VALLEY NATIONAL BANCORP DEF 14A Filing

Ticker: VLYPN · Form: DEF 14A · Filed: Apr 5, 2024 · CIK: 714310

Valley National Bancorp DEF 14A Filing Summary
FieldDetail
CompanyValley National Bancorp (VLYPN)
Form TypeDEF 14A
Filed DateApr 5, 2024
Risk Levellow
Pages15
Reading Time18 min
Key Dollar Amounts$1.8 billion, $499 million, $8.79, $10 billion, $50.2 billion
Sentimentneutral

Sentiment: neutral

Topics: DEF 14A, Proxy Statement, Valley National Bancorp, Executive Compensation, Shareholder Meeting

TL;DR

<b>VALLEY NATIONAL BANCORP files its Definitive Proxy Statement (DEF 14A) for the fiscal year ending December 31, 2023.</b>

AI Summary

VALLEY NATIONAL BANCORP (VLYPN) filed a Proxy Statement (DEF 14A) with the SEC on April 5, 2024. Filing is a Definitive Proxy Statement (DEF 14A) for VALLEY NATIONAL BANCORP. The report covers the fiscal year ending December 31, 2023. Previous fiscal years reported include 2020, 2021, and 2022. The filing includes data related to stock awards and changes in pension values for PEO and Non-PEO members. The company's business address is One Penn Plaza, New York, NY 10119.

Why It Matters

For investors and stakeholders tracking VALLEY NATIONAL BANCORP, this filing contains several important signals. This filing provides detailed information on executive compensation, shareholder proposals, and corporate governance matters, which are crucial for investors to understand how the company is managed and how executive pay is structured. As a DEF 14A, this document is a key resource for shareholders to make informed voting decisions on matters presented at the annual meeting, including the election of directors and executive compensation plans.

Risk Assessment

Risk Level: low — VALLEY NATIONAL BANCORP shows low risk based on this filing. The filing is a routine DEF 14A, indicating standard disclosure practices rather than immediate financial distress or significant operational changes.

Analyst Insight

Review the executive compensation details and any shareholder proposals to assess management's alignment with shareholder interests and potential governance changes.

Key Numbers

  • 2023-12-31 — Fiscal Year End (Conformed Period of Report)
  • 2024-05-21 — Report Date (Conformed Period of Report)
  • 2024-04-05 — Filing Date (Filed as of Date)
  • 2020-01-01 — Previous Fiscal Year Start (Data points for prior years)
  • 2022-12-31 — Previous Fiscal Year End (Data points for prior years)

Key Players & Entities

  • VALLEY NATIONAL BANCORP (company) — Filer name
  • 0000714310 (company) — Central Index Key
  • 6021 (company) — Standard Industrial Classification
  • NJ (company) — State of Incorporation
  • ONE PENN PLAZA (company) — Business Address Street 1
  • NEW YORK (company) — Business Address City
  • NY (company) — Business Address State
  • 10119 (company) — Business Address Zip

FAQ

When did VALLEY NATIONAL BANCORP file this DEF 14A?

VALLEY NATIONAL BANCORP filed this Proxy Statement (DEF 14A) with the SEC on April 5, 2024.

What is a DEF 14A filing?

A DEF 14A is a definitive proxy statement sent to shareholders before annual meetings, covering executive compensation, board nominations, and shareholder votes. This particular DEF 14A was filed by VALLEY NATIONAL BANCORP (VLYPN).

Where can I read the original DEF 14A filing from VALLEY NATIONAL BANCORP?

You can access the original filing directly on the SEC's EDGAR system. The filing is publicly available and includes all exhibits and attachments submitted by VALLEY NATIONAL BANCORP.

What are the key takeaways from VALLEY NATIONAL BANCORP's DEF 14A?

VALLEY NATIONAL BANCORP filed this DEF 14A on April 5, 2024. Key takeaways: Filing is a Definitive Proxy Statement (DEF 14A) for VALLEY NATIONAL BANCORP.. The report covers the fiscal year ending December 31, 2023.. Previous fiscal years reported include 2020, 2021, and 2022..

