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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): October 23, 2025
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
Non-Cumulative Perpetual Preferred Stock, Series C, no par value VLYPN 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 October 23, 2025, Valley National Bancorp (“Valley”) issued a press release announcing Valley’s financial results for the third quarter 2025. A copy of the press release is furnished herewith as Exhibit 99.1.

The information in this Item 2.02, including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be incorporated by reference into a filing under the Securities Act of 1933, as amended (the "Securities Act"), except as shall be expressly set forth by specific reference in such a filing.
Item 7.01
Regulation FD Disclosure.

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

Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. Description
99.1
99.2
104 Cover Page Interactive Data File (embedded within the Inline XBRL document).



SIGNATURE

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

Dated: October 23, 2025
VALLEY NATIONAL BANCORP
By:
/s/ Travis Lan
Travis Lan
Senior Executive Vice President and
Chief Financial Officer
(Principal Financial Officer)


EX-99.1 2 exhibit991earningsrelease1.htm EX-99.1 Document
Exhibit 99.1
imagea.jpg
News Release


FOR IMMEDIATE RELEASE Contact: Travis Lan
Senior Executive Vice President and
Chief Financial Officer
973-686-5007

VALLEY NATIONAL BANCORP ANNOUNCES THIRD QUARTER 2025 RESULTS

NEW YORK, NY – October 23, 2025 -- Valley National Bancorp (NASDAQ:VLY), the holding company for Valley National Bank, today reported net income for the third quarter 2025 of $163.4 million, or $0.28 per diluted common share, as compared to the second quarter 2025 net income of $133.2 million, or $0.22 per diluted common share, and net income of $97.9 million, or $0.18 per diluted common share, for the third quarter 2024. Excluding all non-core income and charges, our adjusted net income (a non-GAAP measure) was $164.1 million, or $0.28 per diluted common share, for the third quarter 2025, $134.4 million, or $0.23 per diluted common share, for the second quarter 2025, and $96.8 million, or $0.18 per diluted common share, for the third quarter 2024. See further details below, including a reconciliation of our non-GAAP adjusted net income, in the "Consolidated Financial Highlights" tables.
Ira Robbins, CEO, commented, “This quarter’s results reflect Valley’s strong momentum as our profitability improvement is catching up to the balance sheet strengthening that has occurred since the beginning of 2024. New additions to our leadership team have already begun to positively impact our business generation, talent base, and strategic operating model.”

Mr. Robbins continued, “Valley remains a strong regional bank player in an ever-shrinking pool. Our unique ability to combine the robust suite of financial products and services of a large bank with the high-touch service, responsiveness, and market knowledge of a community bank position us extremely well to capitalize on the significant opportunities that we believe lay ahead in the rest of 2025 and into 2026 and beyond.”

Key financial highlights for the third quarter 2025:

•Net Interest Income and Margin: Our net interest margin on a tax equivalent basis increased by 4 basis points to 3.05 percent for the third quarter 2025 as compared to 3.01 percent for the second quarter 2025. Net interest income on a tax equivalent basis of $447.5 million for the third quarter 2025 increased $13.8 million and $35.7 million compared to the second quarter 2025 and the third quarter 2024, respectively. The increase in net interest income from the second quarter 2025 was mainly driven by (i) higher yields on most new loan originations, (ii) increases in average loans and taxable investments, and (iii) one additional day during the third quarter 2025. Our net interest margin increased due to these same factors, although higher average interest-bearing cash balances were a slight headwind to its growth during the third quarter 2025. See additional details in the "Net Interest Income and Margin" section below.



