability to respond to the challenges early in the year, and find opportunities to enhance our funding and capital position as the year progressed. This, along with our asset quality, is a testament to our dedicated associates and diversified business model."

Mr. Robbins continued, "As we look forward to 2024, we will continue our efforts to build the value of our franchise with a focus on our key strategic priorities, including further diversifying our loan portfolio, enhancing our core funding base, and lastly improving our non-interest income sources. We believe that these initiatives, and a continued emphasis on providing premier relationship banking services, will further differentiate Valley as a leading regional bank."

Net Interest Income and Margin

Net interest income on a tax equivalent basis totaling $398.6 million for the fourth quarter 2023 decreased $15.1 million and $68.7 million as compared to the third quarter 2023 and fourth quarter 2022, respectively. The decrease as compared to the third quarter 2023 was mainly due to increased interest rates on most interest bearing deposit products, partially offset by higher loan yields and a decline in average time deposit balances. As a result of the higher cost of deposits, total interest expense increased $20.3 million to $420.9 million for the fourth quarter 2023 as compared to the third quarter 2023. Interest income on a tax equivalent basis increased $5.2 million to $819.5 million for the fourth quarter 2023 as compared to the third quarter 2023. The increase in the fourth quarter 2023 was mostly due to higher yields on both new originations and adjustable rate loans in our portfolio, as well as higher yields on investments, partially offset by a decline in average interest bearing deposits with banks as overnight excess cash liquidity was reduced as compared to the third quarter 2023.

Net interest margin on a tax equivalent basis of 2.82 percent for the fourth quarter 2023 decreased 9 basis points and 75 basis points from 2.91 percent and 3.57 percent, respectively, for the third quarter 2023 and fourth quarter 2022. The decrease as compared to the third quarter 2023 was largely driven by higher interest rates on interest bearing deposits, partially offset by an increase in the yield on average interest earning assets. Our cost of total average deposits was 3.13 percent for the fourth quarter 2023 as compared to 2.94 percent for the third quarter 2023. The overall cost of average interest-bearing liabilities increased by 21 basis points to 4.13 percent for the fourth quarter 2023 as compared to the linked third quarter 2023 primarily driven by the continued rise in market interest rates on deposits. The yield on average interest earning assets increased by 7 basis points to 5.80 basis points on a linked quarter basis largely due to the increased yield of the loan portfolio. The yield on average loans increased to 6.10 percent for the fourth quarter 2023 from 6.03 percent for the third quarter 2023 mostly due to the higher level of market interest rates on new originations and adjustable rate loans.

Valley National Bancorp (NASDAQ: VLY)

Fourth Quarter 2023 Earnings

January 25, 2024

Loans, Deposits and Other Borrowings

Loans. Total loans modestly increased to approximately $112.8 million to $50.2 billion at December 31, 2023 from September 30, 2023 mainly due to well-controlled organic loan growth in the commercial real estate and consumer loan categories. Total commercial real estate (including construction) loans increased $95.7 million or 1.2 percent on an annualized basis during the fourth quarter 2023. Automobile loans increased by $34.4 million, or 8.7 percent on an annualized basis during the fourth quarter 2023 partly due to an uptick in demand for commercial vehicle financing. At December 31, 2023, the residential mortgage loan portfolio totaled $5.6 billion and remained relatively unchanged as compared to September 30, 2023. During the fourth quarter 2023, we sold $49.9 million of residential mortgage loans originated for sale as compared to $80.8 million in the third quarter 2023.

Deposits. Total deposits decreased $642.5 million to approximately $49.2 billion at December 31, 2023 from September 30, 2023 mainly due to a decline of $1.9 billion in time deposits, partially offset by a $1.4 billion increase in savings, NOW and money market deposits. The decrease in time deposits was largely due to maturities of indirect customer time deposits, which were partially offset by the origination of new direct time deposits. The increase in savings, NOW and money market deposits was mostly broad-based, reflecting strong customer inflows from both our physical branch and online delivery channels, as well as our niche deposit businesses. Non-interest bearing balances remained relatively stable as compared to September 30, 2023, as outflows slowed significantly during the fourth quarter 2023. Non-interest bearing deposits; savings, NOW, and money market deposits; and time deposits represented approximately 23 percent, 50 percent and 27 percent of total deposits as of December 31, 2023, respectively, as compared to 24 percent, 46 percent and 30 percent of total deposits as of September 30, 2023, respectively.

Other Borrowings. Short-term borrowings increased $828.0 million to approximately $917.8 million at December 31, 2023 as compared to September 30, 2023 mainly due to greater utilization of FHLB advances as part of our liquidity management strategies as of December 31, 2023 and a corresponding decline in indirect customer time deposits (see the "Deposits" section above). Long-term borrowings totaled $2.3 billion at December 31, 2023 and remained relatively unchanged as compared to September 30, 2023.

Credit Quality

Non-Performing Assets (NPAs). Total NPAs, consisting of non-accrual loans, other real estate owned (OREO) and other repossessed assets increased $33.1 million to $293.4 million at December 31, 2023 compared to $260.3 million at September 30, 2023 largely due to higher non-accrual loan balances within commercial loans categories. Non-accrual commercial real estate and commercial and industrial loans increased $16.4 million and $12.3 million, respectively, as compared to September 30, 2023. These increases were mostly driven by a few new non-performing loan relationships, partially offset by full repayments of two non-accrual commercial real estate loans totaling $12.7 million during the fourth quarter 2023. Non-accrual loans represented 0.58 percent of total loans at December 31, 2023 as compared to 0.52 percent of total loans at September 30, 2023. Within non-accrual commercial real estate loans at December 31, 2023, one loan totaling $9.1 million, net of partial charge-offs of $1.5 million during the fourth quarter 2023, was paid off in early January 2024.

Valley National Bancorp (NASDAQ: VLY)

Fourth Quarter 2023 Earnings

January 25, 2024

Accruing Past Due Loans. Total accruing past due loans (i.e., loans past due 30 days or more and still accruing interest) increased $12.1 million to $91.6 million, or 0.18 percent of total loans, at December 31, 2023 as compared to $79.5 million, or 0.16 percent of total loans, at September 30, 2023. Loans 30 to 59 days past due increased $11.8 million to $59.2 million at December 31, 2023 as compared to September 30, 2023 largely due to higher residential mortgage delinquencies, partially offset by declines in commercial real estate and commercial and industrial loans within this early stage delinquency category. Loans 90 days or more past due totaled $13.1 million at December 31, 2023 as compared to $12.4 million at September 30, 2023. All loans 90 days or more past due and still accruing interest are well-secured and in the process of collection.

Allowance for Credit Losses for Loans and Unfunded Commitments. The following table summarizes the allocation of the allowance for credit losses to loan categories and the allocation as a percentage of each loan category at December 31, 2023, September 30, 2023, and December 31, 2022:


		December 31, 2023				September 30, 2023				December 31, 2022
				Allocation				Allocation				Allocation
				as a % of				as a % of				as a % of
		Allowance		Loan		Allowance		Loan		Allowance		Loan
		Allocation		Category		Allocation		Category		Allocation		Category
		($ in thousands)
Loan Category:
Commercial and industrial loans		$	133,359	1.44	%	$	133,988	1.44	%	$	139,941	1.59	%
Commercial real estate loans:
	Commercial real estate	194,820		0.69		191,562		0.68		200,421		0.78
	Construction	54,778		1.47		53,485		1.40		58,987		1.59
Total commercial real estate loans		249,598		0.78		245,047		0.77		259,408		0.88
Residential mortgage loans		42,957		0.77		44,621		0.80		39,020		0.73
Consumer loans:
	Home equity	3,429		0.61		3,689		0.67		4,333		0.86
	Auto and other consumer	16,737		0.58		14,830		0.52		15,953		0.57
Total consumer loans		20,166		0.59		18,519		0.55		20,286		0.61
Allowance for loan losses		446,080		0.89		442,175		0.88		458,655		0.98
Allowance for unfunded credit commitments		19,470				20,170				24,600
Total allowance for credit losses for loans		$	465,550			$	462,345			$	483,255
Allowance for credit losses for
loans as a % loans				0.93	%			0.92	%			1.03	%

Our loan portfolio, totaling $50.2 billion at December 31, 2023, had net loan charge-offs totaling $17.5 million for the fourth quarter 2023 as compared to $5.5 million and $22.4 million for the third quarter 2023 and the fourth quarter 2022, respectively. Gross charge-offs totaled $22.6 million for the fourth quarter 2023 and largely consisted of partial loan charge-offs in the commercial loan categories, including approximately $4.7 million of gross loan charge-offs related to our premium finance lending business expected to be sold during the first quarter 2024.

Valley National Bancorp (NASDAQ: VLY)

Fourth Quarter 2023 Earnings

January 25, 2024

The allowance for credit losses for loans, comprised of our allowance for loan losses and unfunded credit commitments, as a percentage of total loans was 0.93 percent at December 31, 2023, 0.92 percent at September 30, 2023 and 1.03 percent at December 31, 2022. During the fourth quarter 2023, the provision for credit losses for loans totaled $20.7 million as compared to $9.1 million for the third quarter 2023 and $7.3 million for the fourth quarter 2022. The provision for credit losses for the fourth quarter 2023 reflects, among other factors, an increase in quantitative reserves largely related to classified loans within the commercial portfolios and higher specific reserves associated with collateral dependent loans, partially offset by lower qualitative and economic forecast reserves at December 31, 2023.

Capital Adequacy

Valley's regulatory capital ratios continue to reflect its well-capitalized position. Valley's total risk-based capital, Tier 1 capital, common equity Tier 1 capital, and Tier 1 leverage capital ratios were 11.76 percent, 9.72 percent, 9.29 percent, and 8.16 percent, respectively, at December 31, 2023.

Investor Conference Call

Valley will host a conference call with investors and the financial community at 11:00 A.M. Eastern Standard Time, today to discuss the fourth quarter 2023 earnings and related matters. Interested parties should pre-register using this link: https://register.vevent.com/register to receive the dial-in number and a personal PIN, which are required to access the conference call. The teleconference will also be webcast live: https://edge.media-server.com/ and archived on Valley’s website through February 29, 2024.

