バレーナショナルバンコープの適時開示・決算・その他

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 26, 2023

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 26, 2023, Valley National Bancorp (“Valley”) issued a press release reporting fourth quarter 2022 results of operations.

A copy of the press release is attached to this Current Report Form 8-K as Exhibit 99.1.

The information disclosed in this Item 2.02 shall be considered “furnished” but not “filed” for purposes of the Securities Exchange Act of 1934, as amended.

Valley’s fourth quarter 2022 press release contains certain supplemental financial information, described in the Notes to Selected Financial Data included in Exhibit 99.1, which has been determined by methods other than U.S. Generally Accepted Accounting Principles (“GAAP”). Management internally reviews each of these non-GAAP financial measures to evaluate performance on a comparative period to period basis. Management believes these non-GAAP financial measures provide information useful to investors in understanding Valley’s financial results, the impact of such non-GAAP financial measures on Valley’s operating results and financial condition.


Item 7.01			Regulation FD Disclosure.

Valley is furnishing presentation materials included as Exhibit 99.2 to this report pursuant to Item 7.01 of Form 8-K. Valley is not undertaking to update this presentation. The information in this report (including Exhibit 99.2) is being furnished pursuant to Item 7.01 and shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section. 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.
Exhibit No.			Description
(d)			Exhibits.
99.1			Press Release dated January 2 6 , 202 3 .
			The Press Release disclosed in this Item 9.01 as Exhibit 99.1 shall be considered “furnished” but not “filed” for purposes of the Securities Exchange Act of 1934, as amended.
99.2			Valley National Bancorp Presentation materials used in connection with fourth quarter 202 2 conference.
			The presentation materials disclosed in this Item 9.01 as Exhibit 99.2 shall be considered “furnished” but not “filed” for purposes of the Securities Exchange Act of 1934, as amended.

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 26, 2023	VALLEY NATIONAL BANCORP
	By:	/s/ Michael D. Hagedorn
		Michael D. Hagedorn
		Senior Executive Vice President and
		Chief Financial Officer (Principal Financial Officer)

EX-99.1 2 exhibit991earningsrelease0.htm EX-99.1 Document

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 EARNINGS, INCREASED NET INTEREST INCOME AND 15 PERCENT ANNUALIZED LOAN GROWTH

New York, NY – January 26, 2023 -- Valley National Bancorp (NASDAQ:VLY), the holding company for Valley National Bank, today reported net income for the fourth quarter 2022 of $177.6 million, or $0.34 per diluted common share, as compared to the fourth quarter 2021 net income of $115.0 million, or $0.27 per diluted common share, and net income of $178.1 million, or $0.34 per diluted common share, for the third quarter 2022. Excluding all non-core charges, our adjusted net income (a non-GAAP measure) was $182.9 million, or $0.35 per diluted common share, for the fourth quarter 2022, $125.0 million, or $0.29 per diluted common share, for the fourth quarter 2021, and $181.5 million, or $0.35 per diluted common share, for the third quarter 2022. 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:

•Loan Portfolio: Total loans increased $1.7 billion, or 15 percent on an annualized basis, to $46.9 billion at December 31, 2022 from September 30, 2022 mainly due to strong organic commercial real estate loan growth, as well as new residential mortgage loan volumes largely originated for investment rather than sale. See the "Loans, Deposits and Other Borrowings" section below for details.

•Net Interest Income and Margin: Net interest income on a tax equivalent basis of $467.2 million for the fourth quarter 2022 increased $11.9 million and $151.2 million as compared to the third quarter 2022 and fourth quarter 2021, respectively, reflecting a well-positioned balance sheet and continued organic loan growth in the current rising interest rate environment. Our net interest margin on a tax equivalent basis remained relatively stable and totaled 3.57 percent for the fourth quarter 2022 as compared to 3.60 percent for the third quarter 2022. See the "Net Interest Income and Margin" section below for more details.

•Allowance and Provision for Credit Losses for Loans: The allowance for credit losses for loans totaled $483.3 million and $498.4 million at December 31, 2022 and September 30, 2022, respectively, representing 1.03 percent and 1.10 percent of total loans at each respective date. During the fourth quarter 2022, the provision for credit losses for loans was $7.3 million as compared to $1.8 million and $11.6 million for the third quarter 2022 and fourth quarter 2021, respectively.

•Credit Quality: Net loan charge-offs totaled $22.4 million for the fourth quarter 2022, largely due to the partial charge-off of a single non-performing loan, as compared to net recoveries of loan charge-offs of $5.6 million and $624 thousand for the third quarter 2022 and fourth quarter 2021, respectively. Non-accrual loans represented 0.57 percent and 0.65 percent of total loans at December 31, 2022 and September 30, 2022, respectively. See the "Credit Quality" Section below for more details.

Valley National Bancorp (NASDAQ: VLY)

Fourth Quarter 2022 Earnings

January 26, 2023

•Non-Interest Income: Non-interest income decreased $3.4 million to $52.8 million for the fourth quarter 2022 from $56.2 million for the third quarter 2022 due, in part, to a $3.4 million decrease in swap fee income derived from certain new commercial loan transactions. The swap fees presented in other income totaled $7.3 million and $10.7 million for the fourth quarter 2022 and third quarter 2022, respectively.

•Non-Interest Expense: Non-interest expense increased $4.6 million to $266.2 million for the fourth quarter 2022 as compared to the third quarter 2022 mainly due to higher technology- related merger expenses and increased professional and legal fees, partially offset by lower salaries and employee benefits expense. Merger expenses largely relating to the acquisition of Bank Leumi Le-Israel Corporation (Bank Leumi USA) on April 1, 2022 totaled $7.4 million for the fourth quarter 2022 as compared to $4.7 million for the third quarter 2022.

•Efficiency Ratio: Our efficiency ratio was 49.30 percent for the fourth quarter 2022 as compared to 49.76 percent and 49.44 percent for the third quarter 2022 and fourth quarter 2021, 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 1.25 percent, 11.23 percent, and 16.70 percent for the fourth quarter 2022, respectively. Annualized ROA, ROE and tangible ROE, adjusted for non-core charges, were 1.29 percent, 11.56 percent, and 17.20 percent for the fourth quarter 2022, respectively. See the "Consolidated Financial Highlights" tables below for additional information regarding our non-GAAP measures.

Ira Robbins, CEO, commented, “I am extremely proud of the earnings that Valley generated for both the fourth quarter and the full year 2022. The continuation of this excellent performance is a testament to the dedication of our exceptional bankers and associates. Loan growth remained elevated during the fourth quarter as originations were again aided by a reduction in loan payoffs. Entering 2023, we continue to face pressure with regard to deposit pricing expectations and growth opportunities. While we are pleased with the stability of our core relationship-based funding franchise, we have used other funding alternatives to support our robust loan growth. To ensure the right balance, we have devoted resources to our differentiated deposit niches which we expect will continue to add value to our franchise over time.”

Mr. Robbins continued, “Our long-standing focus on relationship-based commercial banking has been enhanced in recent years by new capabilities which will help us navigate the challenging and rapidly changing banking environment that we face today. We continue to execute on our strategic initiatives from a position of strength, and are well-positioned to withstand the pressures around us.”

Valley National Bancorp (NASDAQ: VLY)

Fourth Quarter 2022 Earnings

January 26, 2023

Net Interest Income and Margin

Net interest income on a tax equivalent basis totaling $467.2 million for the fourth quarter 2022 increased $11.9 million and $151.2 million as compared to the third quarter 2022 and fourth quarter 2021, respectively. Interest income on a tax equivalent basis increased $109.9 million to $648.0 million for the fourth quarter 2022 as compared to the third quarter 2022. The increase was mostly due to higher average loan balances driven by our organic loan growth and increased yields on both new originations and adjustable rate loans in our portfolio. Interest expense of $180.7 million for the fourth quarter 2022 increased $98.0 million as compared to the third quarter 2022 largely due to higher interest rates on both non-maturity and new time deposits, as well as a $2.4 billion increase in average time deposits.

Net interest margin on a tax equivalent basis of 3.57 percent for the fourth quarter 2022 decreased 3 basis points as compared to 3.60 percent for the third quarter 2022, and increased 34 basis points from 3.23 percent for the fourth quarter 2021. The yield on average interest earning assets increased by 69 basis points on a linked quarter basis mostly due to the aforementioned higher yields on new and adjustable rate loans in the fourth quarter 2022 as compared to third quarter 2022. The yield on average loans increased to 5.20 percent for the fourth quarter 2022 from 4.48 percent for the third quarter 2022 largely due to the higher level of market interest rates. The overall cost of average interest-bearing liabilities increased by 109 basis points to 2.15 percent for the fourth quarter 2022 as compared to the linked third quarter 2022 primarily due to higher interest rates on both non-maturity and new time deposits. Our cost of total average deposits was 1.36 percent for the fourth quarter 2022 as compared to 0.59 percent for the third quarter 2022. The increased cost of funds was mainly due to higher interest rates on most of our interest bearing deposit products combined with greater utilization of brokered and retail CDs in our funding mix during the fourth quarter 2022.

Loans, Deposits and Other Borrowings

Loans. Loans increased $1.7 billion to $46.9 billion at December 31, 2022 from September 30, 2022. The increase was primarily due to continued strong quarter-over-quarter organic loan growth in commercial real estate and residential mortgage loan categories. Commercial real estate (including construction) and residential mortgage loans increased $1.4 billion and $187.4 million, respectively, or 19 percent and 14 percent, respectively, on an annualized basis during the fourth quarter 2022. Residential mortgage loans increased during the fourth quarter 2022 almost entirely due to new loan activity in the purchased home market and higher levels of such loans originated for investment rather than sale. Loans held for sale totaled $18.1 million and $6.1 million at December 31, 2022 and September 30, 2022. SBA Paycheck Protection Program (PPP) loans within the commercial and industrial loan category totaled $33.6 million at December 31, 2022 compared to $85.8 million at September 30, 2022.

Deposits. Total deposits increased $2.3 billion to approximately $47.6 billion at December 31, 2022 from September 30, 2022 driven by continued growth in our retail and brokered CD portfolios, partially offset by a $957.0 million decrease in non-interest bearing deposits. Time deposits increased $3.2 billion to $9.6 billion at December 31, 2022 from September 30, 2022 mainly as a result of our increased use of brokered CDs in our funding mix, successful strategic retail CD campaigns and, to a lesser extent, customer migration from non-interest bearing deposit products. Total brokered deposits, consisting of money market and time deposit accounts, were $5.9 billion at December 31, 2022 as compared to $3.7 billion at September 30, 2022.