Is VALLEY NATIONAL BANCORP a risky investment based on this filing?

Based on this DEF 14A, VALLEY NATIONAL BANCORP presents a relatively low-risk profile. The filing is a routine DEF 14A, indicating standard disclosure practices rather than immediate financial distress or significant operational changes.

What should investors do after reading VALLEY NATIONAL BANCORP's DEF 14A?

Review the executive compensation details and any shareholder proposals to assess management's alignment with shareholder interests and potential governance changes. The overall sentiment from this filing is neutral.

How does VALLEY NATIONAL BANCORP compare to its industry peers?

Valley National Bancorp operates within the National Commercial Banks industry (SIC 6021).

Are there regulatory concerns for VALLEY NATIONAL BANCORP?

The filing is made under the Securities Exchange Act of 1934, requiring public companies to disclose material information to shareholders.

Industry Context

Valley National Bancorp operates within the National Commercial Banks industry (SIC 6021).

Regulatory Implications

The filing is made under the Securities Exchange Act of 1934, requiring public companies to disclose material information to shareholders.

What Investors Should Do

  1. Analyze executive compensation packages and any changes from prior years.
  2. Examine shareholder proposals and the company's recommendations.
  3. Review director nominations and qualifications.

Year-Over-Year Comparison

This filing is a DEF 14A for the fiscal year ending December 31, 2023, and includes data points for previous fiscal years such as 2020, 2021, and 2022.

Filing Stats: 4,476 words · 18 min read · ~15 pages · Grade level 14 · Accepted 2024-04-05 10:30:29

Key Financial Figures

  • $1.8 billion — ghout the year. In 2023, we generated $1.8 billion of revenue and $499 million of net inco
  • $499 million — e generated $1.8 billion of revenue and $499 million of net income. Rapidly increasing inter
  • $8.79 — d of 2023 increased approximately 8% to $8.79 as compared to December 31, 2022. This
  • $10 billion — funding niches which contribute nearly $10 billion of deposits to our bank today. This has
  • $50.2 billion — 7% in 2023 with outstanding balances of $50.2 billion at year end. Growth slowed throughout
  • $4.9 million — s. In 2023, we provided approximately $4.9 million in donations and grants to nonprofit or
  • $4.5 million — housing projects awarded for a total of $4.5 million in grant subsidies received by nonprofi
  • $250,000 — form of interest rate credits, of up to $250,000. These credits allowed Valley the oppor
  • $1.8 million — a three-year term loan of approximately $1.8 million to one of our non-profit partners at 0%
  • $20 billion — on commercial real estate lending with $20 billion in assets. Fast forward to 2024 and V
  • $60 billion — er lines of business and backed by over $60 billion in assets. We're the leading commerci

Filing Documents

Executive Compensation Tables

Executive Compensation Tables 56 Equity Compensation Plan Information 69 CEO Pay Ratio 70 ITEM3: Ratification of the Selection of Independent Registered Public Accounting Firm 71 Report of the Audit Committee 72 ITEM4: Shareholder Proposal 73 The Board's Statement in Opposition to the Shareholder Proposal 74 Other Information 77 Information About the Annual Meeting 77 Other Matters 81 Appendix A – Non-GAAP Financial Information A-1 Table of Contents Proxy Statement Summary This summary highlights selected information that is discussed in more detail elsewhere in this Proxy Statement. This summary does not contain all of the information you should consider, and you should read the full Proxy Statement before voting. Unless the context otherwise requires, references in this Proxy Statement to "Valley," the "Company," "we," "our," or "us" refer to Valley National Bancorp; references to the "Bank" refer to Valley National Bank, the principal subsidiary of the Company; references to the "Board" refer to our Board of Directors; references to the "common stock" refer to our common stock; and references to the "Annual Meeting" refer to our 2024 Annual Meeting of Shareholders and any and all adjournments or postponements thereof. Meeting Information You are entitled to attend the Annual Meeting if you were a shareholder of record on the record date or hold a valid proxy. DATE AND TIME: Tuesday, May 21, 2024 9:00 a.m. Eastern Daylight Time LOCATION: Virtual Meeting: Online at www.virtualshareholdermeeting.com/VLY2024 RECORD DATE: March 25, 2024 Meeting Agenda and Board Recommendations Voting Matter Board's Recommendation Pages