About Valley

As the principal subsidiary of Valley National Bancorp, Valley National Bank is a regional bank with approximately $61 billion in assets. Valley is committed to giving people and businesses the power to succeed. Valley operates many convenient branch locations and commercial banking offices across New Jersey, New York, Florida, Alabama, California, and Illinois, and is committed to providing the most convenient service, the latest innovations and an experienced and knowledgeable team dedicated to meeting customer needs. Helping communities grow and prosper is the heart of Valley’s corporate citizenship philosophy. To learn more about Valley, go to www.valley.com or call our Customer Care Center at 800-522-4100.

Forward Looking Statements

The foregoing contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements are not historical facts and include expressions about management’s confidence and strategies and management’s expectations about our business, new and existing programs and products, acquisitions, relationships, opportunities, taxation, technology, market conditions and economic expectations. These statements may be identified by such forward-looking terminology as “intend,” “should,” “expect,” “believe,” “view,” “opportunity,” “allow,” “continues,” “reflects,” “typically,” “usually,” “anticipate,” “may,” “estimate,” “outlook,” “project” or similar statements or variations of such terms. Such forward-looking statements involve certain risks and uncertainties. Actual results may differ materially from such forward-looking statements. Factors that

Valley National Bancorp (NASDAQ: VLY)

Fourth Quarter 2023 Earnings

January 25, 2024

may cause actual results to differ materially from those contemplated by such forward-looking statements include, but are not limited to:

•the impact of monetary and fiscal policies of the federal government and its agencies, including in response to higher inflation, which could have a material adverse effect on our clients, as well as our business, our employees, and our ability to provide services to our customers;

•the impact of a potential U.S. Government shutdown, default by the U.S. government on its debt obligations, or related credit-rating downgrades, on economic activity in the markets in which we operate and, in general, on levels of end market demand in the economy;

•the impact of unfavorable macroeconomic conditions or downturns, instability or volatility in financial markets, unanticipated loan delinquencies, loss of collateral, decreased service revenues, increased business disruptions or failures, reductions in employment, and other potential negative effects on our business, employees or clients caused by factors outside of our control, such as geopolitical instabilities or events (including the Israel-Hamas war); natural and other disasters (including severe weather events); health emergencies; acts of terrorism or other external events;

•risks associated with our acquisition of Bank Leumi Le-Israel Corporation (Bank Leumi USA), including (i) the inability to realize expected cost savings and synergies from the acquisition in the amounts or timeframe anticipated and (ii) greater than expected costs or difficulties relating to integration as part of Valley's new core banking system implemented in the fourth quarter 2023;

•the impact of potential instability within the U.S. financial sector in the aftermath of the banking failures in 2023, including the possibility of a run on deposits by a coordinated deposit base, and the impact of the actual or perceived soundness, or concerns about the creditworthiness of other financial institutions, including any resulting disruption within the financial markets, increased expenses, including FDIC insurance premiums, or adverse impact on our stock price, deposits or our ability to borrow or raise capital;

•the impact of negative public opinion regarding Valley or banks in general that damages our reputation and adversely impacts business and revenues;

•the loss of or decrease in lower-cost funding sources within our deposit base;

•damage verdicts or settlements or restrictions related to existing or potential class action litigation or individual litigation arising from claims of violations of laws or regulations, contractual claims, breach of fiduciary responsibility, negligence, fraud, environmental laws, patent, trademark or other intellectual property infringement, misappropriation or other violation, employment related claims, and other matters;

•a prolonged downturn in the economy, as well as an unexpected decline in commercial real estate values collateralizing a significant portion of our loan portfolio;

•higher or lower than expected income tax expense or tax rates, including increases or decreases resulting from changes in uncertain tax position liabilities, tax laws, regulations and case law;

•the inability to grow customer deposits to keep pace with loan growth;

•a material change in our allowance for credit losses under CECL due to forecasted economic conditions and/or unexpected credit deterioration in our loan and investment portfolios;

•the need to supplement debt or equity capital to maintain or exceed internal capital thresholds;

Valley National Bancorp (NASDAQ: VLY)

Fourth Quarter 2023 Earnings

January 25, 2024

•greater than expected technology related costs due to, among other factors, prolonged or failed implementations, additional project staffing and obsolescence caused by continuous and rapid market innovations;

•cyberattacks, ransomware attacks, computer viruses, malware or other cybersecurity incidents that may breach the security of our websites or other systems or networks to obtain unauthorized access to personal, confidential, proprietary or sensitive information, destroy data, disable or degrade service, or sabotage our systems or networks;

•results of examinations by the Office of the Comptroller of the Currency (OCC), the Federal Reserve Bank, the Consumer Financial Protection Bureau (CFPB) and other regulatory authorities, including the possibility that any such regulatory authority may, among other things, require us to increase our allowance for credit losses, write-down assets, reimburse customers, change the way we do business, or limit or eliminate certain other banking activities;

•our inability or determination not to pay dividends at current levels, or at all, because of inadequate earnings, regulatory restrictions or limitations, changes in our capital requirements or a decision to increase capital by retaining more earnings;

•unanticipated loan delinquencies, loss of collateral, decreased service revenues, and other potential negative effects on our business caused by severe weather, pandemics or other public health crises, acts of terrorism or other external events; and

•unexpected significant declines in the loan portfolio due to the lack of economic expansion, increased competition, large prepayments, changes in regulatory lending guidance or other factors.

A detailed discussion of factors that could affect our results is included in our SEC filings, including the “Risk Factors” section of our Annual Report on Form 10-K for the year ended December 31, 2022 and in Item 1A of our Quarterly Report on Form 10-Q for the quarter ended September 30, 2023.

The financial results and disclosures reported in this release are preliminary. Final 2023 financial results and other disclosures will be reported in our Annual Report on Form 10-K for the year ended December 31, 2023, and may differ materially from the results and disclosures in this document due to, among other things, the completion of final review procedures, the occurrence of subsequent events, or the discovery of additional information.

We undertake no duty to update any forward-looking statement to conform the statement to actual results or changes in our expectations, except as required by law. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements.

# # #

-Tables to Follow-

VALLEY NATIONAL BANCORP

CONSOLIDATED FINANCIAL HIGHLIGHTS

SELECTED FINANCIAL DATA



	Three Months Ended									Years Ended
	December 31,			September 30,			December 31,			December 31,
($ in thousands, except for share data)	2023			2023			2022			2023			2022
FINANCIAL DATA:
Net interest income - FTE (1)	$	398,581		$	413,657		$	467,233		$	1,670,973		$	1,660,468
Net interest income	397,275			412,418			465,819			1,665,478			1,655,640
Non-interest income	52,691			58,664			52,796			225,729			206,793
Total revenue	449,966			471,082			518,615			1,891,207			1,862,433
Non-interest expense	340,421			267,133			266,240			1,162,691			1,024,949
Pre-provision net revenue	109,545			203,949			252,375			728,516			837,484
Provision for credit losses	20,580			9,117			7,239			50,184			56,817
Income tax expense	17,411			53,486			67,545			179,821			211,816
Net income	71,554			141,346			177,591			498,511			568,851
Dividends on preferred stock	4,104			4,127			3,630			16,135			13,146
Net income available to common stockholders	$	67,450		$	137,219		$	173,961		$	482,376		$	555,705
Weighted average number of common shares outstanding:
Basic	507,683,229			507,650,668			506,359,704			507,532,365			485,434,918
Diluted	509,714,526			509,256,599			509,301,813			509,245,768			487,817,710
Per common share data:
Basic earnings	$	0.13		$	0.27		$	0.34		$	0.95		$	1.14
Diluted earnings	0.13			0.27			0.34			0.95			1.14
Cash dividends declared	0.11			0.11			0.11			0.44			0.44
Closing stock price - high	11.10			10.30			12.92			12.59			15.02
Closing stock price - low	7.71			7.63			10.96			6.59			10.14
FINANCIAL RATIOS:
Net interest margin	2.81		%	2.90		%	3.56		%	2.95		%	3.44		%
Net interest margin - FTE (1)	2.82			2.91			3.57			2.96			3.45
Annualized return on average assets	0.47			0.92			1.25			0.82			1.09
Annualized return on avg. shareholders' equity	4.31			8.56			11.23			7.60			9.50
NON-GAAP FINANCIAL DATA AND RATIOS: (3)
Basic earnings per share, as adjusted	$	0.22		$	0.26		$	0.35		$	1.06		$	1.31
Diluted earnings per share, as adjusted	0.22			0.26			0.35			1.06			1.31
Annualized return on average assets, as adjusted	0.76		%	0.89		%	1.29		%	0.91		%	1.25		%
Annualized return on average shareholders' equity, as adjusted	7.01			8.26			11.56			8.45			10.87
Annualized return on avg. tangible shareholders' equity	6.21		%	12.39		%	16.70		%	11.05		%	14.08		%
Annualized return on average tangible shareholders' equity, as adjusted	10.10			11.95			17.20			12.29			16.10
Efficiency ratio	60.70			56.72			49.30			56.62			50.55




AVERAGE BALANCE SHEET ITEMS:
Assets	$	61,113,553		$	61,391,688		$	56,913,215		$	61,065,897		$	52,182,310
Interest earning assets	56,469,468			56,802,565			52,405,601			56,500,528			48,067,381
Loans	50,039,429			50,019,414			46,086,363			49,351,861			41,930,353
Interest bearing liabilities	40,753,313			40,829,078			33,596,874			40,042,506			30,190,267
Deposits	49,460,571			49,848,446			46,234,857			48,491,669			42,451,465
Shareholders' equity	6,639,906			6,605,786			6,327,970			6,558,768			5,985,236

VALLEY NATIONAL BANCORP

CONSOLIDATED FINANCIAL HIGHLIGHTS



	As of
BALANCE SHEET ITEMS:	December 31,			September 30,			June 30,			March 31,			December 31,
(In thousands)	2023			2023			2023			2023			2022
Assets	$	60,934,974		$	61,183,352		$	61,703,693		$	64,309,573		$	57,462,749
Total loans	50,210,295			50,097,519			49,877,248			48,659,966			46,917,200
Deposits	49,242,829			49,885,314			49,619,815			47,590,916			47,636,914
Shareholders' equity	6,701,391			6,627,299			6,575,184			6,511,581			6,400,802

LOANS:
(In thousands)