Valley National Bancorp (NASDAQ: VLY)

Fourth Quarter 2022 Earnings

January 26, 2023

Non-interest bearing deposits; savings, NOW, money market deposits; and time deposits represented approximately 30 percent, 50 percent and 20 percent of total deposits as of December 31, 2022, respectively.

Other Borrowings. Short-term borrowings decreased $780.6 million to approximately $138.7 million at December 31, 2022 as compared to September 30, 2022 largely due to the maturity and repayment of FHLB advances during the fourth quarter 2022 and our increased utilization of brokered deposits as a favorable funding alternative during the fourth quarter 2022. Long-term borrowings of $1.5 billion remained relatively unchanged at December 31, 2022 as compared to September 30, 2022.

Credit Quality

Non-Performing Assets (NPAs). Total NPAs, consisting of non-accrual loans, other real estate owned (OREO) and other repossessed assets decreased $22.8 million to $272.0 million at December 31, 2022 compared to $294.8 million at September 30, 2022. The decrease in NPAs was largely due to a $36.3 million decline in non-accrual commercial and industrial loans. The decrease in non-accrual commercial and industrial loans was mainly driven by a $20.9 million partial loan charge-off of one non-performing loan participation (that had related allowance reserves totaling $30.0 million at September 30, 2022), as well as several taxi medallion loan repayments during the fourth quarter 2022. Non-accrual construction loans increased $13.1 million at December 31, 2022 primarily due to the migration of one loan relationship previously reported in the 60 to 89 days past due delinquency category at September 30, 2022. Non-accrual loans represented 0.57 percent of total loans at December 31, 2022 as compared to 0.65 percent of total loans at September 30, 2022.

Non-Performing Taxi Medallion Loan Portfolio. Our non-performing taxi medallion loans within the non-accrual commercial and industrial loan category decreased $9.8 million to $66.5 million at December 31, 2022 from September 30, 2022 mostly due to repayments of loans during the fourth quarter 2022. At December 31, 2022, all taxi medallion loans were on non-accrual status and had related reserves of $42.2 million, or 63.5 percent of such loans, within the allowance for loan losses.

Accruing Past Due Loans. Total accruing past due loans (i.e., loans past due 30 days or more and still accruing interest) decreased $7.9 million to $90.9 million, or 0.19 percent of total loans, at December 31, 2022 as compared to $98.7 million, or 0.22 percent of total loans, at September 30, 2022. The decline was due, in part, to the migration of construction loans 60 to 89 days past due and commercial real estate loans 90 or more days past due reported at September 30, 2022 to non-accrual loans at December 31, 2022.

Valley National Bancorp (NASDAQ: VLY)

Fourth Quarter 2022 Earnings

January 26, 2023

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, 2022, September 30, 2022, and December 31, 2021:


		December 31, 2022				September 30, 2022				December 31, 2021
				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		$	139,941	1.59	%	$	154,051	1.77	%	$	103,090	1.76	%
Commercial real estate loans:
	Commercial real estate	200,421		0.78		217,124		0.89		193,258		1.02
	Construction	58,987		1.59		50,656		1.42		24,232		1.31
Total commercial real estate loans		259,408		0.88		267,780		0.95		217,490		1.05
Residential mortgage loans		39,020		0.73		36,157		0.70		25,120		0.55
Consumer loans:
	Home equity	4,333		0.86		4,083		0.87		3,889		0.97
	Auto and other consumer	15,953		0.57		13,673		0.49		9,613		0.37
Total consumer loans		20,286		0.61		17,756		0.55		13,502		0.45
Allowance for loan losses		458,655		0.98		475,744		1.05		359,202		1.05
Allowance for unfunded credit commitments		24,600				22,664				16,500
Total allowance for credit losses for loans		$	483,255			$	498,408			$	375,702
Allowance for credit losses for
loans as a % loans				1.03	%			1.10	%			1.10	%

Our loan portfolio, totaling $46.9 billion at December 31, 2022, had net loan charge-offs totaling $22.4 million for the fourth quarter 2022 as compared to net recoveries of loan charge-offs of $5.6 million and $624 thousand for the third quarter 2022 and the fourth quarter 2021, respectively. The fourth quarter 2022 net loan charge-offs primarily related to the partial loan charge-off of one non-accrual commercial and industrial loan participation (with related allowance reserves totaling $30.0 million at September 30, 2022).

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 1.03 percent at December 31, 2022 and 1.10 percent at both September 30, 2022 and December 31, 2021, respectively. During the fourth quarter 2022, we recorded a provision for credit losses for loans totaling $7.3 million as compared to $1.8 million for the third quarter 2022 and $11.6 million for the fourth quarter 2021. Overall, the decrease in allowance for credit losses for loans as a percentage of total loans reflects a decline in expected quantitative loss experience, partially offset by the increased economic forecast reserve component of our CECL model at December 31, 2022, as well as the impact of the fourth quarter 2022 loan charge-offs with prior allocated reserves.

Valley National Bancorp (NASDAQ: VLY)

Fourth Quarter 2022 Earnings

January 26, 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 11.63 percent, 9.46 percent, 9.01 percent and 8.23 percent, respectively, at December 31, 2022.

Investor Conference Call

Valley will host a conference call with investors and the financial community at 11:00 AM Eastern Standard Time, today to discuss the fourth quarter 2022 earnings and related matters. Interested parties should pre-register using this link:

https://register.vevent.com/register/BI22eba3029b664ac6b1b045edc4925c39 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/mmc/p/3t4hz9nw and archived on Valley’s website through Monday, February 27, 2023. Investor presentation materials will be made available prior to the conference call at www.valley.com and archived on Valley’s website through Monday, February 27, 2023.

About Valley

As the principal subsidiary of Valley National Bancorp, Valley National Bank is a regional bank with over $57 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,” “would,” “could,” “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 may cause actual results to differ materially from those contemplated by such forward-looking statements include, but are not limited to:

•the impact of unfavorable macroeconomic conditions or downturns, instability or volatility in financial markets and other events and factors outside of our control, such as U.S. and global recession concerns, geopolitical concerns including the conflict between Russia and Ukraine, inflationary pressures, labor market volatility, supply chain issues, and the COVID-19 pandemic or other public health crisis;

Valley National Bancorp (NASDAQ: VLY)

Fourth Quarter 2022 Earnings

January 26, 2023

•risks associated with our acquisition of Bank Leumi USA, including the inability to realize expected cost savings and synergies from the acquisition in the amounts or timeframe anticipated, greater than expected costs or difficulties relating to integration matters, any inability to retain customers and qualified employees of Bank Leumi USA, and the potential for greater than expected non-recurring charges related to the acquisition;

•the impact of COVID-19 and any future resurgences on the U.S. and global economies, including business disruptions, reductions in employment, supply chain interruptions, inflation, Federal Reserve actions impacting the level of market interest rates and increases in business failures, specifically among our clients, as well as on our business, our employees and our ability to provide services to our customers;

•the impact of forbearances or deferrals we are required or agree to as a result of customer requests and/or government actions, including, but not limited to our potential inability to recover fully deferred payments from the borrower or the collateral;

•the risks related to the replacement of the London Interbank Offered Rate with Secured Overnight Financing Rate and other reference rates, including increased expenses and litigation and the effectiveness of hedging strategies;

•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 or trademark infringement, employment related claims, and other matters;

•a prolonged downturn in the economy, mainly in New Jersey, New York, Florida, Alabama, California, and Illinois, as well as an unexpected decline in commercial real estate values within our market areas;

•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;

•the loss of or decrease in lower-cost funding sources within our deposit base, including our inability to achieve deposit retention targets under Valley's branch transformation strategy;

•cyber-attacks, ransomware attacks, computer viruses or other malware that may breach the security of our websites or other systems to obtain unauthorized access to confidential information, destroy data, disable or degrade service, or sabotage our systems;

•results of examinations by the Office of the Comptroller of the Currency (OCC), the Federal Reserve Bank (FRB), 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;

Valley National Bancorp (NASDAQ: VLY)

Fourth Quarter 2022 Earnings

January 26, 2023

•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, 2021.

The financial results and disclosures reported in this release are preliminary. Final 2022 financial results and other disclosures will be reported in our Annual Report on Form 10-K for the year ended December 31, 2022, 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)	2022			2022			2021			2022			2021
FINANCIAL DATA:
Net interest income - FTE (1)	$	467,233		$	455,308		$	316,000		$	1,660,468		$	1,213,115
Net interest income	465,819			453,992			315,301			1,655,640			1,209,901
Non-interest income	52,796			56,194			38,223			206,793			155,013
Total revenue	518,615			510,186			353,524			1,862,433			1,364,914
Non-interest expense	266,240			261,639			184,514			1,024,949			691,542
Pre-provision net revenue	252,375			248,547			169,010			837,484			673,372
Provision for credit losses	7,239			2,023			11,699			56,817			32,633
Income tax expense	67,545			68,405			42,273			211,816			166,899
Net income	177,591			178,119			115,038			568,851			473,840
Dividends on preferred stock	3,630			3,172			3,172			13,146			12,688
Net income available to common stockholders	$	173,961		$	174,947		$	111,866		$	555,705		$	461,152
Weighted average number of common shares outstanding:
Basic	506,359,704			506,342,200			411,775,590			485,434,918			407,445,379
Diluted	509,301,813			508,690,997			414,472,820			487,817,710			410,018,328
Per common share data:
Basic earnings	$	0.34		$	0.35		$	0.27		$	1.14		$	1.13
Diluted earnings	0.34			0.34			0.27			1.14			1.12
Cash dividends declared	0.11			0.11			0.11			0.44			0.44
Closing stock price - high	12.92			12.95			14.82			15.02			14.82
Closing stock price - low	10.96			10.14			13.04			10.14			9.74
FINANCIAL RATIOS:
Net interest margin	3.56		%	3.59		%	3.22		%	3.44		%	3.16		%
Net interest margin - FTE (1)	3.57			3.60			3.23			3.45			3.17
Annualized return on average assets	1.25			1.30			1.08			1.09			1.14
Annualized return on avg. shareholders' equity	11.23			11.39			9.38			9.50			9.98
NON-GAAP FINANCIAL DATA AND RATIOS: (3)
Basic earnings per share, as adjusted	$	0.35		$	0.35		$	0.30		$	1.31		$	1.18
Diluted earnings per share, as adjusted	0.35			0.35			0.29			1.31			1.17
Annualized return on average assets, as adjusted	1.29		%	1.32		%	1.18		%	1.25		%	1.19		%
Annualized return on average shareholders' equity, as adjusted	11.56			11.60			10.19			10.87			10.37
Annualized return on avg. tangible shareholders' equity	16.70		%	17.21		%	13.44		%	14.08		%	14.40		%
Annualized return on average tangible shareholders' equity, as adjusted	17.20			17.54			14.61			16.10			14.96
Efficiency ratio	49.30			49.76			49.44			50.55			48.46