Valley National Bancorp (NASDAQ: VLY)
Third Quarter 2025 Earnings
October 23, 2025

•Deposits: Total deposit balances increased $450.5 million to $51.2 billion at September 30, 2025 as compared to $50.7 billion at June 30, 2025 mainly due to deposit inflows from commercial customer and government deposits in the savings, NOW and money market deposit category during the third quarter 2025, partially offset by a $629.9 million decline in indirect customer deposits. Non-interest bearing deposits were $11.7 billion at both September 30, 2025 and June 30, 2025. See the "Deposits" section below for more details.
•Loan Portfolio: Total loans decreased $118.6 million, or 1.0 percent on an annualized basis, to $49.3 billion at September 30, 2025 from June 30, 2025 mostly due to decreases of $142.5 million and $112.2 million in total commercial real estate (CRE) loans and commercial and industrial (C&I) loans, respectively, partially offset by increases in residential mortgage and total consumer loans. The decline in commercial loan activity in the third quarter 2025 was primarily due to targeted runoff of transactional CRE loans and a small commodities portfolio within C&I loans. As a result, our CRE loan concentration ratio (defined as total commercial real estate loans held for investment and held for sale, excluding owner occupied loans, as a percentage of total risk-based capital) declined to approximately 337 percent at September 30, 2025 from 349 percent at June 30, 2025. See the "Loans" section below for more details.
•Allowance and Provision for Credit Losses for Loans: The allowance for credit losses for loans totaled $598.6 million and $594.0 million at September 30, 2025 and June 30, 2025, respectively, representing 1.21 percent and 1.20 percent of total loans at each respective date. During the third quarter 2025, we recorded a provision for credit losses for loans of $19.2 million as compared to $37.8 million and $75.0 million for the second quarter 2025 and third quarter 2024, respectively. See the "Credit Quality" section below for more details.
•Credit Quality: Net loan charge-offs totaled $14.6 million for the third quarter 2025 as compared to $37.8 million and $42.9 million for the second quarter 2025 and third quarter 2024, respectively. Total accruing past due loans (i.e., loans past due 30 days or more and still accruing interest) decreased $114.4 million to $84.8 million, or 0.17 percent of total loans, at September 30, 2025 as compared to $199.2 million, or 0.40 percent of total loans, at June 30, 2025. Non-accrual loans totaled $421.5 million, or 0.86 percent of total loans, at September 30, 2025 as compared to $354.4 million, or 0.72 percent of total loans, at June 30, 2025. The increase in non-accrual loans was mainly due to three new non-performing CRE and construction loans totaling $67.0 million. These loans are largely well-collateralized and have total allocated reserves of $8.8 million within the allowance for loan losses at September 30, 2025. See the "Credit Quality" section below for more details.
•Non-Interest Income: Non-interest income increased $2.3 million to $64.9 million for the third quarter 2025 as compared to the second quarter 2025 mainly driven by an increase of $2.1 million in both service charges on deposit accounts and wealth management and trust fees. The increases were mostly due to growth in treasury service fees for commercial deposit customers, brokerage fees and tax credit advisory service fees. These increases were partially offset by lower bank owned life insurance income and net gains on sales of loans during the third quarter 2025.
2



Valley National Bancorp (NASDAQ: VLY)
Third Quarter 2025 Earnings
October 23, 2025