Commercial and industrial	$	9,230,543		$	9,274,630		$	9,287,309		$	9,043,946		$	8,804,830
Commercial real estate:
Commercial real estate	28,243,239			28,041,050			27,793,072			27,051,111			25,732,033
Construction	3,726,808			3,833,269			3,815,761			3,725,967			3,700,835
Total commercial real estate	31,970,047			31,874,319			31,608,833			30,777,078			29,432,868
Residential mortgage	5,569,010			5,562,665			5,560,356			5,486,280			5,364,550
Consumer:
Home equity	559,152			548,918			535,493			516,592			503,884
Automobile	1,620,389			1,585,987			1,632,875			1,717,141			1,746,225
Other consumer	1,261,154			1,251,000			1,252,382			1,118,929			1,064,843
Total consumer loans	3,440,695			3,385,905			3,420,750			3,352,662			3,314,952
Total loans	$	50,210,295		$	50,097,519		$	49,877,248		$	48,659,966		$	46,917,200

CAPITAL RATIOS:
Book value per common share	$	12.79		$	12.64		$	12.54		$	12.41		$	12.23
Tangible book value per common share (3)	8.79			8.63			8.51			8.36			8.15
Tangible common equity to tangible assets (3)	7.58		%	7.40		%	7.24		%	6.82		%	7.45		%
Tier 1 leverage capital	8.16			8.08			7.86			7.96			8.23
Common equity tier 1 capital	9.29			9.21			9.03			9.02			9.01
Tier 1 risk-based capital	9.72			9.64			9.47			9.46			9.46
Total risk-based capital	11.76			11.68			11.52			11.58			11.63

VALLEY NATIONAL BANCORP

CONSOLIDATED FINANCIAL HIGHLIGHTS



	Three Months Ended									Years Ended
ALLOWANCE FOR CREDIT LOSSES:	December 31,			September 30,			December 31,			December 31,
($ in thousands)	2023			2023			2022			2023			2022
Allowance for credit losses for loans
Beginning balance	$	462,345		$	458,676		$	498,408		$	483,255		$	375,702
Impact of the adoption of ASU No. 2022-02	—			—			—			(1,368)			—
Allowance for purchased credit deteriorated (PCD) loans, net (2)	—			—			—			—			70,319
Beginning balance, adjusted	462,345			458,676			498,408			481,887			446,021
Loans charged-off:
Commercial and industrial	(10,616)			(7,487)			(22,106)			(48,015)			(33,250)
Commercial real estate	(8,814)			(255)			(388)			(11,134)			(4,561)
Construction	(1,906)			—			—			(11,812)			—
Residential mortgage	(25)			(20)			(1)			(194)			(28)
Total consumer	(1,274)			(1,156)			(1,544)			(4,298)			(4,057)
Total loans charged-off	(22,635)			(8,918)			(24,039)			(75,453)			(41,896)
Charged-off loans recovered:
Commercial and industrial	4,655			3,043			1,069			11,270			17,081
Commercial real estate	1			5			13			34			2,073

Residential mortgage	15			30			17			201			711
Total consumer	473			362			498			1,986			2,929
Total loans recovered	5,144			3,440			1,597			13,491			22,794
Total net charge-offs	(17,491)			(5,478)			(22,442)			(61,962)			(19,102)
Provision for credit losses for loans	20,696			9,147			7,289			45,625			56,336
Ending balance	$	465,550		$	462,345		$	483,255		$	465,550		$	483,255
Components of allowance for credit losses for loans:
Allowance for loan losses	$	446,080		$	442,175		$	458,655		$	446,080		$	458,655
Allowance for unfunded credit commitments	19,470			20,170			24,600			19,470			24,600
Allowance for credit losses for loans	$	465,550		$	462,345		$	483,255		$	465,550		$	483,255
Components of provision for credit losses for loans:
Provision for credit losses for loans	$	21,396		$	11,221		$	5,353		$	50,755		$	48,236
(Credit) provision for unfunded credit commitments	(700)			(2,074)			1,936			(5,130)			8,100
Total provision for credit losses for loans	$	20,696		$	9,147		$	7,289		$	45,625		$	56,336

Annualized ratio of total net charge-offs to average loans	0.14		%	0.04		%	0.19		%	0.13		%	0.05		%
Allowance for credit losses as a % of total loans	0.93		%	0.92		%	1.03		%	0.93		%	1.03		%

VALLEY NATIONAL BANCORP

CONSOLIDATED FINANCIAL HIGHLIGHTS


	As of
ASSET QUALITY:	December 31,			September 30,			June 30,			March 31,			December 31,
($ in thousands)	2023			2023			2023			2023			2022
Accruing past due loans:
30 to 59 days past due:
Commercial and industrial	$	9,307		$	10,687		$	6,229		$	20,716		$	11,664
Commercial real estate	3,008			8,053			3,612			13,580			6,638

Residential mortgage	26,345			13,159			15,565			12,599			16,146
Total consumer	20,554			15,509			8,431			7,845			9,087
Total 30 to 59 days past due	59,214			47,408			33,837			54,740			43,535
60 to 89 days past due:
Commercial and industrial	5,095			5,720			7,468			24,118			12,705
Commercial real estate	1,257			2,620			—			—			3,167

Residential mortgage	8,200			9,710			1,348			2,133			3,315
Total consumer	4,715			1,720			4,126			1,519			1,579
Total 60 to 89 days past due	19,267			19,770			12,942			27,770			20,766
90 or more days past due:
Commercial and industrial	5,579			6,629			6,599			8,927			18,392
Commercial real estate	—			—			2,242			—			2,292
Construction	3,990			3,990			3,990			6,450			3,990
Residential mortgage	2,488			1,348			1,165			1,668			1,866
Total consumer	1,088			391			1,006			747			47
Total 90 or more days past due	13,145			12,358			15,002			17,792			26,587
Total accruing past due loans	$	91,626		$	79,536		$	61,781		$	100,302		$	90,888
Non-accrual loans:
Commercial and industrial	$	99,912		$	87,655		$	84,449		$	78,606		$	98,881
Commercial real estate	99,739			83,338			82,712			67,938			68,316
Construction	60,851			62,788			63,043			68,649			74,230
Residential mortgage	26,986			21,614			20,819			23,483			25,160
Total consumer	4,383			3,545			3,068			3,318			3,174
Total non-accrual loans	291,871			258,940			254,091			241,994			269,761
Other real estate owned (OREO)	71			71			824			1,189			286
Other repossessed assets	1,444			1,314			1,230			1,752			1,937

Total non-performing assets	$	293,386		$	260,325		$	256,145		$	244,935		$	271,984

Total non-accrual loans as a % of loans	0.58		%	0.52		%	0.51		%	0.50		%	0.57		%
Total accruing past due and non-accrual loans as a % of loans	0.76		%	0.68		%	0.63		%	0.70		%	0.77		%
Allowance for losses on loans as a % of non-accrual loans	152.83		%	170.76		%	171.76		%	180.54		%	170.02		%

VALLEY NATIONAL BANCORP

CONSOLIDATED FINANCIAL HIGHLIGHTS

NOTES TO SELECTED FINANCIAL DATA



(1)			Net interest income and net interest margin are presented on a tax equivalent basis using a 21 percent federal tax rate. Valley believes that this presentation provides comparability of net interest income and net interest margin arising from both taxable and tax-exempt sources and is consistent with industry practice and SEC rules.
(2)			Represents the allowance for acquired PCD loans, net of PCD loan charge-offs totaling $62.4 million in the second quarter 2022.
(3)			Non-GAAP Reconciliations. This press release contains certain supplemental financial information, described in the Notes below, which has been determined by methods other than U.S. Generally Accepted Accounting Principles ("GAAP") that management uses in its analysis of Valley's performance. The Company believes that the non-GAAP financial measures provide useful supplemental information to both management and investors in understanding Valley’s underlying operational performance, business and performance trends, and may facilitate comparisons of our current and prior performance with the performance of others in the financial services industry. Management utilizes these measures for internal planning, forecasting and analysis purposes. Management believes that Valley’s presentation and discussion of this supplemental information, together with the accompanying reconciliations to the GAAP financial measures, also allows investors to view performance in a manner similar to management. These non-GAAP financial measures should not be considered in isolation or as a substitute for or superior to financial measures calculated in accordance with U.S. GAAP. These non-GAAP financial measures may also be calculated differently from similar measures disclosed by other companies.

Non-GAAP Reconciliations to GAAP Financial Measures



	Three Months Ended									Years Ended
	December 31,			September 30,			December 31,			December 31,
($ in thousands, except for share data)	2023			2023			2022			2023			2022
Adjusted net income available to common shareholders (non-GAAP):
Net income, as reported (GAAP)	$	71,554		$	141,346		$	177,591		$	498,511		$	568,851

Add: FDIC Special assessment (net of tax)(a)	36,053			—			—			36,053			—
Less: Net (gains) losses on available for sale and held to maturity securities transactions (net of tax)(b)	(629)			318			5			(288)			(69)
Add: Restructuring charge (net of tax)(c)	(386)			(484)			—			7,145			—
Add: Provision for credit losses for available for sale securities (d)	—			—			—			5,000			—
Add: Non-PCD provision for credit losses (net of tax)(e)	—			—			—			—			29,282
Add: Merger related expenses (net of tax)(f)	7,168			—			5,285			10,130			52,388
Less: Net gains on sales of office buildings (net of tax)(g)	—			(4,817)			—			(4,817)			—
Add: Litigation reserve (net of tax)(h)	2,537			—			—			2,537			—
Net income, as adjusted (non-GAAP)	$	116,297		$	136,363		$	182,881		$	554,271		$	650,452
Dividends on preferred stock	4,104			4,127			3,630			16,135			13,146
Net income available to common shareholders, as adjusted (non-GAAP)	$	112,193		$	132,236		$	179,251		$	538,136		$	637,306
_____________
(a) Included in FDIC insurance assessment.
(b) Included in gains (losses) on securities transactions, net.
(c) Represents severance (credit adjustments) expense related to workforce reductions within salary and employee benefits expense.
(d) Included in provision for credit losses for available for sale and held to maturity securities (tax disallowed).
(e) Represents provision for credit losses for non-PCD assets and unfunded credit commitments acquired during the period.
(f) Represents data processing termination costs within technology, furniture and equipment expense and severance within salary and employee benefits expense for the 2023 periods. The merger related expense for the 2022 periods were mainly salary and employee benefits expense.
(g) Included in net (losses) gains on sale of assets within non-interest income.
(h) Represents legal reserves and settlement charges included in professional and legal fees.