AVERAGE BALANCE SHEET ITEMS:
Assets	$	56,913,215		$	54,858,306		$	42,473,828		$	52,182,310		$	41,475,682
Interest earning assets	52,405,601			50,531,242			39,193,014			48,067,381			38,227,815
Loans	46,086,363			44,341,894			33,338,128			41,930,353			32,816,985
Interest bearing liabilities	33,596,874			31,228,739			25,582,956			30,190,267			25,586,867
Deposits	46,234,857			44,770,368			34,746,786			42,451,465			33,239,432
Shareholders' equity	6,327,970			6,256,767			4,905,343			5,985,236			4,747,745

VALLEY NATIONAL BANCORP

CONSOLIDATED FINANCIAL HIGHLIGHTS


	As of
BALANCE SHEET ITEMS:	December 31,			September 30,			June 30,			March 31,			December 31,
(In thousands)	2022			2022			2022			2022			2021
Assets	$	57,462,749		$	55,927,501		$	54,438,807		$	43,551,457		$	43,446,443
Total loans	46,917,200			45,185,764			43,560,777			35,364,405			34,153,657
Deposits	47,636,914			45,308,843			43,881,051			35,647,336			35,632,412
Shareholders' equity	6,400,802			6,273,829			6,204,913			5,096,384			5,084,066

LOANS:
(In thousands)
Commercial and industrial loans:
Commercial and industrial	$	8,771,250		$	8,615,557		$	8,378,454		$	5,587,781		$	5,411,601
Commercial and industrial PPP loans	33,580			85,820			136,004			203,609			435,950
Total commercial and industrial	8,804,830			8,701,377			8,514,458			5,791,390			5,847,551
Commercial real estate:
Commercial real estate	25,732,033			24,493,445			23,535,086			19,763,202			18,935,486
Construction	3,700,835			3,571,818			3,374,373			2,174,542			1,854,580
Total commercial real estate	29,432,868			28,065,263			26,909,459			21,937,744			20,790,066
Residential mortgage	5,364,550			5,177,128			5,005,069			4,691,935			4,545,064
Consumer:
Home equity	503,884			467,135			431,455			393,538			400,779
Automobile	1,746,225			1,711,086			1,673,482			1,552,928			1,570,036
Other consumer	1,064,843			1,063,775			1,026,854			996,870			1,000,161
Total consumer loans	3,314,952			3,241,996			3,131,791			2,943,336			2,970,976
Total loans	$	46,917,200		$	45,185,764		$	43,560,777		$	35,364,405		$	34,153,657

CAPITAL RATIOS:
Book value per common share	$	12.23		$	11.98		$	11.84		$	11.60		$	11.57
Tangible book value per common share (3)	8.15			7.87			7.71			7.93			7.94
Tangible common equity to tangible assets (3)	7.45		%	7.40		%	7.46		%	7.96		%	7.98		%
Tier 1 leverage capital	8.23			8.31			8.33			8.70			8.88
Common equity tier 1 capital	9.01			9.09			9.06			9.67			10.06
Tier 1 risk-based capital	9.46			9.56			9.54			10.27			10.69
Total risk-based capital	11.63			11.84			11.53			12.65			13.10

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)	2022			2022			2021			2022			2021
Allowance for credit losses for loans
Beginning balance	$	498,408		$	490,963		$	356,927		$	375,702		$	351,354

Allowance for purchased credit deteriorated (PCD) loans, net (2)	—			—			6,542			70,319			6,542
Beginning balance, adjusted	498,408			490,963			363,469			446,021			357,896
Loans charged-off:
Commercial and industrial	(22,106)			(5,033)			(2,224)			(33,250)			(21,507)
Commercial real estate	(388)			(4,000)			—			(4,561)			(382)

Residential mortgage	(1)			—			(1)			(28)			(140)
Total consumer	(1,544)			(962)			(914)			(4,057)			(4,303)
Total loans charged-off	(24,039)			(9,995)			(3,139)			(41,896)			(26,332)
Charged-off loans recovered:
Commercial and industrial	1,069			13,236			1,153			17,081			3,934
Commercial real estate	13			1,729			1,794			2,073			2,553
Construction	—			—			—			—			4
Residential mortgage	17			163			100			711			676
Total consumer	498			477			716			2,929			4,075
Total loans recovered	1,597			15,605			3,763			22,794			11,242
Net (charge-offs) recoveries	(22,442)			5,610			624			(19,102)			(15,090)
Provision for credit losses for loans	7,289			1,835			11,609			56,336			32,896
Ending balance	$	483,255		$	498,408		$	375,702		$	483,255		$	375,702
Components of allowance for credit losses for loans:
Allowance for loan losses	$	458,655		$	475,744		$	359,202		$	458,655		$	359,202
Allowance for unfunded credit commitments	24,600			22,664			16,500			24,600			16,500
Allowance for credit losses for loans	$	483,255		$	498,408		$	375,702		$	483,255		$	375,702
Components of provision for credit losses for loans:
Provision for credit losses for loans	$	5,353		$	1,315		$	9,509		$	48,236		$	27,507
Provision for unfunded credit commitments	1,936			520			2,100			8,100			5,389
Total provision for credit losses for loans	$	7,289		$	1,835		$	11,609		$	56,336		$	32,896

Annualized ratio of total net charge-offs (recoveries) to average loans	0.19		%	(0.05)		%	(0.01)		%	0.05		%	0.05		%
Allowance for credit losses as a % of total loans	1.03		%	1.10		%	1.10		%	1.03		%	1.10		%

VALLEY NATIONAL BANCORP

CONSOLIDATED FINANCIAL HIGHLIGHTS


	As of
ASSET QUALITY:	December 31,			September 30,			June 30,			March 31,			December 31,
($ in thousands)	2022			2022			2022			2022			2021
Accruing past due loans:
30 to 59 days past due:
Commercial and industrial	$	11,664		$	19,526		$	7,143		$	6,723		$	6,717
Commercial real estate	6,638			6,196			10,516			30,807			14,421
Construction	—			—			9,108			1,708			1,941
Residential mortgage	16,146			13,045			12,326			9,266			10,999
Total consumer	9,087			6,196			6,009			5,862			6,811
Total 30 to 59 days past due	43,535			44,963			45,102			54,366			40,889
60 to 89 days past due:
Commercial and industrial	12,705			2,188			3,870			14,461			7,870
Commercial real estate	3,167			383			630			6,314			—
Construction	—			12,969			3,862			3,125			—
Residential mortgage	3,315			5,947			2,410			2,560			3,314
Total consumer	1,579			1,174			702			554			1,020
Total 60 to 89 days past due	20,766			22,661			11,474			27,014			12,204
90 or more days past due:
Commercial and industrial	18,392			15,072			15,470			9,261			1,273
Commercial real estate	2,292			15,082			—			—			32
Construction	3,990			—			—			—			—
Residential mortgage	1,866			550			1,188			1,746			677
Total consumer	47			421			267			400			789
Total 90 or more days past due	26,587			31,125			16,925			11,407			2,771
Total accruing past due loans	$	90,888		$	98,749		$	73,501		$	92,787		$	55,864
Non-accrual loans:
Commercial and industrial	$	98,881		$	135,187		$	148,404		$	96,631		$	99,918
Commercial real estate	68,316			67,319			85,807			79,180			83,592
Construction	74,230			61,098			49,780			17,618			17,641
Residential mortgage	25,160			26,564			25,847			33,275			35,207
Total consumer	3,174			3,227			3,279			3,754			3,858
Total non-accrual loans	269,761			293,395			313,117			230,458			240,216
Other real estate owned (OREO)	286			286			422			1,024			2,259
Other repossessed assets	1,937			1,122			1,200			1,176			2,931

Total non-performing assets	$	271,984		$	294,803		$	314,739		$	232,658		$	245,406
Performing troubled debt restructured loans	$	77,530		$	69,748		$	67,274		$	56,538		$	71,330
Total non-accrual loans as a % of loans	0.57		%	0.65		%	0.72		%	0.65		%	0.70		%
Total accruing past due and non-accrual loans as a % of loans	0.77		%	0.87		%	0.89		%	0.91		%	0.87		%
Allowance for losses on loans as a % of non-accrual loans	170.02		%	162.15		%	149.73		%	157.30		%	149.53		%

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)	2022			2022			2021			2022			2021
Adjusted net income available to common shareholders (non-GAAP):
Net income, as reported (GAAP)	$	177,591		$	178,119		$	115,038		$	568,851		$	473,840
Add: Losses on extinguishment of debt (net of tax)	—			—			—			—			6,024
Add: Losses (gains) on available for sale and held to maturity securities transactions (net of tax)(a)	5			(24)			9			(69)			(390)

Add: Provision for credit losses (net of tax)(b)	—			—			4,471			29,282			4,471
Add: Merger related expenses (net of tax)(c)	5,285			3,360			5,491			52,388			6,698
Add: Litigation reserve (net of tax)(d)	—			—			—			—			1,505
Net income, as adjusted (non-GAAP)	$	182,881		$	181,455		$	125,009		$	650,452		$	492,148
Dividends on preferred stock	3,630			3,172			3,172			13,146			12,688
Net income available to common shareholders, as adjusted (non-GAAP)	$	179,251		$	178,283		$	121,837		$	637,306		$	479,460
_____________
(a) Included in (losses) gains on securities transactions, net.
(b) Primarily represents provision for credit losses for non-PCD loans and unfunded credit commitments acquired in bank acquisitions.

(c) Merger related expenses are primarily within salary and employee benefits expense, technology, furniture and equipment expense and professional and legal fees for the year ended December 31, 2022.
(d) Included in professional and legal fees.