•Non-Interest Expense: Non-interest expense decreased $2.1 million to $282.0 million for the third quarter 2025 as compared to the second quarter 2025 largely due to a decrease of $3.8 million in the FDIC insurance assessment expense reflecting a decline in our total expected special assessment charges. In addition, other non-interest expense and loss on extinguishment of debt decreased $1.6 million and $922 thousand, respectively, for the third quarter 2025 as compared to the second quarter 2025. These decreases were largely offset by an increase of $4.3 million in professional and legal fees driven by higher consulting and legal expenses. Salary and employee benefits expense also increased $1.4 million largely due to a $3.1 million increase in restructuring related severance charges, partially offset by a decrease in payroll taxes. See the "Consolidated Financial Highlights" tables below for additional information regarding our non-core items, including the FDIC special assessment expense and severance charges.
•Efficiency Ratio: Our efficiency ratio was 53.37 percent for the third quarter 2025 as compared to 55.20 percent and 56.13 percent for the second quarter 2025 and third quarter 2024, 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 1.04 percent, 8.58 percent and 11.59 percent for the third quarter 2025, respectively. Annualized ROA, ROE, and tangible ROE, adjusted for non-core income and charges, were 1.04 percent, 8.62 percent and 11.64 percent for the third quarter 2025, respectively. Our profitability ratios continue to improve steadily and our adjusted annualized ROA for the third quarter 2025 recovered to the highest level since the fourth quarter 2022. See the "Consolidated Financial Highlights" tables below for additional information regarding our non-GAAP measures.
Net Interest Income and Margin
Net interest income on a tax equivalent basis of $447.5 million for the third quarter 2025 increased $13.8 million and $35.7 million compared to the second quarter 2025 and the third quarter 2024, respectively. Interest income on a tax equivalent basis increased $21.9 million to $828.2 million for the third quarter 2025 as compared to the second quarter 2025. The increase was mostly driven by (i) higher yields on most new loan originations, (ii) increases in average loans and taxable investments and (iii) one additional day in the third quarter 2025. Total interest expense increased $8.1 million to $380.7 million for the third quarter 2025 as compared to the second quarter 2025. The increase was largely due to a $1.1 billion increase in average interest bearing deposit balances, partially offset by the positive impact of the early redemption of $115 million of subordinated notes on June 15, 2025, lower utilization of short-term FHLB borrowings and the repayment of higher-cost indirect customer deposits throughout the quarter. See the "Deposits" and "Other Borrowings" sections below for more details.
Net interest margin on a tax equivalent basis of 3.05 percent for the third quarter 2025 increased by 4 basis points from 3.01 percent for the second quarter 2025 and increased 19 basis points from 2.86 percent for the third quarter 2024. The increase as compared to the second quarter 2025 was mostly due to the 5 basis point increase in the yield on average interest earning assets largely caused by higher interest rates on most new loan originations in the third quarter 2025 and higher yielding investment purchases during the last six months, which were both partially offset by our elevated cash position.
3



Valley National Bancorp (NASDAQ: VLY)
Third Quarter 2025 Earnings
October 23, 2025