Adjusted per common share data (non-GAAP):
Net income available to common shareholders, as adjusted (non-GAAP)	$	112,193		$	132,236		$	179,251		$	538,136		$	637,306
Average number of shares outstanding	507,683,229			507,650,668			506,359,704			507,532,365			485,434,918
Basic earnings, as adjusted (non-GAAP)	$	0.22		$	0.26		$	0.35		$	1.06		$	1.31
Average number of diluted shares outstanding	509,714,526			509,256,599			509,301,813			509,245,768			487,817,710
Diluted earnings, as adjusted (non-GAAP)	$	0.22		$	0.26		$	0.35		$	1.06		$	1.31
Adjusted annualized return on average tangible shareholders' equity (non-GAAP):
Net income, as adjusted (non-GAAP)	$	116,297		$	136,363		$	182,881		$	554,271		$	650,452
Average shareholders' equity	6,639,906			6,605,786			6,327,970			6,558,768			5,985,236
Less: Average goodwill and other intangible assets	2,033,656			2,042,486			2,074,367			2,047,172			1,944,503
Average tangible shareholders' equity	$	4,606,250		$	4,563,300		$	4,253,603		$	4,511,596		$	4,040,733
Annualized return on average tangible shareholders' equity, as adjusted (non-GAAP)	10.10		%	11.95		%	17.20		%	12.29		%	16.10		%

VALLEY NATIONAL BANCORP

CONSOLIDATED FINANCIAL HIGHLIGHTS

Non-GAAP Reconciliations to GAAP Financial Measures (Continued)



	Three Months Ended									Years Ended
	December 31,			September 30,			December 31,			December 31,
($ in thousands)	2023			2023			2022			2023			2022






Adjusted annualized return on average assets (non-GAAP):
Net income, as adjusted (non-GAAP)	$	116,297		$	136,363		$	182,881		$	554,271		$	650,452
Average assets	61,113,553			61,391,688			56,913,215			61,065,897			52,182,310
Annualized return on average assets, as adjusted (non-GAAP)	0.76		%	0.89		%	1.29		%	0.91		%	1.25		%
Adjusted annualized return on average shareholders' equity (non-GAAP):
Net income, as adjusted (non-GAAP)	$	116,297		$	136,363		$	182,881		$	554,271		$	650,452
Average shareholders' equity	6,639,906			6,605,786			6,327,970			6,558,768			5,985,236
Annualized return on average shareholders' equity, as adjusted (non-GAAP)	7.01		%	8.26		%	11.56		%	8.45		%	10.87		%
Annualized return on average tangible shareholders' equity (non-GAAP):
Net income, as reported (GAAP)	$	71,554		$	141,346		$	177,591		$	498,511		$	568,851
Average shareholders' equity	6,639,906			6,605,786			6,327,970			6,558,768			5,985,236
Less: Average goodwill and other intangible assets	2,033,656			2,042,486			2,074,367			2,047,172			1,944,503
Average tangible shareholders' equity	$	4,606,250		$	4,563,300		$	4,253,603		$	4,511,596		$	4,040,733
Annualized return on average tangible shareholders' equity (non-GAAP)	6.21		%	12.39		%	16.70		%	11.05		%	14.08		%
Efficiency ratio (non-GAAP):
Non-interest expense, as reported (GAAP)	$	340,421		$	267,133		$	266,240		$	1,162,691		$	1,024,949

Less: FDIC Special assessment (pre-tax)	50,297			—			—			50,297			—
Less: Restructuring charge (pre-tax)	(538)			(675)			—			9,969			—
Less: Merger-related expenses (pre-tax)	10,000			—			7,372			14,133			71,203
Less: Amortization of tax credit investments (pre-tax)	4,547			4,191			3,213			18,009			12,407
Less: Litigation reserve (pre-tax)	3,540			—			—			3,540			—
Non-interest expense, as adjusted (non-GAAP)	272,575			263,617			255,655			1,066,743			941,339
Net interest income, as reported (GAAP)	397,275			412,418			465,819			1,665,478			1,655,640
Non-interest income, as reported (GAAP)	52,691			58,664			52,796			225,729			206,793
Less: Net (gains) losses on available for sale and held to maturity securities transactions, net (pre-tax)	(877)			443			7			(401)			(95)
Less: Net gains on sales of office buildings (pre-tax)	—			(6,721)			—			(6,721)			—
Non-interest income, as adjusted (non-GAAP)	$	51,814		$	52,386		$	52,803		$	218,607		$	206,698
Gross operating income, as adjusted (non-GAAP)	$	449,089		$	464,804		$	518,622		$	1,884,085		$	1,862,338
Efficiency ratio (non-GAAP)	60.70		%	56.72		%	49.30		%	56.62		%	50.55		%



	As of
	December 31,			September 30,			June 30,			March 31,			December 31,
($ in thousands, except for share data)	2023			2023			2023			2023			2022
Tangible book value per common share (non-GAAP):
Common shares outstanding	507,709,927			507,660,742			507,619,430			507,762,358			506,374,478
Shareholders' equity (GAAP)	$	6,701,391		$	6,627,299		$	6,575,184		$	6,511,581		$	6,400,802
Less: Preferred stock	209,691			209,691			209,691			209,691			209,691
Less: Goodwill and other intangible assets	2,029,267			2,038,202			2,046,882			2,056,107			2,066,392
Tangible common shareholders' equity (non-GAAP)	$	4,462,433		$	4,379,406		$	4,318,611		$	4,245,783		$	4,124,719
Tangible book value per common share (non-GAAP)	$	8.79		$	8.63		$	8.51		$	8.36		$	8.15
Tangible common equity to tangible assets (non-GAAP):
Tangible common shareholders' equity (non-GAAP)	$	4,462,433		$	4,379,406		$	4,318,611		$	4,245,783		$	4,124,719
Total assets (GAAP)	$	60,934,974		$	61,183,352		$	61,703,693		$	64,309,573		$	57,462,749
Less: Goodwill and other intangible assets	2,029,267			2,038,202			2,046,882			2,056,107			2,066,392
Tangible assets (non-GAAP)	$	58,905,707		$	59,145,150		$	59,656,811		$	62,253,466		$	55,396,357
Tangible common equity to tangible assets (non-GAAP)	7.58		%	7.40		%	7.24		%	6.82		%	7.45		%

VALLEY NATIONAL BANCORP

CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION

(in thousands, except for share data)


	December 31,
	2023		2022
	(Unaudited)
Assets
Cash and due from banks	$	284,090	$	444,325
Interest bearing deposits with banks	607,135		503,622
Investment securities:
Equity securities	64,464		48,731
Trading debt securities	3,973		13,438
Available for sale debt securities	1,296,576		1,261,397
Held to maturity debt securities (net of allowance for credit losses of $1,205 at December 31, 2023 and $1,646 at December 31, 2022)	3,739,208		3,827,338
Total investment securities	5,104,221		5,150,904
Loans held for sale (includes fair value of $20,640 at December 31, 2023 and $18,118 at December 31, 2022 for loans originated for sale)	30,640		18,118
Loans	50,210,295		46,917,200
Less: Allowance for loan losses	(446,080)		(458,655)
Net loans	49,764,215		46,458,545
Premises and equipment, net	381,081		358,556
Lease right of use assets	343,461		306,352
Bank owned life insurance	723,799		717,177
Accrued interest receivable	245,498		196,606
Goodwill	1,868,936		1,868,936
Other intangible assets, net	160,331		197,456
Other assets	1,421,567		1,242,152
Total Assets	$	60,934,974	$	57,462,749
Liabilities
Deposits:
Non-interest bearing	$	11,539,483	$	14,463,645
Interest bearing:
Savings, NOW and money market	24,526,622		23,616,812
Time	13,176,724		9,556,457
Total deposits	49,242,829		47,636,914
Short-term borrowings	917,834		138,729
Long-term borrowings	2,328,375		1,543,058
Junior subordinated debentures issued to capital trusts	57,108		56,760
Lease liabilities	403,781		358,884
Accrued expenses and other liabilities	1,283,656		1,327,602
Total Liabilities	54,233,583		51,061,947
Shareholders’ Equity
Preferred stock, no par value; authorized 50,000,000 shares authorized:
Series A (4,600,000 shares issued at December 31, 2023 and December 31, 2022)	111,590		111,590
Series B (4,000,000 shares issued at December 31, 2023 and December 31, 2022)	98,101		98,101
Common stock (no par value, authorized 650,000,000 shares; issued 507,896,910 shares at December 31, 2023 and December 31, 2022)	178,187		178,185
Surplus	4,989,989		4,980,231
Retained earnings	1,471,371		1,218,445
Accumulated other comprehensive loss	(146,456)		(164,002)
Treasury stock, at cost (186,983 common shares at December 31, 2023 and 1,522,432 common shares at December 31, 2022)	(1,391)		(21,748)
Total Shareholders’ Equity	6,701,391		6,400,802
Total Liabilities and Shareholders’ Equity	$	60,934,974	$	57,462,749

VALLEY NATIONAL BANCORP

CONSOLIDATED STATEMENTS OF INCOME (Unaudited)

(in thousands, except for share data)