: Election of Directors

Item 1: Election of Directors FOR each director nominee pages 7—16

: Advisory Vote on Named Executive Officer Compensation

Item 2: Advisory Vote on Named Executive Officer Compensation FOR pages 40—70

: Ratification of Selection of Independent Accounting Firm

Item 3: Ratification of Selection of Independent Accounting Firm FOR pages 71—72

: Shareholder Proposal

Item 4: Shareholder Proposal AGAINST pages 73—76 How to Vote Your vote is very important. You may vote your shares in advance of the Annual Meeting by mail, by telephone, or via the internet, or by attending and voting at the Annual Meeting. Please refer to the section "How to Vote" on page 78 of this Proxy Statement for detailed voting instructions. If you vote via the internet or by telephone or plan to vote virtually at the Annual Meeting, you do not need to mail in a proxy card. If you received a paper copy of the proxy materials, send your completed and signed proxy card or voting instruction form using the enclosed postage-paid envelope. If you received a paper copy of the proxy materials, dial toll-free (1-800-690-6903) or the telephone number on your voting instruction form. You will need the 16-digit control number printed on your notice, proxy card or voting instruction form. To vote via the internet before the Annual Meeting, visit www.proxyvote.com and follow the on-screen instructions. To vote at the Annual Meeting, visit www.virtualshareholder meeting.com/VLY2024. You will need the 16-digit control number printed on your notice, proxy card, or voting instruction form. To vote via the internet before the Annual Meeting, you can also use your phone to scan the QR code above. You will need the 16-digit control number printed on your notice, proxy card, or voting instruction form. A Notice of the Internet Availability of Proxy Materials was sent to our shareholders on or about April 5, 2024. 1 2024 Proxy Statement Table of Contents PROXY STATEMENT SUMMARY Proxy Statement Highlights

: Election of Directors

ITEM 1: Election of Directors Director Nominee Snapshot The table below provides summary information about the 14 director nominees at the Annual Meeting. Each director nominee is standing for election to hold office until our next annual shareholder meeting and until his or her successor is duly elected and qualified. For additional information regarding our director nominees, see "Director Information" beginning on page 7 of this Proxy Statement. Committee Membership Name and Principal Occupation Director Since AC CC NC RC Ira Robbins Chairman of the Board of Directors and Chief Executive Officer of Valley National Bancorp and Valley National Bank 2018 Andrew B. Abramson President and Chief Executive Officer of Value Companies, Inc. INDEPENDENT 1995 Peter J. Baum Chief Financial Officer and Chief Operating Officer of Essex Manufacturing, Inc. and Baum-Essex Manufacturing (H.K.), Ltd. INDEPENDENT 2012 Eric P. Edelstein Former Managing Partner at Arthur Andersen LLP INDEPENDENT 2003 p Dafna Landau Head of Construction and Real Estate Subdivision of Bank Leumi Le-Israel B.M. INDEPENDENT 2023 Marc J. Lenner Chief Executive Officer and Chief Financial Officer of Lester M. Entin Associates INDEPENDENT 2007 p Peter V. Maio Former Chief Information Officer of Ally Bank INDEPENDENT 2020 Avner Mendelson Vice Chairman of the Board of Directors of Valley National Bancorp and Valley National Bank 2022 Kathleen C. Perrott Former Chief Audit Executive of Accenture LLP INDEPENDENT 2023 Suresh L. Sani President of First Pioneer Properties, Inc. INDEPENDENT 2007

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