The overall cost of average interest bearing liabilities increased 1 basis points to 3.57 percent for the third quarter 2025 as compared to the second quarter 2025 mostly due to a 4 basis point increase in the cost of non-maturity interest bearing deposits, partially offset by a lower overall cost of time deposits mostly driven by the repayment of maturing indirect customer CDs. Our cost of total average deposits was 2.69 percent for the third quarter 2025 as compared to 2.67 percent and 3.25 percent for the second quarter 2025 and the third quarter 2024, respectively.
Loans, Deposits and Other Borrowings
Loans. Total loans decreased $118.6 million, or 1.0 percent on an annualized basis, to $49.3 billion at September 30, 2025 from June 30, 2025. Total CRE (including construction) loans decreased $142.5 million to $28.7 billion at September 30, 2025 from June 30, 2025. Construction loans decreased $337.6 million, or 47.3 percent on an annualized basis, to $2.5 billion at September 30, 2025 from June 30, 2025. The decrease in construction loans was mainly due to the completion of existing projects that were repaid or moved to permanent financing within both the non-owner and owner occupied loan categories of the CRE loan portfolio during the third quarter 2025. As a result of this migration and new originations, owner occupied CRE loans increased $307.9 million, or 21.3 percent on an annualized basis at September 30, 2025 from June 30, 2025. Non-owner occupied and multifamily CRE loans decreased $73.4 million and $39.5 million, respectively, at September 30, 2025 from June 30, 2025 due to the targeted runoff of transactional CRE loans. C&I loans declined by $112.2 million, or 4.1 percent on an annualized basis, to $10.8 billion at September 30, 2025 from June 30, 2025 mostly due to repayment activity in a small sub-segment of loans made to the commodities industry during the third quarter 2025. Residential mortgage loans increased $85.4 million to $5.8 billion at September 30, 2025 from June 30, 2025 as new loan originations continued to outpace repayment activity. Total consumer loans increased $50.7 million to $4.0 billion at September 30, 2025 from June 30, 2025 mainly driven by home equity line usage and new originations and moderate upticks in the other customer loan categories. Loans held for sale decreased $10.0 million to $18.1 million at September 30, 2025 from June 30, 2025 primarily due to the sale of a $10.2 million non-performing construction loan to an unrelated party. The non-performing loan sale resulted in a $1.3 million loss recognized within net gains on sales of loans for the third quarter 2025.
Deposits. Actual ending balances for deposits increased $450.5 million to $51.2 billion at September 30, 2025 from June 30, 2025 mainly due to a $1.2 billion increase in savings, NOW and money market deposit balances, partially offset by a $616.8 million decrease in time deposits. The increase in savings, NOW and money market deposit balances from June 30, 2025 was largely due to deposit inflows from commercial customer and government deposit accounts. The decrease in time deposit balances was mainly driven by the repayment of maturing indirect customer CDs during the third quarter 2025. Total indirect customer deposits (consisting of brokered time and money market deposits) totaled $5.8 billion and $6.5 billion at September 30, 2025 and June 30, 2025, respectively. Non-interest bearing deposits were approximately $11.7 billion at both September 30, 2025 and June 30, 2025 and remained relatively stable across our customer base during the third quarter 2025. Non-interest bearing deposits; savings, NOW and money market deposits; and time deposits represented approximately 23 percent, 53 percent and 24 percent of total deposits as of September 30, 2025, respectively, as compared to 23 percent, 52 percent and 25 percent of total deposits as of June 30, 2025, respectively.
4



Valley National Bancorp (NASDAQ: VLY)
Third Quarter 2025 Earnings
October 23, 2025

Other Borrowings. Short-term borrowings decreased $111.2 million to $51.1 million at September 30, 2025 from June 30, 2025 largely due to the repayment of $100 million of maturing short-term FHLB advances. Long-term borrowings totaled $2.9 billion at September 30, 2025 and remained relatively unchanged as compared to June 30, 2025.
Credit Quality
Non-Performing Assets (NPAs). Total NPAs, consisting of non-accrual loans, other real estate owned (OREO) and other repossessed assets, increased $66.6 million to $427.3 million at September 30, 2025 as compared to June 30, 2025. Non-accrual loans increased $67.1 million to $421.5 million, or 0.86 percent of total loans at September 30, 2025 as compared to $354.4 million, or 0.72 percent of total loans, at June 30, 2025. The increase was mainly driven by one $35.0 million construction loan that migrated from the 30 to 59 days past due delinquency category at June 30, 2025 and two smaller non-performing CRE loans, partially offset by the sale of a $10.2 million non-performing construction loan classified as held for sale during the third quarter 2025.
Accruing Past Due Loans. Total accruing past due loans (i.e., loans past due 30 days or more and still accruing interest) decreased $114.4 million to $84.8 million, or 0.17 percent of total loans, at September 30, 2025 as compared to $199.2 million, or 0.40 percent of total loans, at June 30, 2025.
Loans 30 to 59 days past due decreased $59.4 million to $63.6 million at September 30, 2025 as compared to June 30, 2025 largely due to a $39.2 million CRE loan included in this early stage delinquency category at June 30, 2025 that was subsequently paid in full during July 2025 and the aforementioned $35.0 million construction loan that migrated from this past due category to non-accrual loans during the third quarter 2025.
Loans 60 to 89 days past due decreased $57.2 million to $16.2 million at September 30, 2025 as compared to June 30, 2025 mainly due to a $60.6 million CRE past due loan included in this delinquency category at June 30, 2025 that was subsequently modified and was brought current to its restructured terms during the third quarter 2025. Loans 90 days or more past due and still accruing interest increased $2.1 million to $5.0 million at September 30, 2025 as compared to June 30, 2025. All loans 90 days or more past due and still accruing interest are well-secured and in the process of collection.