	Three Months Ended						Years Ended
	December 31,		September 30,		December 31,		December 31,
	2023		2023		2022		2023		2022
Interest Income
Interest and fees on loans	$	762,894	$	753,638	$	599,015	$	2,886,930	$	1,828,477
Interest and dividends on investment securities:
Taxable	34,117		32,383		31,300		130,708		105,716
Tax-exempt	4,820		4,585		5,219		20,305		17,958
Dividends	6,138		5,299		3,978		24,139		11,468
Interest on federal funds sold and other short-term investments	10,215		17,113		7,038		76,809		13,064
Total interest income	818,184		813,018		646,550		3,138,891		1,976,683
Interest Expense
Interest on deposits:
Savings, NOW and money market	221,501		201,916		109,286		739,025		186,709
Time	165,351		164,336		48,417		535,749		69,691
Interest on short-term borrowings	5,524		5,189		7,404		94,869		17,453
Interest on long-term borrowings and junior subordinated debentures	28,533		29,159		15,624		103,770		47,190
Total interest expense	420,909		400,600		180,731		1,473,413		321,043
Net Interest Income	397,275		412,418		465,819		1,665,478		1,655,640
(Credit) provision for credit losses for available for sale and held to maturity securities	(116)		(30)		(50)		4,559		481
Provision for credit losses for loans	20,696		9,147		7,289		45,625		56,336
Net Interest Income After Provision for Credit Losses	376,695		403,301		458,580		1,615,294		1,598,823
Non-Interest Income
Wealth management and trust fees	11,978		11,417		10,720		44,158		34,709
Insurance commissions	3,221		2,336		2,903		11,116		11,975
Capital Markets	6,489		7,141		10,120		41,489		52,362
Service charges on deposit accounts	9,336		10,952		10,313		41,306		36,930
Gains (losses) on securities transactions, net	907		(398)		(172)		1,104		(1,230)
Fees from loan servicing	2,616		2,681		2,637		10,670		11,273
Gains on sales of loans, net	2,302		2,023		908		6,054		6,418
(Losses) gains on sales of assets, net	(129)		6,653		1,269		6,809		897
Bank owned life insurance	4,107		2,709		2,200		11,843		8,040
Other	11,864		13,150		11,898		51,180		45,419
Total non-interest income	52,691		58,664		52,796		225,729		206,793
Non-Interest Expense
Salary and employee benefits expense	131,719		137,292		129,634		563,591		526,737
Net occupancy expense	27,590		24,675		23,446		101,470		94,352
Technology, furniture and equipment expense	44,404		37,320		46,507		150,708		161,752
FDIC insurance assessment	60,627		7,946		6,827		88,154		22,836
Amortization of other intangible assets	9,696		9,741		10,900		39,768		37,825
Professional and legal fees	25,238		17,109		19,620		80,567		82,618

Amortization of tax credit investments	4,547		4,191		3,213		18,009		12,407
Other	36,600		28,859		26,093		120,424		86,422
Total non-interest expense	340,421		267,133		266,240		1,162,691		1,024,949
Income Before Income Taxes	88,965		194,832		245,136		678,332		780,667
Income tax expense	17,411		53,486		67,545		179,821		211,816
Net Income	71,554		141,346		177,591		498,511		568,851
Dividends on preferred stock	4,104		4,127		3,630		16,135		13,146
Net Income Available to Common Shareholders	$	67,450	$	137,219	$	173,961	$	482,376	$	555,705

VALLEY NATIONAL BANCORP

Quarterly Analysis of Average Assets, Liabilities and Shareholders' Equity and

Net Interest Income on a Tax Equivalent Basis







	Three Months Ended
	December 31, 2023						September 30, 2023						December 31, 2022
	Average				Avg.		Average				Avg.		Average				Avg.
($ in thousands)	Balance		Interest		Rate		Balance		Interest		Rate		Balance		Interest		Rate
Assets
Interest earning assets:
Loans (1)(2)	$	50,039,429	$	762,918	6.10	%	$	50,019,414	$	753,662	6.03	%	$	46,086,363	$	599,040	5.20	%
Taxable investments (3)	4,950,773		40,255		3.25		4,915,778		37,682		3.07		4,934,084		35,278		2.86
Tax-exempt investments (1)(3)	593,577		6,101		4.11		620,439		5,800		3.74		623,322		6,608		4.24
Interest bearing deposits with banks	885,689		10,215		4.61		1,246,934		17,113		5.49		761,832		7,038		3.70
Total interest earning assets	56,469,468		819,489		5.80		56,802,565		814,257		5.73		52,405,601		647,964		4.95
Other assets	4,644,085						4,589,123						4,507,614
Total assets	$	61,113,553					$	61,391,688					$	56,913,215
Liabilities and shareholders' equity
Interest bearing liabilities:
Savings, NOW and money market deposits	$	23,991,093	$	221,500	3.69	%	$	23,016,737	$	201,916	3.51	%	$	23,476,111	$	109,286	1.86	%
Time deposits	13,934,683		165,351		4.75		14,880,311		164,336		4.42		7,641,769		48,417		2.53
Short-term borrowings	449,831		5,524		4.91		436,518		5,189		4.75		880,615		7,404		3.36
Long-term borrowings (4)	2,377,706		28,533		4.80		2,495,512		29,159		4.67		1,598,379		15,624		3.91
Total interest bearing liabilities	40,753,313		420,908		4.13		40,829,078		400,600		3.92		33,596,874		180,731		2.15
Non-interest bearing deposits	11,534,795						11,951,398						15,116,977
Other liabilities	2,185,539						2,005,426						1,871,394
Shareholders' equity	6,639,906						6,605,786						6,327,970
Total liabilities and shareholders' equity	$	61,113,553					$	61,391,688					$	56,913,215
Net interest income/interest rate spread (5)			$	398,581	1.67	%			$	413,657	1.81	%			$	467,233	2.80	%
Tax equivalent adjustment			(1,305)						(1,239)						(1,414)
Net interest income, as reported			$	397,276					$	412,418					$	465,819
Net interest margin (6)					2.81	%					2.90	%					3.56	%
Tax equivalent effect					0.01						0.01						0.01
Net interest margin on a fully tax equivalent basis (6)					2.82	%					2.91	%					3.57	%

(1) Interest income is presented on a tax equivalent basis using a 21 percent federal tax rate.

(2) Loans are stated net of unearned income and include non-accrual loans.

(3) The yield for securities that are classified as available for sale is based on the average historical amortized cost.

(4) Includes junior subordinated debentures issued to capital trusts which are presented separately on the consolidated statements of financial condition.

(5) Interest rate spread represents the difference between the average yield on interest earning assets and the average cost of interest bearing liabilities and is presented on a fully tax equivalent basis.

(6) Net interest income as a percentage of total average interest earning assets.

SHAREHOLDERS RELATIONS
Requests for copies of reports and/or other inquiries should be directed to Tina Zarkadas, Assistant Vice President, Shareholder Relations Specialist, Valley National Bancorp, 70 Speedwell Avenue, Morristown, New Jersey, 07960, by telephone at (973) 305-3380, by fax at (973) 305-1364 or by e-mail at tzarkadas@valley.com.

4 Q 2 3 E a r n i n g s P r e s e n t a t i o n J a n u a r y 2 5 , 2 0 2 4 Exhibit 99.2

Forward Looking Statements This presentation contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements are not historical facts and include expressions about management’s confidence and strategies and management’s expectations about our business, new and existing programs and products, acquisitions, relationships, opportunities, taxation, technology, market conditions and economic expectations. These statements may be identified by such forward-looking terminology as “intend,” “should,” “expect,” “believe,” “view,” “opportunity,” “allow,” “continues,” “reflects,” “typically,” “usually,” “anticipate,” “may,” “estimate,” “outlook,” “project”, “imperatives” or similar statements or variations of such terms. Such forward-looking statements involve certain risks and uncertainties. Actual results may differ materially from such forward-looking statements. Factors that may cause actual results to differ materially from those contemplated by such forward-looking statements include, but are not limited to: the impact of monetary and fiscal policies of the federal government and its agencies, including in response to higher inflation, which could have a material adverse effect on our clients, as well as our business, our employees, and our ability to provide services to our customers;the impact of a potential U.S. Government shutdown, default by the U.S. government on its debt obligations, or related credit-rating downgrades, on economic activity in the markets in which we operate and, in general, on levels of end market demand in the economy;the impact of unfavorable macroeconomic conditions or downturns, instability or volatility in financial markets, unanticipated loan delinquencies, loss of collateral, decreased service revenues, increased business disruptions or failures, reductions in employment, and other potential negative effects on our business, employees or clients caused by factors outside of our control, such as geopolitical instabilities or events (including the Israel-Hamas war); natural and other disasters (including severe weather events); health emergencies; acts of terrorism or other external events; risks associated with our acquisition of Bank Leumi Le-Israel Corporation (Bank Leumi USA), including (i) the inability to realize expected cost savings and synergies from the acquisition in the amounts or timeframe anticipated and (ii) greater than expected costs or difficulties relating to integration as part of Valley's new core banking system implemented in the fourth quarter 2023; the impact of potential instability within the U.S. financial sector in the aftermath of the banking failures in 2023, including the possibility of a run on deposits by a coordinated deposit base, and the impact of the actual or perceived soundness, or concerns about the creditworthiness of other financial institutions, including any resulting disruption within the financial markets, increased expenses, including FDIC insurance premiums, or adverse impact on our stock price, deposits or our ability to borrow or raise capital;the impact of negative public opinion regarding Valley or banks in general that damages our reputation and adversely impacts business and revenues;the loss of or decrease in lower-cost funding sources within our deposit base; damage verdicts or settlements or restrictions related to existing or potential class action litigation or individual litigation arising from claims of violations of laws or regulations, contractual claims, breach of fiduciary responsibility, negligence, fraud, environmental laws, patent, trademark or other intellectual property infringement, misappropriation or other violation, employment related claims, and other matters;a prolonged downturn in the economy, as well as an unexpected decline in commercial real estate values collateralizing a significant portion of our loan portfolio;higher or lower than expected income tax expense or tax rates, including increases or decreases resulting from changes in uncertain tax position liabilities, tax laws, regulations and case law;the inability to grow customer deposits to keep pace with loan growth;a material change in our allowance for credit losses under CECL due to forecasted economic conditions and/or unexpected credit deterioration in our loan and investment portfolios;the need to supplement debt or equity capital to maintain or exceed internal capital thresholds;greater than expected technology related costs due to, among other factors, prolonged or failed implementations, additional project staffing and obsolescence caused by continuous and rapid market innovations; cyberattacks, ransomware attacks, computer viruses, malware or other cybersecurity incidents that may breach the security of our websites or other systems or networks to obtain unauthorized access to personal, confidential, proprietary or sensitive information, destroy data, disable or degrade service, or sabotage our systems or networks;results of examinations by the Office of the Comptroller of the Currency (OCC), the Federal Reserve Bank, the Consumer Financial Protection Bureau (CFPB) and other regulatory authorities, including the possibility that any such regulatory authority may, among other things, require us to increase our allowance for credit losses, write-down assets, reimburse customers, change the way we do business, or limit or eliminate certain other banking activities;our inability or determination not to pay dividends at current levels, or at all, because of inadequate earnings, regulatory restrictions or limitations, changes in our capital requirements or a decision to increase capital by retaining more earnings;unanticipated loan delinquencies, loss of collateral, decreased service revenues, and other potential negative effects on our business caused by severe weather, pandemics or other public health crises, acts of terrorism or other external events; andunexpected significant declines in the loan portfolio due to the lack of economic expansion, increased competition, large prepayments, changes in regulatory lending guidance or other factors.A detailed discussion of factors that could affect our results is included in our SEC filings, including the “Risk Factors” section of our Annual Report on Form 10-K for the year ended December 31, 2022 and in Item 1A of our Quarterly Report on Form 10-Q for the quarter ended September 30, 2023.The financial results and disclosures reported in this release are preliminary. Final 2023 financial results and other disclosures will be reported in our Annual Report on Form 10-K for the year ended December 31, 2023, and may differ materially from the results and disclosures in this document due to, among other things, the completion of final review procedures, the occurrence of subsequent events, or the discovery of additional information.We undertake no duty to update any forward-looking statement to conform the statement to actual results or changes in our expectations, except as required by law. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements.