Adjusted per common share data (non-GAAP):
Net income available to common shareholders, as adjusted (non-GAAP)	$	179,251		$	178,283		$	121,837		$	637,306		$	479,460
Average number of shares outstanding	506,359,704			506,342,200			411,775,590			485,434,918			407,445,379
Basic earnings, as adjusted (non-GAAP)	$	0.35		$	0.35		$	0.30		$	1.31		$	1.18
Average number of diluted shares outstanding	509,301,813			508,690,997			414,472,820			487,817,710			410,018,328
Diluted earnings, as adjusted (non-GAAP)	$	0.35		$	0.35		$	0.29		$	1.31		$	1.17
Adjusted annualized return on average tangible shareholders' equity (non-GAAP):
Net income, as adjusted (non-GAAP)	$	182,881		$	181,455		$	125,009		$	650,452		$	492,148
Average shareholders' equity	6,327,970			6,256,767			4,905,343			5,985,236			4,747,745
Less: Average goodwill and other intangible assets	2,074,367			2,117,818			1,481,951			1,944,503			1,457,519
Average tangible shareholders' equity	$	4,253,603		$	4,138,949		$	3,423,392		$	4,040,733		$	3,290,226
Annualized return on average tangible shareholders' equity, as adjusted (non-GAAP)	17.20		%	17.54		%	14.61		%	16.10		%	14.96		%
Adjusted annualized return on average assets (non-GAAP):
Net income, as adjusted (non-GAAP)	$	182,881		$	181,455		$	125,009		$	650,452		$	492,148
Average assets	$	56,913,215		$	54,858,306		$	42,473,828		$	52,182,310		$	41,475,682
Annualized return on average assets, as adjusted (non-GAAP)	1.29		%	1.32		%	1.18		%	1.25		%	1.19		%

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)	2022			2022			2021			2022			2021






Adjusted annualized return on average shareholders' equity (non-GAAP):
Net income, as adjusted (non-GAAP)	$	182,881		$	181,455		$	125,009		$	650,452		$	492,148
Average shareholders' equity	$	6,327,970		$	6,256,767		$	4,905,343		$	5,985,236		$	4,747,745
Annualized return on average shareholders' equity, as adjusted (non-GAAP)	11.56		%	11.60		%	10.19		%	10.87		%	10.37		%
Annualized return on average tangible shareholders' equity (non-GAAP):
Net income, as reported (GAAP)	$	177,591		$	178,119		$	115,038		$	568,851		$	473,840
Average shareholders' equity	6,327,970			6,256,767			4,905,343			5,985,236			4,747,745
Less: Average goodwill and other intangible assets	2,074,367			2,117,818			1,481,951			1,944,503			1,457,519
Average tangible shareholders' equity	$	4,253,603		$	4,138,949		$	3,423,392		$	4,040,733		$	3,290,226
Annualized return on average tangible shareholders' equity (non-GAAP)	16.70		%	17.21		%	13.44		%	14.08		%	14.40		%
Efficiency ratio (non-GAAP):
Non-interest expense, as reported (GAAP)	$	266,240		$	261,639		$	184,514		$	1,024,949		$	691,542
Less: Loss on extinguishment of debt (pre-tax)	—			—			—			—			8,406

Less: Merger-related expenses (pre-tax)	7,372			4,707			7,613			71,203			8,900
Less: Amortization of tax credit investments (pre-tax)	3,213			3,105			2,115			12,407			10,910
Less: Litigation reserve (pre-tax)	—			—			—			—			2,100
Non-interest expense, as adjusted (non-GAAP)	255,655			253,827			174,786			941,339			661,226
Net interest income, as reported (GAAP)	465,819			453,992			315,301			1,655,640			1,209,901
Non-interest income, as reported (GAAP)	52,796			56,194			38,223			206,793			155,013
Add: Losses (gains) on available for sale and held to maturity securities transactions, net (pre-tax)	7			(33)			12			(95)			(545)
Non-interest income, as adjusted (non-GAAP)	$	52,803		$	56,161		$	38,235		$	206,698		$	154,468
Gross operating income, as adjusted (non-GAAP)	$	518,622		$	510,153		$	353,536		$	1,862,338		$	1,364,369
Efficiency ratio (non-GAAP)	49.30		%	49.76		%	49.44		%	50.55		%	48.46		%


	As Of
	December 31,			September 30,			June 30,			March 31,			December 31,
($ in thousands, except for share data)	2022			2022			2022			2022			2021
Tangible book value per common share (non-GAAP):
Common shares outstanding	506,374,478			506,351,502			506,328,526			421,437,068			421,437,068
Shareholders' equity (GAAP)	$	6,400,802		$	6,273,829		$	6,204,913		$	5,096,384		$	5,084,066
Less: Preferred stock	209,691			209,691			209,691			209,691			209,691
Less: Goodwill and other intangible assets	2,066,392			2,079,731			2,090,147			1,543,238			1,529,394
Tangible common shareholders' equity (non-GAAP)	$	4,124,719		$	3,984,407		$	3,905,075		$	3,343,455		$	3,344,981
Tangible book value per common share (non-GAAP)	$	8.15		$	7.87		$	7.71		$	7.93		$	7.94
Tangible common equity to tangible assets (non-GAAP):
Tangible common shareholders' equity (non-GAAP)	$	4,124,719		$	3,984,407		$	3,905,075		$	3,343,455		$	3,344,981
Total assets (GAAP)	$	57,462,749		$	55,927,501		$	54,438,807		$	43,551,457		$	43,446,443
Less: Goodwill and other intangible assets	2,066,392			2,079,731			2,090,147			1,543,238			1,529,394
Tangible assets (non-GAAP)	$	55,396,357		$	53,847,770		$	52,348,660		$	42,008,219		$	41,917,049
Tangible common equity to tangible assets (non-GAAP)	7.45		%	7.40		%	7.46		%	7.96		%	7.98		%

VALLEY NATIONAL BANCORP

CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION

(in thousands, except for share data)


	December 31,
	2022		2021
	(Unaudited)
Assets
Cash and due from banks	$	444,325	$	205,156
Interest bearing deposits with banks	503,622		1,844,764
Investment securities:
Equity securities	48,731		36,473
Trading debt securities	13,438		38,130
Available for sale debt securities	1,261,397		1,128,809
Held to maturity debt securities (net of allowance for credit losses of $1,646 at December 31, 2022 and $1,165 at December 31, 2021)	3,827,338		2,667,532
Total investment securities	5,150,904		3,870,944
Loans held for sale, at fair value	18,118		139,516
Loans	46,917,200		34,153,657
Less: Allowance for loan losses	(458,655)		(359,202)
Net loans	46,458,545		33,794,455
Premises and equipment, net	358,556		326,306
Lease right of use assets	306,352		259,117
Bank owned life insurance	717,177		566,770
Accrued interest receivable	196,606		96,882
Goodwill	1,868,936		1,459,008
Other intangible assets, net	197,456		70,386
Other assets	1,242,152		813,139
Total Assets	$	57,462,749	$	43,446,443
Liabilities
Deposits:
Non-interest bearing	$	14,463,645	$	11,675,748
Interest bearing:
Savings, NOW and money market	23,616,812		20,269,620
Time	9,556,457		3,687,044
Total deposits	47,636,914		35,632,412
Short-term borrowings	138,729		655,726
Long-term borrowings	1,543,058		1,423,676
Junior subordinated debentures issued to capital trusts	56,760		56,413
Lease liabilities	358,884		283,106
Accrued expenses and other liabilities	1,327,602		311,044
Total Liabilities	51,061,947		38,362,377
Shareholders’ Equity
Preferred stock, no par value; 50,000,000 shares authorized:
Series A (4,600,000 shares issued at December 31, 2022 and December 31, 2021)	111,590		111,590
Series B (4,000,000 shares issued at December 31, 2022 and December 31, 2021)	98,101		98,101
Common stock (no par value, authorized 650,000,000 shares; issued 507,896,910 shares at December 31, 2022 and 423,034,027 shares at December 31, 2021)	178,185		148,482
Surplus	4,980,231		3,883,035
Retained earnings	1,218,445		883,645
Accumulated other comprehensive loss	(164,002)		(17,932)
Treasury stock, at cost (1,522,432 common shares at December 31, 2022 and 1,596,959 common shares at December 31, 2021)	(21,748)		(22,855)
Total Shareholders’ Equity	6,400,802		5,084,066
Total Liabilities and Shareholders’ Equity	$	57,462,749	$	43,446,443

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,
	2022		2022		2021		2022		2021
Interest Income
Interest and fees on loans	$	599,015	$	496,520	$	319,141	$	1,828,477	$	1,257,389
Interest and dividends on investment securities:
Taxable	31,300		28,264		15,852		105,716		56,026
Tax-exempt	5,219		5,210		2,535		17,958		11,716
Dividends	3,978		2,738		1,814		11,468		7,357
Interest on federal funds sold and other short-term investments	7,038		3,996		637		13,064		1,738
Total interest income	646,550		536,728		339,979		1,976,683		1,334,226
Interest Expense
Interest on deposits:
Savings, NOW and money market	109,286		50,674		9,983		186,709		42,879
Time	48,417		15,174		3,328		69,691		25,094
Interest on short-term borrowings	7,404		5,160		984		17,453		5,374
Interest on long-term borrowings and junior subordinated debentures	15,624		11,728		10,383		47,190		50,978
Total interest expense	180,731		82,736		24,678		321,043		124,325
Net Interest Income	465,819		453,992		315,301		1,655,640		1,209,901
Provision (credit) for credit losses for held to maturity securities	(50)		188		90		481		(263)
Provision for credit losses for loans	7,289		1,835		11,609		56,336		32,896
Net Interest Income After Provision for Credit Losses	458,580		451,969		303,602		1,598,823		1,177,268
Non-Interest Income
Wealth management and trust fees	10,720		9,281		4,499		34,709		14,910
Insurance commissions	2,903		3,750		2,005		11,975		7,810
Service charges on deposit accounts	10,313		10,338		5,810		36,930		21,424
(Losses) gains on securities transactions, net	(172)		323		495		(1,230)		1,758
Fees from loan servicing	2,637		3,138		2,671		11,273		11,651
Gains on sales of loans, net	908		922		6,653		6,418		26,669

Bank owned life insurance	2,200		1,681		1,993		8,040		8,817
Other	23,287		26,761		14,097		98,678		61,974
Total non-interest income	52,796		56,194		38,223		206,793		155,013
Non-Interest Expense
Salary and employee benefits expense	129,634		134,572		102,675		526,737		375,865
Net occupancy expense	23,446		26,486		20,184		94,352		79,355
Technology, furniture and equipment expense	46,507		39,365		24,265		161,752		89,221
FDIC insurance assessment	6,827		6,500		3,889		22,836		14,183
Amortization of other intangible assets	10,900		11,088		5,074		37,825		21,827
Professional and legal fees	19,620		17,840		11,182		82,618		38,432
Loss on extinguishment of debt	—		—		—		—		8,406
Amortization of tax credit investments	3,213		3,105		2,115		12,407		10,910
Other	26,093		22,683		15,130		86,422		53,343
Total non-interest expense	266,240		261,639		184,514		1,024,949		691,542
Income Before Income Taxes	245,136		246,524		157,311		780,667		640,739
Income tax expense	67,545		68,405		42,273		211,816		166,899
Net Income	177,591		178,119		115,038		568,851		473,840
Dividends on preferred stock	3,630		3,172		3,172		13,146		12,688
Net Income Available to Common Shareholders	$	173,961	$	174,947	$	111,866	$	555,705	$	461,152

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,
	2022		2022		2021		2022		2021
Earnings Per Common Share:
Basic	$	0.34	$	0.35	$	0.27	$	1.14	$	1.13
Diluted	0.34		0.34		0.27		1.14		1.12
Cash Dividends Declared per Common Share	0.11		0.11		0.11		0.44		0.44
Weighted Average Number of Common Shares Outstanding:
Basic	506,359,704		506,342,200		411,775,590		485,434,918		407,445,379
Diluted	509,301,813		508,690,997		414,472,820		487,817,710		410,018,328

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, 2022						September 30, 2022						December 31, 2021
	Average				Avg.		Average				Avg.		Average				Avg.
($ in thousands)	Balance		Interest		Rate		Balance		Interest		Rate		Balance		Interest		Rate
Assets
Interest earning assets:
Loans (1)(2)	$	46,086,363	$	599,040	5.20	%	$	44,341,894	$	496,545	4.48	%	$	33,338,128	$	319,165	3.83	%
Taxable investments (3)	4,934,084		35,278		2.86		4,815,181		31,002		2.58		3,563,329		17,667		1.98
Tax-exempt investments (1)(3)	623,322		6,608		4.24		635,795		6,501		4.09		418,049		3,209		3.07
Interest bearing deposits with banks	761,832		7,038		3.70		738,372		3,996		2.16		1,873,508		636		0.14
Total interest earning assets	52,405,601		647,964		4.95		50,531,242		538,044		4.26		39,193,014		340,677		3.48
Other assets	4,507,614						4,327,064						3,280,814
Total assets	$	56,913,215					$	54,858,306					$	42,473,828
Liabilities and shareholders' equity
Interest bearing liabilities:
Savings, NOW and money market deposits	$	23,476,111	$	109,286	1.86	%	$	23,541,694	$	50,674	0.86	%	$	19,685,730	$	9,983	0.20	%
Time deposits	7,641,769		48,417		2.53		5,192,896		15,174		1.17		3,744,792		3,328		0.36
Short-term borrowings	880,615		7,404		3.36		1,016,240		5,160		2.03		670,433		983		0.59
Long-term borrowings (4)	1,598,379		15,624		3.91		1,477,909		11,728		3.17		1,482,001		10,383		2.80
Total interest bearing liabilities	33,596,874		180,731		2.15		31,228,739		82,736		1.06		25,582,956		24,677		0.39
Non-interest bearing deposits	15,116,977						16,035,778						11,316,264
Other liabilities	1,871,394						1,337,022						669,265
Shareholders' equity	6,327,970						6,256,767						4,905,343
Total liabilities and shareholders' equity	$	56,913,215					$	54,858,306					$	42,473,828
Net interest income/interest rate spread (5)			$	467,233	2.80	%			$	455,308	3.20	%			$	316,000	3.09	%
Tax equivalent adjustment			(1,414)						(1,316)						(699)
Net interest income, as reported			$	465,819					$	453,992					$	315,301
Net interest margin (6)					3.56	%					3.59	%					3.22	%
Tax equivalent effect					0.01						0.01						0.01
Net interest margin on a fully tax equivalent basis (6)					3.57	%					3.60	%					3.23	%

(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 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, 1455 Valley Road, Wayne, New Jersey, 07470, by telephone at (973) 305-3380, by fax at (973) 305-1364 or by e-mail at tzarkadas@valley.com.

EX-99.2 3 a4q22earningspresentatio.htm EX-99.2 a4q22earningspresentatio

4 Q 2 2 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 6 , 2 0 2 3 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,” “would,” “could,” “typically,” “usually,” “anticipate,” “may,” “estimate,” “outlook,” “target,” “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 may cause actual results to differ materially from those contemplated by such forward-looking statements include, but are not limited to: the impact of unfavorable macroeconomic conditions or downturns, instability or volatility in financial markets and other events and factors outside of our control, such as U.S. and global recession concerns, geopolitical concerns including the conflict between Russia and Ukraine, inflationary pressures, labor and market volatility, supply chain issues, and the COVID-19 pandemic or other public health crisis; risks associated with our acquisition of Bank Leumi USA, including the inability to realize expected cost savings and synergies from the Bank Leumi USA acquisition in the amounts or timeframe anticipated; , greater than expected costs or difficulties relating to Bank Leumi USA integration matters; , the any inability to retain customers and qualified employees of Bank Leumi USA; and the potential for greater than expected non- recurring charges related to the Bank Leumi USA acquisition; the continued impact of COVID-19 and any future resurgences on the U.S. and global economies, including business disruptions, reductions in employment, supply chain interruptions, inflation, Federal Reserve actions impacting the level of market interest rates and an increases in business failures, specifically among our clients; the continued impact of COVID-19, as well as on our business, our employees and our ability to provide services to our customers and respond to their needs as more cases and new variants of COVID-19 may arise in our primary markets; continued deterioration in general business and economic conditions or turbulence in domestic or global financial markets; the impact of forbearances or deferrals we are required or agree to as a result of customer requests and/or government actions, including, but not limited to our potential inability to recover fully deferred payments from the borrower or the collateral; the risks related to the discontinuation replacement of the London Interbank Offered Rate with Secured Overnight Financing Rate and other reference rates, including increased expenses and litigation and the effectiveness of hedging strategies; 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 or trademark infringement, employment related claims, and other matters; a prolonged downturn in the economy, mainly in New Jersey, New York, Florida, Alabama, California, and Illinois, as well as an unexpected decline in commercial real estate values within our market areas; 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; the loss of or decrease in lower-cost funding sources within our deposit base, including our inability to achieve deposit retention targets under Valley's branch transformation strategy; cyber-attacks, ransomware attacks, computer viruses or other malware that may breach the security of our websites or other systems to obtain unauthorized access to confidential information, destroy data, disable or degrade service, or sabotage our systems; results of examinations by the Office of the Comptroller of the Currency (OCC), the Federal Reserve Bank (FRB), 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, the COVID-19 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, 2021. The financial results and disclosures included in this presentation are preliminary. Final 2022 financial results and other disclosures will be reported in our Annual Report on Form 10-K for the year ended December 31, 2022, 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 $10.35 $10.85 $11.57 $12.23 $6.73 $7.25 $7.94 $8.15 2019 2020 2021 2022 Equity per Share Measures Book Value (GAAP) Tangible Book Value (non-GAAP) 1 Please refer to the Non-GAAP Disclosure Reconciliation in Appendix. Consistent Financial Improvement 0.93% 0.96% 1.14% 1.09% 0.98% 0.99% 1.19% 1.25% 2019 2020 2021 2022 Return on Average Assets Reported (GAAP) Adjusted (non-GAAP) $898 $1,119 $1,210 $1,656 $898 $1,075 $1,125 $1,642 2019 2020 2021 2022 Net Interest Income ($mm) Reported (GAAP) Ex-PPP (non-GAAP) $0.87 $0.93 $1.12 $1.14 $0.92 $0.96 $1.17 $1.31 2019 2020 2021 2022 Earnings per Share Dil. EPS (GAAP) Dil. EPS (non-GAAP) 1 2019 2020 2021 2022 NIM (FTE) 2.95% 3.03% 3.17% 3.45% 1 1 1

4 2022 Highlights Balance Sheet Growth and Resilience ▪ Strong and Diverse Organic Loan and Deposit Growth Across Business Lines and Geographies ▪ Preservation of Sub-100% Loan / Deposit Ratio ▪ Significant Net Interest Margin Improvement Continued Credit Strength ▪ Non-Accrual Loans Declined to 0.57% of Total Loans from 0.70% in 2021 ▪ Allowance for Credit Losses for Loans / Non-Accrual Loans Increased to 170% from 150% in 2021 ▪ 2022 Net Charge-Offs were Stable at 0.05% of Average Loans Key Business Initiatives ▪ Successfully Completed the Acquisition of Bank Leumi USA, the Largest Transaction in Our History ▪ Continue to Prioritize Service Excellence and Holistic Approach to Customer Relationships ▪ Double-Digit Growth in Niche Deposit Verticals (HOA, Cannabis, Digital, National Deposits) ▪ Introduced Additional Diverse Funding Niches from Bank Leumi (International & Technology, Private Banking) ▪ Continued Loan Growth from New Market Expansion Efforts (Los Angeles, Chicago, Atlanta, Nashville)

5 4Q22 3Q22 4Q21 4Q22 3Q22 4Q21 Net Income ($mm) $177.6 $178.1 $115.0 $182.9 $181.5 $125.0 Return on Average Assets Annualized 1.25% 1.30% 1.08% 1.29% 1.32% 1.18% Return on Average Assets, ex. PPP 1 Annualized -- -- -- 1.28% 1.32% 1.08% Efficiency Ratio (Non-GAAP) -- -- -- 49.3% 49.8% 49.4% Diluted Earnings Per Share $0.34 $0.34 $0.27 $0.35 $0.35 $0.29 Pre-Provision Net Revenue 2 ($mm) $252.4 $248.5 $169.0 $263.0 $256.3 $178.8 PPNR / Average Assets 2 Annualized 1.77% 1.81% 1.59% 1.85% 1.87% 1.68% GAAP Reported Non-GAAP Adjusted 1 1 Please refer to the Non-GAAP Disclosure Reconciliation in Appendix. 2 Pre-provision net revenue equals net interest income plus total non-interest income less total non-interest expense; PPNR / Avg. Assets is presented on an annualized basis; Please refer to the Non-GAAP Disclosure Reconciliation in Appendix. 4Q 2022 Financial Highlights Adjusted earnings stability reflects net interest income expansion offset by a higher provision and lower non- interest income, reflecting a decline in swap revenue. Loan growth remains strong as payoffs continue to slow.