3 Significant Strategic Progress Above-Average Tangible Book Value Growth ▪ Since 2018, growth in tangible book value plus dividends paid totals 90% 1, well above our proxy peer median of 53%. ▪ Continue to believe that tangible book value growth over time will drive shareholder value. Enhanced Funding Diversification Substantial Exposure to Compelling Growth Markets Northeast Branches $14.2 78% Southeast Branches, Specialty, Brokered & Other $3.9 22% Northeast Branches $22.4 45% Southeast Branches, Specialty, Brokered & Other $26.8 55% Deposits ($bn) at 12/31/17 $1.1 $12.1 12/31/14 12/31/23 Florida Loans ($bn) ▪ Florida’s diverse and dynamic economy continues to be supported by significant inflows of permanent population and wealth. ▪ These long-term demographic trends provide substantial growth opportunities and supplement our strong and stable northeast markets. ▪ Our Florida portfolio has grown at a 30% CAGR since 2014, or more than 2x our non- Florida loans, and now comprises 24% of loans, up from 8% in 2014. 1 Please refer to the Non-GAAP Disclosure Reconciliation in Appendix. Deposits ($bn) at 12/31/23

4 Strategic Imperatives for 2024 Grow Core Deposits ▪ Utilize enhanced treasury management capabilities to further penetrate commercial customers. ▪ Optimize delivery channels and streamline product set. ▪ Leverage existing specialty niches and explore new opportunities. Focus on C&I and Non-Investor CRE Loan Growth ▪ Further penetrate our commercially vibrant footprint. ▪ Restructured commercial banking organization and incentive programs to optimize alignment with strategic and financial goals. ▪ De-emphasize investor CRE and multifamily growth. Drive Sustainable Fee Revenue ▪ Continue to scale our wealth, insurance, and tax credit advisory businesses. ▪ Expand F/X and treasury management solutions.`

5 4Q23 3Q23 4Q22 4Q23 3Q23 4Q22 Net Income ($mm) $71.6 $141.3 $177.6 $116.3 $136.4 $182.9 Return on Average Assets Annualized 0.47% 0.92% 1.25% 0.76% 0.89% 1.29% Efficiency Ratio (Non-GAAP) -- -- -- 60.7% 56.7% 49.3% Diluted Earnings Per Share $0.13 $0.27 $0.34 $0.22 $0.26 $0.35 Pre-Provision Net Revenue 2 ($mm) $109.6 $203.9 $252.4 $176.5 $201.2 $263.0 PPNR / Average Assets 2 Annualized 0.72% 1.33% 1.77% 1.16% 1.31% 1.85% GAAP Reported Non-GAAP Adjusted 1 1 Please refer to the Non-GAAP Disclosure Reconciliation in Appendix. 2 Pre-provision net revenue (“PPNR”) equals net interest income plus total non-interest income less total non-interest expense. 4Q 2023 Financial Highlights Significant expansion of customer households and continued improvement in direct deposit flows. Capital ratios continue to improve. Solid asset quality across the loan portfolio. Undertaking specific and targeted efforts to improve deposit costs.

6 23.1 24.5 11.7 11.5 15.1 13.2 $49.9 $49.2 9/30/2023 12/31/2023 Time Non-Interest Savings, NOW and money market 23% 46% 24% 30% 0.15% 1.36% 1.96% 2.45% 2.94% 3.13% 0.25% 3.82% 4.69% 5.16% 5.43% 5.50% 4Q21 4Q22 1Q23 2Q23 3Q23 4Q23 Total Deposits Average Fed Funds (Upper) Direct Deposits Exhibit Strong Growth Trends Deposits by Product ($bn) 27% 50% Avg. Fed Funds vs. Deposit Costs (%) Cumulative Beta (Current Cycle) 1 1 Cumulative Beta is measured as the change in Valley’s quarterly average deposit costs since the quarter preceding the rate hike cycle (4Q21) as a percentage of the change in the average quarterly Fed Funds Upper Bound over the same period. Avg. Fed Funds (Upper) Total Cost of Deposits Cumulative Beta 4Q21 0.25% 0.15% -- 4Q22 3.82% 1.36% 34% 1Q23 4.69% 1.96% 41% 2Q23 5.16% 2.45% 47% 3Q23 5.43% 2.94% 54% 4Q23 5.50% 3.13% 57% 40.0 41.6 9.9 7.6 $49.9 $49.2 9/30/2023 12/31/2023 Direct Indirect Deposits by Customer Type ($bn) 80% 85% 15%20%

7 Customer Deposit Base Diversified by Geography and Source Traditional Branch Deposits $31.9 65% Specialized Deposits $9.7 20% Fully FDIC-Insured Indirect Customer $7.6 15% Nat'l Deposits, Cannabis & Online $3.7 International Corporate $0.8 Technology $1.4 Private Banking & Wealth $1.6 Other Commercial $2.2 $49.2bn $9.7bn New Jersey $17.5 New York $4.9 Florida $7.9 Alabama $1.6 $31.9bn Total Deposit Breakdown ($bn, as of 12/31/23) Specialized Deposits by Business Line ($bn, as of 12/31/23)Traditional Branch Deposits 3 ($bn, as of 12/31/23) Uninsured Deposit & Liquidity ($bn, as of 12/31/23) 1 Adjusted for collateralized government deposits in excess of FDIC $250k limit and intercompany deposits eliminated in consolidation. 2 “High Quality Available Liquidity” includes the following off balance sheet sources of potential liquidity: FHLB, unencumbered investment securities, FRBNY Discount Window Availability, and Uncommitted Fed Funds Lines. 3 Traditional Branch Deposits Include Commercial (inclusive of $1bn of HOA deposits), Consumer and Government. Totals may not sum due to rounding. $12.2 $0.9 $25.4 $26.3 Adjusted Uninsured Deposits Cash & Available Liquidity Cash on Balance Sheet High Quality Available Liquidity 2 Cash & Available Liquidity Stands at 2.2x of Adjusted Uninsured Deposits 1 128 branches 16 branches 42 branches 42 branches Adjusted Uninsured Deposits 1 25%

8 NJ $2.3 NY $0.5 FL $0.8 PA $0.7 Other $1.3 Highly Granular Deposits – 12/31/2023 Customer Type Deposits ($bn) % of Total Deposits Commercial $18.7 38% Consumer $17.4 35% Fully FDIC-Insured Indirect $7.6 11% Fully-Collateralized Government 1 $5.6 15% Top 10 Commercial Industries 2 Deposits ($bn) % of Total Deposits Real Estate / Rental / Leasing $3.6 7% Finance & Insurance $3.5 7% Professional, Scientific, Technical Services $2.2 4% Construction $1.7 3% Other Services $1.5 3% Retail Trade $0.9 2% Health Care & Social Assistance $0.9 2% Manufacturing $0.9 2% Wholesale Trade $0.8 2% Management of Companies and Enterprises $0.4 1% 1 Fully-collateralized to relevant state requirements. 2 Commercial industries determined by NAICS Sector / Industry. $5.6bn Fully-Collateralized Government Deposits by State 1

9 Multifamily 18% Non Owner-Occupied CRE 26% Healthcare CRE 4% Owner-Occupied CRE 9% C&I 18% Consumer 7% Residential R.E. 11% Construction 7% CRE 48% C&I 27%Other 25% New Loan Originations ($bn) 1 CRE includes multifamily, non-owner occupied CRE and healthcare CRE; C&I includes owner-occupied CRE and C&I; Other includes construction, residential RE and Consumer. 2 Cumulative Beta is measured as the change in Valley’s quarterly average loan yield since the quarter preceding the rate hike cycle (4Q21) as a percentage of the change in the average quarterly Fed Funds Upper Bound over the same period. Diversified Loan Portfolio Gross Loans ($bn) $46.9 $48.7 $49.9 $50.1 $50.2 12/31/2022 3/31/2023 6/30/2023 9/30/2023 12/31/2023 12/31/2023 Loan Composition 1 YTD Annualized Growth: $2.6 $2.5 $2.5 $1.8 $2.2 6.20% 6.61% 7.35% 7.91% 7.83% 5.20% 5.48% 5.78% 6.03% 6.10% 4Q22 1Q23 2Q23 3Q23 4Q23 Origination Volume (Gross) New Origination Rate Avg. Portfolio Yield Cumulative Loan Beta (Current Cycle) 2 Avg. Fed Funds (Upper) Avg. Loan Yield Cumulative Beta 4Q21 0.25% 3.83% -- 4Q22 3.82% 5.20% 38% 1Q23 4.69% 5.48% 37% 2Q23 5.16% 5.78% 40% 3Q23 5.43% 6.03% 43% 4Q23 5.50% 6.10% 43% +14.9% +12.6% +9.0% +7.0%

10 CRE Detail as of 12/31/2023 Portfolio by Collateral Type Apartment & Residential 24% Co-Ops 7% Retail 17% Mixed Use 11% Office 10% Healthcare Office 2% Industrial 11% Healthcare 8%Specialty & Other 10% Portfolio by Geography Florida 25.1% New Jersey 21.0% Other 21.3% Other NYC Boroughs 14.9% Manhattan (Multifamily) 5.7% Manhattan (Other) 4.3% New York (ex. NYC) 7.7% Geography Outstanding ($bn) % of Total Wtd. Avg. LTV Wtd. Avg. DSCR Florida $7.1 25.1% 61% 1.79x New Jersey $5.9 21.0% 62% 1.69x Other NYC Boroughs $4.2 14.9% 54% 1.53x Manhattan $2.8 10.0% 38% (54% ex Co-Ops) 1.59x New York (ex. NYC) $2.2 7.7% 54% 1.74x Other $6.0 21.3% 63% 1.58x Total $28.0 100.0% 57% 1.67x $28.2bn $28.2bn Sums may be inconsistent due to rounding. ~$4bn of CRE Portfolio is Owner-Occupied.