6 Multifamily 17% Non Owner-Occupied CRE 24% Healthcare CRE 5% Owner-Occupied CRE 9% C&I 19% Consumer 7% Residential R.E. 11% Construction 8% CRE 46% C&I 28% Other 26% New Loan Originations ($bn) 1 Loan classifications according to call report schedule which may not correspond to classifications outlined in earnings release. 2 CRE includes multifamily, non-owner occupied CRE and healthcare CRE; C&I includes owner-occupied CRE and C&I; Other includes construction, residential RE and Consumer. 3 Cumulative Beta is measured as the change in Valley’s quarterly average loan yield since the quarter preceding the rate hike cycle (4Q21) as a percentage of the change in the average quarterly Fed Funds Upper Bound over the same period. Slower Payoffs Continue to Enhance Loan Growth Gross Loans ($bn) $45.2 $46.9 9/30/2022 12/31/2022 12/31/2022 Loan Composition 1, 2 4Q22 Annualized: +15.3% $2.5 $2.6 $3.6 $2.7 $2.6 3.23% 3.32% 4.08% 5.21% 6.20% 3.83% 3.67% 3.91% 4.48% 5.20% 4Q21 1Q22 2Q22 3Q22 4Q22 Origination Volume (Gross) New Origination Rate Avg. Portfolio Rate Cumulative Loan Beta (Current Cycle) 3 Avg. Fed Funds (Upper) Avg. Loan Yield Cumulative Beta 4Q21 0.25% 3.83% -- 1Q22 0.30% 3.67% -- 2Q22 0.96% 3.91% 11% 3Q22 2.39% 4.48% 30% 4Q22 3.82% 5.20% 38%

7 Deposit Growth Supporting Loans Deposit Balance Trends ($bn) 20.3 23.6 23.6 11.7 15.4 14.5 3.7 6.3 9.6 35.6 45.3 47.6 12/31/2021 09/30/2022 12/31/2022 Savings & Interest Checking Non-Interest Time 12% 32% 56% 20% 30% 50% Avg. Fed Funds vs. Deposit Costs (%) 0.15% 0.14% 0.19% 0.59% 1.36% 0.25% 0.30% 0.96% 2.39% 3.82% 4Q21 1Q22 2Q22 3Q22 4Q22 Total Deposits Average Fed Funds (Upper) 4Q22 Annualized: +20.5% 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% -- 1Q22 0.30% 0.14% -- 2Q22 0.96% 0.19% 5% 3Q22 2.39% 0.59% 20% 4Q22 3.82% 1.36% 34%

8 Net Interest Income Analysis 4Q21 1Q22 2Q22 3Q22 4Q22 Net Interest Income (FTE) 316 318 420 455 467 PPP Impact 1 (17) (7) (4) (2) (1) NII ex PPP 299 311 415 454 466 Earning Asset Analysis 4Q21 1Q22 2Q22 3Q22 4Q22 Avg. Earning Assets 39,193 40,283 48,891 50,531 52,405 PPP Impact 1 (642) (298) (228) (106) (62) Earning Assets ex PPP 38,551 39,985 48,663 50,425 52,343 NIM Analysis 4Q21 1Q22 2Q22 3Q22 4Q22 NII ex PPP (FTE) 299 311 415 454 466 Earning Assets 38,551 39,985 48,663 50,425 52,343 NIM ex PPP (FTE) 3.10% 3.11% 3.42% 3.60% 3.57% Reported GAAP Net Interest Income ($mm) and Margin Net Interest Margin Net Interest Income ($mm) and Margin Ex-PPP (non-GAAP) 1, 2 $316 $318 $420 $455 $467 3.23% 3.16% 3.43% 3.60% 3.57% 4Q21 1Q22 2Q22 3Q22 4Q22 Net Interest Income ($mm, GAAP) NIM $299 $311 $416 $454 $466 3.10% 3.11% 3.42% 3.60% 3.57% 4Q21 1Q22 2Q22 3Q22 4Q22 NII ($mm) NIM All metrics are represented on a full tax equivalent basis 1 Please refer to the Non-GAAP Disclosure Reconciliation in Appendix. 2 4Q22, 3Q22 and 2Q22 PPP impact includes average balance, interest income, and purchased loan accretion for PPP loans acquired from Bank Leumi.

9 $20.7 $31.5 $31.0 $4.3 $10.7 $7.3 $6.5 $13.0 $13.6 $6.7 $0.9 $0.9 $38.2 $56.2 $52.8 4Q21 3Q22 4Q22 Other Non-Interest Income Swap Income Trust, Investment & Insurance Gain on Sale of Loans Other $18.0 34% Trust, Investment & Insurance $13.6 26% Loan Servicing Fees $2.6 5% Service Charges $10.3 19% Gain-on-Sale of Loans, net $0.9 2% Swap Fees $7.3 14% 4Q22 Non-Interest Income Composition ($mm) Fee Income $52.8mm Non-Interest Income ($mm)

10 253.8 255.7 7.8 10.6 261.6 266.2 3Q22 4Q22 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) Efficiency Ratio Trend 1 49.4% 49.8% 49.3% 52.0% 49.9% 49.4% 4Q21 3Q22 4Q22 4Q21 3Q22 ex-PPP 4Q22 Operating Leverage 1 7% 20% 3% 16% Q/Q Growth Annualized (4Q22 / 3Q22) 4-Year CAGR (4Q22 / 4Q18) Adj. Revenue ex-PPP Adj. Expenses

11 0.70% 0.65% 0.72% 0.65% 0.57% 12/31/2021 3/31/2022 6/30/2022 9/30/2022 12/31/2022 Asset Quality Non-Accrual Loans / Total Loans Loan Loss Provision ($mm) Allowance for Credit Losses for Loans / Total Loans 0.99% 1.03% 1.10% 1.07% 1.13% 1.10% 1.03% 12/31/2021 3/31/2022 6/30/2022 9/30/2022 12/31/22 Net Charge-offs ($mm) 1 Excludes $62.4mm of charge-offs related to PCD loans acquired from Leumi and recognized upon completion of the merger in accordance with GAAP. Sums may be inconsistent due to rounding. $(1) $(0) $2 $(6) $22 (0.01%) 0.00% 0.02% (0.05%) 0.19% 4Q21 1Q22 2Q22 3Q22 4Q22 Net Charge-offs NCOs / Avg. Loans $5.4 $3.5 $2.7 $1.8 $7.3 $6.2 $41.0 4Q21 1Q22 2Q22 3Q22 4Q22 Provision Non-PCD Acquired Loans 1 2022 NCOs / Avg. Loans: 0.05%

12 Equity & Capitalization $7.94 $7.93 $7.71 $7.87 $8.15 $11.57 $11.60 $11.84 $11.98 $12.23 12/31/2021 3/31/2022 6/30/2022 9/30/2022 12/31/2022 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. 7.98% 7.96% 7.46% 7.40% 7.44% 11.70% 11.70% 11.40% 11.22% 11.14% 12/31/2021 3/31/2022 6/30/2022 9/30/2022 12/31/2022 Tangible Common Equity / Tangible Assets Equity / Assets Holding Company Capital Ratios 12/31/21 9/30/22 12/31/22 Tier 1 Leverage 8.88 8.31 8.23 Common Equity Tier 1 10.06 9.09 9.01 Tier 1 Risk-Based 10.69 9.56 9.46 Total Risk-Based 13.10 11.84 11.63 4Q22 TBV +14% Annualized

13 • Between 7% - 9%. (based on 12/31/2022 gross loans of $46.9 billion) 2023 Loan Growth • Year-over-year growth of 16% - 18% (from full-year 2022 net interest income of $1,656 million) Net Interest Income • Year-over-year growth of 10.5% - 12.5% (based on 2022 reported expenses less merger charges of $954 million) Non-Interest Expense • 2023 efficiency at or below current levelsEfficiency Ratio • Approximately 28%2023 Tax Rate 2023 Targets & Outlook 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

15 CRE Detail as of 12/31/2022 Portfolio by Collateral Type Apartment & Residential 29% Retail 19% Mixed Use 10% Office 10% Industrial 11% Healthcare 11% Specialty & Other 10% Portfolio by Geography Florida 25.5% New Jersey 20.0% Other 20.2% Other NYC Boroughs 13.7% Manhattan (Multifamily) 6.3% Manhattan (Other) 4.4% New York (ex. NYC) 9.9% Geography Outstanding ($BN) % of Total Wtd. Avg. LTV Wtd. Avg. DSCR Florida $6.6 25.5% 61% 1.94x New Jersey $5.1 20.0% 61% 1.73x Other NYC Boroughs $3.5 13.7% 56% 1.49x Manhattan $2.8 10.7% 38% (53% ex Co-Ops) 1.66x New York (ex. NYC) $2.5 9.9% 55% 1.81x Other $5.2 20.2% 64% 1.74x Total $25.7 100.0% 58% 1.75x $25.7bn $25.7bn Sums may be inconsistent due to rounding.

16 December 31, September 30, December 31, December 31, December 31, December 31, December 31, ($ in thousands, except for share data) 2022 2022 2021 2022 2021 2020 2019 Adjusted net income available to common shareholders (Non-GAAP): Net income, as reported (GAAP) $177,591 $178,119 $115,038 $568,851 $473,840 $390,606 $309,793 Less: Gain on sale leaseback transactions (net of tax) (a) — — — — — — (56,414) Add: Losses on extinguishment of debt (net of tax) — — — — 6,024 8,649 22,992 Add: Losses (gains) on available for sale and held to maturity securities transactions (net of tax) (b) 5 (24) 9 (69) (390) (377) 108 Add: Severance expense (net of tax) (c) — — — — — 1,489 3,477 Add: Tax credit investment impairment (net of tax) (d) — — — — — — 1,746 Add: Litigation reserves (net of tax) (e) — — — — 1,505 — — Add: Provision for credit losses for non-PCD loans and HTM securities (net of tax) (f) — — 4,471 29,282 4,471 — — Add: Merger related expenses (net of tax) (g) 5,285 3,360 5,491 52,388 6,698 1,371 11,929 Add: Income tax expense (benefit) (h) — — — — — — 31,123 Net income, as adjusted (Non-GAAP) $182,881 $181,455 $125,009 $650,452 $492,148 $401,738 $326,858 Dividends on preferred stock 3,630 3,172 3,172 13,146 12,688 12,688 12,688 Net income available to common shareholders, as adjusted (Non-GAAP) $179,251 $178,283 $121,837 $637,306 $479,460 $389,050 $314,170 (a) The gain on sale leaseback transactions is included in gains on the sales of assets within other non-interest income. (b) Included in (losses) / gains on securities transactions, net. (c) Severance expenses are included in salary and employee benefits expense. (d) Impairment is included in the amortization of tax credit investments. (e) Litigation reserve included in professional and legal fees. (f) Represents provision for credit losses for non-PCD loans and unfunded credit commitments acquired in bank acquisitions. (g) Merger related expenses are primarily within salary and employee benefits expense, technology, furniture and equipment expense and professional and legal fees. (h) Income tax expense related to reserves for uncertain tax positions in 2019. Adjusted per common share data (Non-GAAP): Net income available to common shareholders, as adjusted (Non-GAAP) $179,251 $178,283 $121,837 $637,306 $479,460 $389,050 $314,170 Average number of shares outstanding 506,359,704 506,342,200 411,775,590 485,434,918 407,445,379 403,754,356 337,792,270 Basic earnings, as adjusted (Non-GAAP) $0.35 $0.35 $0.30 $1.31 $1.18 $0.96 $0.93 Average number of diluted shares outstanding 509,301,813 508,690,997 414,472,820 487,817,710 410,018,328 405,046,207 340,117,808 Diluted earnings, as adjusted (Non-GAAP) $0.35 $0.35 $0.29 $1.31 $1.17 $0.96 $0.92 Adjusted annualized return on average tangible shareholders' equity (Non-GAAP): Net income, as adjusted (Non-GAAP) $182,881 $181,455 $125,009 $650,452 $492,148 $401,738 $326,858 Average shareholders' equity 6,327,970 6,256,767 4,905,343 5,985,236 4,747,745 4,500,067 3,555,483 Less: Average goodwill and other intangible assets 2,074,367 2,117,818 1,481,951 1,944,503 1,457,519 1,454,349 1,182,140 Average tangible shareholders' equity 4,253,603 4,138,949 3,423,392 4,040,733 3,290,226 3,045,718 2,373,343 Annualized return on average tangible shareholders' equity, as adjusted (Non-GAAP) 17.20% 17.54% 14.61% 16.10% 14.96% 13.19% 13.77% Adjusted annualized return on average assets (Non-GAAP): Net income, as adjusted (Non-GAAP) $182,881 $181,455 $125,009 $650,452 $492,148 $401,738 $326,858 Average assets $56,913,215 $54,858,306 $42,473,828 $52,182,310 $41,475,682 $40,557,346 $33,442,738 Annualized return on average assets, as adjusted (Non-GAAP) 1.29% 1.32% 1.18% 1.25% 1.19% 0.99% 0.98% Adjusted annualized return on average shareholders' equity (Non-GAAP): Net income, as adjusted (Non-GAAP) $182,881 $181,455 $125,009 $650,452 $492,148 $401,738 $326,858 Average shareholders' equity 6,327,970 6,256,767 4,905,343 5,985,236 4,747,745 $4,500,067 $3,555,483 Annualized return on average shareholders' equity, as adjusted (Non-GAAP) 11.56% 11.60% 10.19% 10.87% 10.37% 8.93% 9.19% Years EndedThree Months Ended Non-GAAP Reconciliations to GAAP Financial Measures

17 December 31, September 30, December 31, December 31, December 31, December 31, December 31, ($ in thousands) 2022 2022 2021 2022 2021 2020 2019 Annualized return on average tangible shareholders' equity (Non-GAAP): Net income, as reported (GAAP) $177,591 $178,119 $115,038 $568,851 $473,840 $390,606 $309,793 Average shareholders' equity 6,327,970 6,256,767 4,905,343 5,985,236 4,747,745 4,500,067 3,555,483 Less: Average goodwill and other intangible assets 2,074,367 2,117,818 1,481,951 1,944,503 1,457,519 1,454,349 1,182,140 Average tangible shareholders' equity 4,253,603 4,138,949 3,423,392 4,040,733 3,290,226 3,045,718 2,373,343 Annualized return on average tangible shareholders' equity (Non-GAAP): 16.70% 17.21% 13.44% 14.08% 14.40% 12.82% 13.05% Efficiency ratio (Non-GAAP): Non-interest expense, as reported (GAAP) $266,240 $261,640 $184,514 $1,024,949 $691,542 $646,148 $631,555 Less: Loss on extinguishment of debt (pre-tax) — — — — 8,406 12,036 31,995 Less: Severance expense (pre-tax) — — — — — 2,072 4,838 Less: Litigation reserve (pre-tax) — — — — 2,100 — — Less: Merger-related expenses (pre-tax) 7,372 4,707 7,613 71,203 8,900 1,907 16,579 Less: Amortization of tax credit investments (pre-tax) 3,213 3,105 2,115 12,407 10,910 13,335 20,392 Non-interest expense, as adjusted (Non-GAAP) $255,655 $253,828 $174,786 $941,339 $661,226 $616,798 $557,751 Net interest income, as reported (GAAP) 465,819 453,992 315,301 1,655,640 1,209,901 1,118,904 898,048 Non-interest income, as reported (GAAP) 52,796 56,194 38,223 206,793 155,013 183,032 214,520 Add: Net impairment losses on securities (pre-tax) — — — — — — 2,928 Add: Losses on available for sale and held to maturity securities transactions, net (pre-tax) 7 (33) 12 (95) (545) (524) 150 Less: Gain on sale leaseback transaction (pre-tax) — — — — — — 78,505 Non-interest income, as adjusted (Non-GAAP) $52,803 $56,161 $38,235 $206,698 $154,468 $182,508 $139,093 Gross operating income, as adjusted (Non-GAAP) 518,622 510,153 353,536 1,862,338 1,364,369 $1,301,412 $1,037,141 Efficiency ratio (Non-GAAP) 49.30% 49.76% 49.44% 50.55% 48.46% 47.39% 53.78% Annualized pre-provision net revenue / average assets Net interest income, as reported (GAAP) $465,819 $453,992 $315,301 $1,655,640 $1,209,901 $1,118,904 $898,048 Non-interest income, as reported (GAAP) 52,796 56,194 38,223 206,793 155,013 183,032 214,520 Less: Non-interest expense, as reported (GAAP) 266,240 261,640 184,514 1,024,949 691,542 646,148 631,555 Pre-provision net revenue (GAAP) $252,375 $248,546 $169,010 $837,484 $673,372 $655,788 $481,013 Average assets $56,913,215 $54,858,306 $42,473,828 $52,182,310 $41,475,682 $40,557,346 $33,442,738 Annualized pre-provision net revenue / average assets (GAAP) 1.77% 1.81% 1.59% 1.60% 1.62% 1.62% 1.44% Annualized pre-provision net revenue / average assets, as adjusted Pre-provision net revenue (GAAP) $252,375 $248,546 $169,010 $837,484 $673,372 $655,788 $481,013 Add: Loss on extinguishment of debt (pre-tax) — — — — 8,406 12,036 31,995 Add: Severance expense (pre-tax) — — — — — 2,072 4,838 Add: Litigation reserve (pre-tax) — — — — 2,100 — — Add: Merger-related expenses (pre-tax) 7,372 4,707 7,613 71,203 8,900 1,907 16,579 Add: Amortization of tax credit investments (pre-tax) 3,213 3,105 2,115 12,407 10,910 13,335 20,392 Add: Net impairment losses on securities (pre-tax) — — — — — — 2,928 Less: Losses (gains) on available for sale and held to maturity securities transactions, net (pre-tax) 7 (33) 12 95 545 524 (150) Less: Gain on sale leaseback transaction (pre-tax) — — — — — — 78,505 Pre-provision net revenue, as adjusted (Non-GAAP) 262,967 256,325 178,750 920,999 703,143 684,614 479,390 Average assets $56,913,215 $54,858,306 $42,473,828 $52,182,310 $41,475,682 $40,557,346 $33,442,738 Annualized pre-provision net revenue / average assets, as adjusted (Non-GAAP) 1.85% 1.87% 1.68% 1.76% 1.70% 1.69% 1.43% Three Months Ended Years Ended Non-GAAP Reconciliations to GAAP Financial Measures

18 December 31, September 30, December 31, ($ in thousands) 2022 2022 2021 Annualized return on average assets, excluding Paycheck Protection Program ("PPP") (Non-GAAP): Net income, as reported (GAAP) $177,591 $178,119 $115,038 Less: Interest and fees on PPP loans (net of tax) 564 1,100 12,549 Net income, excluding interest and fees on PPP loans (Non-GAAP) 177,027 177,019 102,489 Average assets $56,913,215 $54,858,306 $42,473,828 Less: Average PPP loans 55,433 106,030 641,589 Average assets, excluding average PPP loans (Non-GAAP) 56,857,782 54,752,276 41,832,239 Annualized return on average assets, excluding PPP (Non-GAAP) 1.25% 1.29% 0.98% Adjusted annualized return on average assets, excluding Paycheck Protection Program ("PPP") (Non-GAAP): Net income, as adjusted (Non-GAAP) $182,881 $181,455 $125,009 Less: Interest and fees on PPP loans (net of tax) 564 1,100 12,549 Net income, as adjusted, excluding interest and fees on PPP loans (Non-GAAP) 182,317 180,355 112,460 Average assets, excluding average PPP loans (Non-GAAP) 56,857,782 54,752,276 41,832,239 Annualized return on average assets, as adjusted, excluding PPP (Non-GAAP) 1.28% 1.32% 1.08% Three Months Ended Non-GAAP Reconciliations to GAAP Financial Measures December 31, December 31, December 31, December 31, ($ in thousands) 2022 2021 2020 2019 Net interest income, excluding PPP (Non-GAAP) Net interest income, as reported (GAAP) $1,655,640 $1,209,901 $1,118,904 $898,048 Less: Interest and fees on PPP loans (Non-GAAP) 13,409 84,905 43,626 - Net interest income, excluding interest and fees on PPP loans (non-GAAP) $1,642,231 $1,124,996 $1,075,278 $898,048 Years Ended