11 Co-Op $2.0 Non Co-Op $6.8 Apartment & Residential 24% Co-Ops 7% Multifamily Portfolio Details CRE Portfolio $28.2bn Multifamily Portfolio by Sub-Asset Class ($bn) $8.8bn $421mm of exposure to fully rent regulated buildings Note: Co-Op LTV is approximately 13% Sums may be inconsistent due to rounding. Geography Outstanding ($bn) Avg. Size ($mm) % of Non Co-Op Wtd. Avg. LTV Wtd. Avg. DSCR Other $1.9bn $9mm 28% 65% 1.36x New York (ex. Manhattan) $1.8 $6mm 26% 63% 1.38x New Jersey $1.4 $3mm 21% 61% 1.54x Florida & Alabama $1.1 $3mm 16% 61% 1.69x Manhattan $0.6 $7mm 9% 58% 1.33x Total $6.8bn $5mm 100% 62% 1.43x

12 Florida & Alabama $1.2 37% New Jersey $0.9 27%Other $0.4 12% New York (ex. Manhattan) $0.5 15% Manhattan $0.3 9% Office 10% Healthcare Office 2% Granular & Diverse Office Portfolio CRE Portfolio $28.2bn Office Portfolio by Geography ($bn) $3.3bn Geography Outstanding ($bn) Avg. Size ($mm) % of Total Office Wtd. Avg. LTV Wtd. Avg. DSCR Florida & Alabama $1.2bn $2mm 37% 50% 1.77x New Jersey $0.9 $3mm 27% 56% 1.50x New York (ex. Manhattan) $0.5 $4mm 15% 51% 1.76x Manhattan $0.3 $6mm 9% 52% 1.34x Other $0.4 $7mm 12% 59% 1.69x Total $3.3bn $3mm 100% 53% 1.63x ~20% of Office Portfolio is Owner-Occupied. Sums may be inconsistent due to rounding.

13 Net Interest Income ($mm) and Margin Net Interest Margin $467 $437 $421 $414 $399 3.57% 3.16% 2.94% 2.91% 2.82% 4Q22 1Q23 2Q23 3Q23 4Q23 Net Interest Income ($mm) NIM All metrics are presented on a fully tax equivalent basis. Reduced Valley Direct (online) rate by 20bp on 1/16/2024 ($1.4bn) 75bp reduction to 1 Year CD Rate since 12/1/2023 ($3.9bn) Renewed Emphasis on customer profitability and granular review of deposit pricing Optimizing the roll-over of $5.6 billion of maturing liabilities during 1Q24 (current cost of 4.96%) Accelerating Efforts to Manage Funding Costs $5.6 $3.5 $2.7 $1.5 $2.4 4.96% 4.86% 4.70% 4.62% 4.01% 1Q24 2Q24 3Q24 4Q24 2025 and Beyond Maturing CDs and FHLB Balance ($bn) Rate (%)

14 $17.8 $18.5 $18.5 $10.1 $7.1 $6.5 $13.6 $13.8 $15.2 $0.9 $2.0 $2.3 $10.3 $11.0 $9.3 $6.3 $0.9 $52.8 $58.7 $52.7 4Q22 3Q23 4Q23 Other Non-Interest Income Capital Markets Wealth, Trust & Insurance Gain on Sale of Loans Deposit Service Charges Net non-core income Other $16.8 32% Wealth, Trust & Insurance $15.2 29% Capital Markets $6.5 12% Service Charges $9.3 18% Gain-on-Sale of Loans, net $2.3 4% Loan Servicing $2.6 5% 4Q23 Adjusted Non-Interest Income ($mm) 1 Diverse Fee Income Sources $52.7mm Non-Interest Income ($mm) 1 Please refer to the Non-GAAP Disclosure Reconciliation in Appendix. 1

15 263.6 272.6 3.5 67.8 267.1 340.4 3Q23 4Q23 Adjusted Reported 1 Please refer to the Non-GAAP Disclosure Reconciliation in Appendix. Sums may be inconsistent due to rounding. Non-Interest Expense Non-Interest Expenses ($mm) 1 Efficiency Ratio Trend 1 56.7% 60.7% 3Q23 4Q23 1.80% 1.72% 1.78% 4Q22 3Q23 4Q23 Adj. Non-Interest Expenses 1 / Avg. Assets

16 0.57% 0.50% 0.51% 0.52% 0.58% 12/31/22 3/31/23 6/30/23 9/30/23 12/31/23 Asset Quality Non-Accrual Loans / Total Loans Loan Loss Provision ($mm) Allowance for Credit Losses for Loans / Total Loans 0.99% 1.03% 1.03% 0.95% 0.92% 0.92% 0.93% 12/31/22 3/31/23 6/30/23 9/30/23 12/31/23 Net Loan Charge-offs ($mm) $22 $30 $9 $6 $17 0.19% 0.25% 0.07% 0.04% 0.14% 4Q22 1Q23 2Q23 3Q23 4Q23 Net Charge-offs (Recoveries) NCOs / Avg. Loans $7.3 $9.5 $6.3 $9.1 $20.7 4Q22 1Q23 2Q23 3Q23 4Q23 2023 NCOs / Avg. Loans: 0.13%

17 Equity & Capitalization $8.15 $8.36 $8.51 $8.63 $8.79 $12.23 $12.41 $12.54 $12.64 $12.79 12/31/2022 3/31/2023 6/30/2023 9/30/2023 12/31/2023 TBV per share Book Value per share Book Value and Tangible Book Value per Share 1 Equity Capitalization Level 1 1 Please refer to the Non-GAAP Disclosure Reconciliation in Appendix. 7.45% 6.82% 7.24% 7.40% 7.58% 11.14% 10.12% 10.66% 10.83% 11.00% 12/31/2022 3/31/2023 6/30/2023 9/30/2023 12/31/2023 Tangible Common Equity / Tangible Assets Equity / Assets Holding Company Capital Ratios 12/31/22 9/30/23 12/31/23 Tier 1 Leverage 8.23 8.08 8.16 Common Equity Tier 1 9.01 9.21 9.29 Tier 1 Risk-Based 9.46 9.64 9.72 Total Risk-Based 11.63 11.68 11.76 1

18 • 5.0% - 7.0% (increasing focus on C&I and non-investor CRE) (based on 12/31/2023 gross loans of $50.2 billion) 2024 Loan Growth • Year-over-year growth between 3.0% - 5.0% (from full-year 2023 net interest income of $1,665 million) Net Interest Income • Year-over-year growth between 5.0% - 7.0% (based on 2023 adjusted non-interest income of $219 million) Non-Interest Income • Year-over-year growth between 4.0% - 6.0% (based on 2023 adjusted expenses plus tax credit amortization: $1,085 million) Non-Interest Expense • Approximately 27%2024 Tax Rate 2024 Outlook & Expectations The Company is providing this outlook only on a non-GAAP basis because not all of the information necessary for a quantitative reconciliation of forward-looking non-GAAP financial measures to the most directly comparable GAAP financial measure is available without unreasonable effort, primarily due to uncertainties relating to the occurrence or amount of these adjustments that may arise in the future. Based on past reported results, any such excluded items could be material, individually or in the aggregate, to the reported results.

A p p e n d i x

20 December 31, September 30, December 31, December 31, December 31, ($ in thousands, except for share data) 2023 2023 2022 2023 2022 Adjusted net income avai lable to common shareholders (Non-GAAP): Net income, as reported (GAAP) $71,554 $141,346 $177,591 $498,511 $568,851 Add: FDIC Special assessment (net of tax)(a) 36,053 — — 36,053 — Add: (Gains) losses on available for sale and held to maturity securities transactions (net of tax) (b) (629) 318 5 (288) (69) Add: Restructuring charge (net of tax) (c) (386) (484) — 7,145 Add: Provision for credit losses for available for sale securities (d) — — — 5,000 Add: Non-PCD provision for credit losses (net of tax) (e) — — — — 29,282 Add: Merger related expenses (net of tax) (f) 7,168 — 5,285 10,130 52,388 Add: Net gains on sales of office buildings (net of tax) (g) — (4,817) — (4,817) — Add: Litigation reserves (net of tax) (h) 2,537 — — 2,537 — Net income, as adjusted (Non-GAAP) $116,297 $136,363 $182,881 $554,271 $650,452 Dividends on preferred stock 4,104 4,127 3,630 16,135 13,146 Net income available to common shareholders, as adjusted (Non-GAAP) $112,193 $132,236 $179,251 $538,136 $637,306 (a) Included in FDIC insurance assessment. (b) Included in gains (losses) on securities transactions, net. (c) Represents severance (credit adjustments) expense related to workforce reductions within salary and employee benefits expense. (d) Included in provision for credit losses for available for sale and held to maturity securities (tax disallowed) (e) Represents provision for credit losses for non-PCD assets and unfunded credit commitments acquired during the period. (g) Included in net gains (losses) on sales of assets within non-interest income. (h) Represents legal reserves and settlement charges included in professional and legal fees. Adjusted per common share data (Non-GAAP): Net income available to common shareholders, as adjusted (Non-GAAP) $112,193 $132,236 $179,251 $538,136 $637,306 Average number of shares outstanding 507,683,229 507,650,668 506,359,704 507,532,365 485,434,918 Basic earnings, as adjusted (Non-GAAP) $0.22 $0.26 $0.35 $1.06 $1.31 Average number of diluted shares outstanding 509,714,526 509,256,599 509,301,813 509,245,768 487,817,710 Diluted earnings, as adjusted (Non-GAAP) $0.22 $0.26 $0.35 $1.06 $1.31 Adjusted annual ized return on average tangible shareholders' equi ty (Non-GAAP): Net income, as adjusted (Non-GAAP) $116,297 $136,363 $182,881 $554,271 $650,452 Average shareholders' equity 6,639,935 6,605,786 6,327,970 6,558,775 5,985,236 Less: Average goodwill and other intangible assets 2,033,656 2,042,486 2,074,367 2,047,172 1,944,503 Average tangible shareholders' equity 4,606,279 4,563,300 4,253,603 4,511,603 4,040,733 Annualized return on average tangible shareholders' equity, as adjusted (Non-GAAP) 10.10% 11.95% 17.20% 12.29% 16.10% Adjusted annual ized return on average assets (Non-GAAP): Net income, as adjusted (Non-GAAP) $116,297 $136,363 $182,881 $554,271 $650,452 Average assets $61,113,553 $61,391,688 $56,913,215 $61,065,897 $52,182,310 Annualized return on average assets, as adjusted (Non-GAAP) 0.76% 0.89% 1.29% 0.91% 1.25% Adjusted annual ized return on average shareholders' equi ty (Non-GAAP): Net income, as adjusted (Non-GAAP) $116,297 $136,363 $182,881 $554,271 $650,452 Average shareholders' equity 6,639,906 6,605,786 6,327,970 6,558,768 5,985,236 Annualized return on average shareholders' equity, as adjusted (Non-GAAP) 7.01% 8.26% 11.56% 8.45% 10.87% Three Months Ended Years Ended (f) Represents data processing termination costs within technology, furniture and equipment expense and severance within salary and employee benefits expense for the 2023 periods. The merger related expense for the 2022 periods were mainly salary and employee benefits expense. Non-GAAP Reconciliations to GAAP Financial Measures