19 Non-GAAP Reconciliations to GAAP Financial Measures December 31, September 30, June 30, March 31, December 31, September 30, June 30, March 31, December 31, September 30, June 30, ($ in thousands, except for share data) 2022 2022 2022 2022 2021 2021 2021 2021 2020 2020 2020 Net interest income, as reported (GAAP) 465,819$ 453,992$ 418,160$ 317,669$ 315,301$ 301,026$ 300,907$ 292,667$ 287,920$ 283,086$ 282,559$ Non-interest income, as reported (GAAP) 52,796 56,194 58,533 39,270 38,223 42,431 43,126 31,233 47,533 49,272 44,830 Add: Net impairment losses on securities (pre-tax) - - - - - - - - - - - Add: Branch related asset impairment (pre-tax) - - - - - - - - - - - Add: Losses / (gains) on available for sale and held to maturity securities transactions, net (pre-tax) 7 (33) (78) 9 12 (788) 113 118 (651) 46 41 Less: Gain on the sale of Visa Class B shares (pre-tax) - - - - - - - - - - - Less: Gain on sale leaseback transaction (pre-tax) - - - - - - - - - - - Non-Interest Income, as adjusted (Non-GAAP) 52,803 56,161 58,455 39,279 38,235 41,643 43,239 31,351 46,882 49,318 44,871 Gross revenue, as adjusted (Non-GAAP) 518,622 510,153 476,615 356,948 353,536 342,669 344,146 324,018 334,802 332,404 327,430 Less: PPP Loan Income (pre-tax) 778 1,522 4,074 7,075 17,161 16,284 25,726 25,733 17,018 14,772 11,836 Gross revenue, as adjusted, excluding PPP (Non-GAAP) 517,844 508,631 472,541 349,873 336,375 326,385 318,420 298,285 317,784 317,632 315,594 Non-interest expense, as reported (GAAP) $266,240 $261,640 $299,730 $197,340 $184,514 $174,922 $171,893 $160,213 $173,141 $160,185 $157,166 Less: Loss on extinguishment of debt (pre-tax) - - - - - - 8,406 - 9,683 2,353 - Less: Severance expense (pre-tax) - - - - - - - - 2,072 - - Less: Litigation reserve - - - - - 2,100 - - - - - Less: Merger-related expenses (pre-tax) 7,372 4,707 54,496 4,628 7,613 1,287 - - 133 106 366 Less: Amortization of tax credit investments (pre-tax) 3,213 3,105 3,193 2,896 2,115 3,079 2,972 2,744 3,932 2,759 3,416 Non-interest expense, as adjusted (Non-GAAP) 255,655 253,828 242,041 189,816 174,786 168,456 160,515 157,469 157,321 154,967 153,384 Efficiency ratio (Non-GAAP) 49.30% 49.76% 50.78% 53.18% 49.44% 49.16% 46.64% 48.60% 46.99% 46.62% 46.84% Efficiency ratio, excluding PPP (Non-GAAP) 49.37% 49.90% 51.22% 54.25% 51.96% 51.61% 50.41% 52.79% 49.51% 48.79% 48.60% March 31, December 31, September 30, June 30, March 31, December 31, September 30, June 30, March 31, ($ in thousands, except for share data) 2020 2019 2019 2019 2019 2018 2018 2018 2018 Net interest income, as reported (GAAP) 265,339$ 238,541$ 220,625$ 220,234$ 218,648$ 222,053$ 216,800$ 210,752$ 207,598$ Non-interest income, as reported (GAAP) 41,397 38,094 41,150 27,603 107,673 34,694 29,038 38,069 32,251 Add: Net impairment losses on securities (pre-tax) - - - 2,928 - - - - - Add: Branch related asset impairment (pre-tax) - - - - - - 1,821 - - Add: Losses / (gains) on available for sale and held to maturity securities transactions, net (pre-tax) 40 36 93 (11) 32 1,462 79 36 765 Less: Gain on the sale of Visa Class B shares (pre-tax) - - - - - 6,530 - - - Less: Gain on sale leaseback transaction (pre-tax) - - - - 78,505 - - - - Non-Interest Income, as adjusted (Non-GAAP) 41,437 38,130 41,243 30,520 29,200 29,626 30,938 38,105 33,016 Gross revenue, as adjusted (Non-GAAP) 306,776 276,671 261,868 250,754 247,848 251,679 247,738 248,857 240,614 Less: PPP Loan Income (pre-tax) - - - - - - - - - Gross revenue, as adjusted, excluding PPP (Non-GAAP) 306,776 276,671 261,868 250,754 247,848 251,679 247,738 248,857 240,614 Non-interest expense, as reported (GAAP) $155,656 $196,146 $145,877 $141,737 $147,795 $153,712 $151,681 $149,916 $173,752 Less: Loss on extinguishment of debt (pre-tax) - 31,995 - - - - - - - Less: Severance expense (pre-tax) - - - - 4,838 2,662 - - - Less: Litigation reserve - - - - - - 1,684 - 10,500 Less: Merger-related expenses (pre-tax) 1,302 15,110 1,434 35 - (635) 1,304 3,248 13,528 Less: Amortization of tax credit investments (pre-tax) 3,228 3,971 4,385 4,863 7,173 9,044 5,412 4,470 5,274 Non-interest expense, as adjusted (Non-GAAP) 151,126 145,070 140,058 136,839 135,784 142,641 143,281 142,198 144,450 Efficiency ratio (Non-GAAP) 49.26% 52.43% 53.48% 54.57% 54.79% 56.68% 57.84% 57.14% 60.03% Efficiency ratio, excluding PPP (Non-GAAP) 49.26% 52.43% 53.48% 54.57% 54.79% 56.68% 57.84% 57.14% 60.03% Three Months Ended Three Months Ended

20 December 31, September 30, June 30, March 31, December 31, December 31, December 31, ($ in thousands, except for share data) 2022 2022 2022 2022 2021 2020 2019 Tangible book value per common share (Non-GAAP): Common shares outstanding 506,374,478 506,351,502 506,328,526 421,437,068 421,437,068 403,858,998 403,278,390 Shareholders' equity $6,400,802 $6,273,828 $6,204,913 $5,096,384 $5,084,066 $4,592,120 $4,384,188 Less: Preferred Stock 209,691 209,691 209,691 209,691 209,691 209,691 209,691 Less: Goodwill and other intangible assets 2,066,392 2,079,731 2,090,147 1,543,238 1,529,394 1,452,891 1,460,397 Tangible common shareholders' equity (Non-GAAP) $4,124,719 $3,984,406 $3,905,075 $3,343,455 $3,344,981 $2,929,538 $2,714,100 Tangible book value per common share (Non-GAAP): $8.15 $7.87 $7.71 $7.93 $7.94 $7.25 $6.73 Book value per common share (GAAP) $12.23 $11.98 $11.84 $11.60 $11.57 $10.85 $10.35 Tangible common equity to tangible assets (Non-GAAP): Tangible common shareholders' equity (Non-GAAP) $4,124,719 $3,984,406 $3,905,075 $3,343,455 $3,344,981 $2,929,538 $2,714,100 Total assets 57,462,749 55,927,501 54,438,807 43,551,457 43,446,443 40,693,576 37,436,020 Less: Goodwill and other intangible assets 2,066,392 2,079,731 2,090,147 1,543,238 1,529,394 1,452,891 1,460,397 Tangible assets (Non-GAAP) 55,396,357 53,847,770 52,348,660 42,008,219 41,917,049 $39,240,685 $35,975,623 Tangible common equity to tangible assets (Non-GAAP) 7.45% 7.40% 7.46% 7.96% 7.98% 7.47% 7.54% As of Non-GAAP Reconciliations to GAAP Financial Measures December 31, December 31, December 31, December 31, ($ in thousands, except for share data) 2022 2021 2020 2019 Net interest income, as reported (GAAP) 1,655,640$ 1,209,901$ 1,118,904$ 898,048$ Non-interest income, as reported (GAAP) 206,793 155,013 183,032 214,520 Add: Net impairment losses on securities (pre-tax) - - - 2,928 Add: Branch related asset impairment (pre-tax) - - - - Add: Losses / (gains) on available for sale and held to maturity securities transactions, net (pre-tax) (95) (545) (524) 150 Less: Gain on the sale of Visa Class B shares (pre-tax) - - - - Less: Gain on sale leaseback transaction (pre-tax) - - - 78,505 Non-Interest Income, as adjusted (Non-GAAP) 206,698 154,468 182,508 139,093 Gross revenue, as adjusted (Non-GAAP) 1,862,338 1,364,369 1,301,412 1,037,141 Less: PPP Loan Income (pre-tax) 13,449 84,904 43,626 - Gross revenue, as adjusted, excluding PPP (Non-GAAP) 1,848,889 1,279,465 1,257,786 1,037,141 Non-interest expense, as reported (GAAP) $1,024,950 $691,542 $646,148 $631,555 Less: Loss on extinguishment of debt (pre-tax) - 8,406 12,036 31,995 Less: Severance expense (pre-tax) - - 2,072 4,838 Less: Litigation reserve - 2,100 - - Less: Merger-related expenses (pre-tax) 71,203 8,900 1,907 16,579 Less: Amortization of tax credit investments (pre-tax) 12,407 10,910 13,335 20,392 Non-interest expense, as adjusted (Non-GAAP) 941,340 661,226 616,798 557,751 Efficiency ratio (Non-GAAP) 50.55% 48.46% 47.39% 53.78% Efficiency ratio, excluding PPP (Non-GAAP) 50.91% 51.68% 49.04% 53.78% Years Ended,

21 ▪ Log onto our website: www.valley.com ▪ Email requests to: tlan@valley.com ▪ Call Travis Lan in Investor Relations, at: (973) 686-5007 ▪ Write to: Valley National Bank 1455 Valley Road Wayne, New Jersey 07470 Attn: Travis Lan, FSVP – Director, Corporate Finance & Business Development ▪ Log onto our website above or www.sec.gov to obtain free copies of documents filed by Valley with the SEC For More Information