21 December 31, September 30, December 31, December 31, December 31, ($ in thousands) 2023 2023 2022 2023 2022 Annual ized return on average tangible shareholders' equi ty (Non-GAAP): Net income, as reported (GAAP) $71,554 $141,346 $177,591 $498,511 $568,851 Average shareholders' equity 6,639,906 6,605,786 6,327,970 6,558,768 5,985,236 Less: Average goodwill and other intangible assets 2,033,656 2,042,486 2,074,367 2,047,172 1,944,503 Average tangible shareholders' equity 4,606,250 4,563,300 4,253,603 4,511,596 4,040,733 Annualized return on average tangible shareholders' equity (Non-GAAP): 6.21% 12.39% 16.70% 11.05% 14.08% Effic iency rat io (Non-GAAP): Non-interest expense, as reported (GAAP) $340,421 $267,133 $266,240 $1,162,691 $1,024,949 Less: FDIC Special assessment (pre-tax) 50,297 — — 50,297 — Less: Restructuring charge (pre-tax) (538) (675) — 9,969 — Less: Merger-related expenses (pre-tax) 10,000 — 7,372 14,133 71,203 Less: Amortization of tax credit investments (pre-tax) 4,547 4,191 3,213 18,009 12,407 Less: Litigation reserve (pre-tax) 3,540 — — 3,540 — Non-interest expense, as adjusted (Non-GAAP) $272,575 $263,617 $255,655 $1,066,743 $941,339 Net interest income, as reported (GAAP) 397,275 412,418 465,819 1,665,478 1,655,640 Non-interest income, as reported (GAAP) 52,691 58,664 52,796 225,729 206,793 Less: (Gains) losses on available for sale and held to maturity securities transactions, net (pre-tax) (877) 443 7 (401) (95) Less: Net gains on sales of office buildings (pre-tax) — (6,721) — (6,721) — Non-interest income, as adjusted (Non-GAAP) $51,814 $52,386 $52,803 218,607 $206,698 Gross operating income, as adjusted (Non-GAAP) 449,089 464,804 518,622 1,884,085 1,862,338 Efficiency ratio (Non-GAAP) 60.70% 56.72% 49.30% 56.62% 50.55% Annual ized pre-provision net revenue / average assets Net interest income, as reported (GAAP) $397,275 $412,418 $465,819 $1,665,478 $1,655,640 Non-interest income, as reported (GAAP) 52,691 58,664 52,796 225,729 206,793 Less: Non-interest expense, as reported (GAAP) 340,421 267,133 266,240 1,162,691 1,024,949 Pre-provision net revenue (GAAP) $109,545 $203,949 $252,375 $728,516 $837,484 Average assets $61,113,553 $61,391,688 $56,913,215 $61,065,897 $52,182,310 Annualized pre-provision net revenue / average assets (GAAP) 0.72% 1.33% 1.77% 1.19% 1.60% Annual ized pre-provision net revenue / average assets, as adjusted Pre-provision net revenue (GAAP) $109,545 $203,949 $252,375 $728,516 $837,484 Add: FDIC Special assessment (pre-tax) 50,297 — — 50,297 — Add: Restructuring charge (pre-tax) (538) (675) — 9,969 — Add: Merger-related expenses (pre-tax) 10,000 — 7,372 14,133 71,203 Add: Amortization of tax credit investments (pre-tax) 4,547 4,191 3,213 18,009 12,407 Add: Litigation reserve (pre-tax) 3,540 — — 3,540 — Less: (Gains) losses on available for sale and held to maturity securities transactions, net (pre-tax) (877) 443 7 (401) (95) Less: Net gains on sales of office buildings (pre-tax) — (6,721) — (6,721) — Pre-provision net revenue, as adjusted (Non-GAAP) 176,514 201,187 262,967 817,342 920,999 Average assets $61,113,553 $61,391,688 $56,913,215 $61,065,897 $52,182,310 Annualized pre-provision net revenue / average assets, as adjusted (Non-GAAP) 1.16% 1.31% 1.85% 1.34% 1.76% Years EndedThree Months Ended Non-GAAP Reconciliations to GAAP Financial Measures

22 December 31, September 30, June 30, March 31, December 31, December 31, ($ in thousands, except for share data) 2023 2023 2023 2023 2022 2021 Tangible book value per common share (Non-GAAP): Common shares outstanding 507,709,927 507,660,742 507,619,430 507,762,358 506,374,478 421,437,068 Shareholders' equity $6,701,391 $6,627,299 $6,575,184 $6,511,581 $6,400,802 $5,084,088 Less: Preferred Stock 209,691 209,691 209,691 209,691 209,691 209,691 Less: Goodwill and other intangible assets 2,029,267 2,038,202 2,046,882 2,056,107 2,066,392 1,529,394 Tangible common shareholders' equity (Non-GAAP) $4,462,433 $4,379,406 $4,318,611 $4,245,783 $4,124,719 $3,344,981 Tangible book value per common share (Non-GAAP): $8.79 $8.63 $8.51 $8.36 $8.15 $7.94 Book valuye per common share (GAAP) $12.79 $12.64 $12.54 $12.41 $12.23 $11.57 Tangible common equi ty to tangible assets (Non-GAAP): Tangible common shareholders' equity (Non-GAAP) $4,462,433 $4,379,406 $4,318,611 $4,245,783 $4,124,719 $3,344,981 Total assets 60,934,872 61,183,352 61,703,693 64,309,573 57,462,749 43,421,849 Less: Goodwill and other intangible assets 2,029,267 2,038,202 2,046,882 2,056,107 2,066,392 1,529,394 Tangible assets (Non-GAAP) 58,905,605 59,145,150 59,656,811 62,253,466 55,396,357 41,892,455 Tangible common equity to tangible assets (Non-GAAP) 7.58% 7.40% 7.24% 6.82% 7.45% 7.98% As of Non-GAAP Reconciliations to GAAP Financial Measures December 31, December 31, December 31, ($ in thousands, except for share data) 2020 2019 2018 Tangible book value per common share (Non-GAAP): Common shares outstanding 403,858,998 403,278,390 331,431,217 Shareholders' equity $4,592,120 $4,384,188 $3,350,454 Less: Preferred Stock 209,691 209,691 209,691 Less: Goodwill and other intangible assets 1,452,891 1,460,397 1,161,655 Tangible common shareholders' equity (Non-GAAP) $2,929,538 $2,714,100 $1,979,108 Tangible book value per common share (Non-GAAP): $7.25 $6.73 $5.79 Book valuye per common share (GAAP) $10.85 $10.35 $9.48 Tangible common equi ty to tangible assets (Non-GAAP): Tangible common shareholders' equity (Non-GAAP) $2,929,538 $2,714,100 $1,979,108 Total assets 40,693,576 37,436,020 31,863,088 Less: Goodwill and other intangible assets 1,452,891 1,460,397 1,161,655 Tangible assets (Non-GAAP) $39,240,685 $35,975,623 $30,701,433 Tangible common equity to tangible assets (Non-GAAP) 7.47% 7.54% 6.45% As of

23 ▪ Log onto our website: www.valley.com ▪ Email requests to: tlan@valley.com ▪ Call Travis Lan in Investor Relations, at: (973) 686-5007 ▪ Log onto our website above or www.sec.gov to obtain free copies of documents filed by Valley with the SEC For More Information

Cover	Jan. 25, 2024
Document Information [Line Items]
Document Type	8-K
Document Period End Date	Jan. 25, 2024
Entity Registrant Name	Valley National Bancorp
Entity Incorporation, State or Country Code	NJ
Entity File Number	1-11277
Entity Tax Identification Number	22-2477875
Entity Address, Address Line One	One Penn Plaza,
Entity Address, City or Town	New York,
Entity Address, State or Province	NY
Entity Address, Postal Zip Code	10119
City Area Code	973
Local Phone Number	305-8800
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false
Entity Central Index Key	0000714310
Amendment Flag	false
The Nasdaq Stock Market LLC \| Common Stock, no par value
Document Information [Line Items]
Title of 12(b) Security	Common Stock, no par value
Trading Symbol	VLY
Security Exchange Name	NASDAQ
The Nasdaq Stock Market LLC \| Non-Cumulative Perpetual Preferred Stock, Series A, no par value
Document Information [Line Items]
Title of 12(b) Security	Non-Cumulative Perpetual Preferred Stock, Series A, no par value
Trading Symbol	VLYPP
Security Exchange Name	NASDAQ
The Nasdaq Stock Market LLC \| Non-Cumulative Perpetual Preferred Stock, Series B, no par value
Document Information [Line Items]
Title of 12(b) Security	Non-Cumulative Perpetual Preferred Stock, Series B, no par value
Trading Symbol	VLYPO
Security Exchange Name	NASDAQ