5



Valley National Bancorp (NASDAQ: VLY)
Third Quarter 2025 Earnings
October 23, 2025

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 September 30, 2025, June 30, 2025, and September 30, 2024:

September 30, 2025 June 30, 2025 September 30, 2024
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 $ 161,848  1.50  % $ 173,415  1.60  % $ 166,365  1.70  %
Commercial real estate loans:
Commercial real estate 297,685  1.14  270,937  1.04  249,608  0.93 
Construction 51,908  2.06  64,042  2.24  59,420  1.70 
Total commercial real estate loans 349,593  1.22  334,979  1.16  309,028  1.02 
Residential mortgage loans 51,094  0.88  48,830  0.86  51,545  0.91 
Consumer loans:
Home equity 3,735  0.57  3,689  0.58  3,303  0.57 
Auto and other consumer 18,730  0.55  18,587  0.55  18,086  0.63 
Total consumer loans 22,465  0.56  22,276  0.56  21,389  0.62 
Allowance for loan losses 585,000  1.19  579,500  1.17  548,327  1.11 
Allowance for unfunded credit commitments 13,604  14,520  16,344 
Total allowance for credit losses for loans $ 598,604  $ 594,020  $ 564,671 
Allowance for credit losses for loans as a % of total loans 1.21  % 1.20  % 1.14  %

Our loan portfolio, totaling $49.3 billion at September 30, 2025, had net loan charge-offs totaling $14.6 million for the third quarter 2025 as compared to $37.8 million and $42.9 million for the second quarter 2025 and the third quarter 2024, respectively. Gross loan charge-offs totaled $16.6 million for the third quarter 2025 and were largely driven by partial charge-offs within the CRE loan category related to four non-performing loan relationships.

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 1.21 percent at September 30, 2025, 1.20 percent at June 30, 2025, and 1.14 percent at September 30, 2024. For the third quarter 2025, the provision for credit losses for loans totaled $19.2 million as compared to $37.8 million and $75.0 million for the second quarter 2025 and third quarter 2024, respectively. The third quarter 2025 provision reflects, among other factors, moderate increases in both the economic forecast and non-economic qualitative reserve components of the allowance for credit losses and higher specific reserves associated with collateral dependent loans, partially offset by a decline in quantitative reserves in certain loan categories, including C&I and construction loans, at September 30, 2025.

6



Valley National Bancorp (NASDAQ: VLY)
Third Quarter 2025 Earnings
October 23, 2025

Capital Adequacy
Valley's total risk-based capital, Tier 1 capital, common equity tier 1 capital, and Tier 1 leverage capital ratios were 13.83 percent, 11.72 percent, 11.00 percent and 9.52 percent, respectively, at September 30, 2025 as compared to 13.67 percent, 11.57 percent, 10.85 percent and 9.49 percent, respectively, at June 30, 2025. During the third quarter 2025, we repurchased 1.3 million shares of our common stock at an average price of $9.38 under our current stock repurchase plan. During the nine months ended September 30, 2025, we repurchased a total of 1.8 million shares of our common stock at an average price of $9.18 under this plan.
Investor Conference Call
Valley’s CEO, Ira Robbins, will host a conference call with investors and the financial community at 11:00 AM (ET) today to discuss Valley's third quarter 2025 earnings. Interested parties should preregister using this link: https://register.vevent.com/register to receive the dial-in number and a personal PIN, which are required to access the conference call. The teleconference will also be webcast live: https://edge.media-server.com and archived on Valley’s website through Monday, November 24, 2025. Investor presentation materials will be made available prior to the conference call at valley.com.
About Valley
As the principal subsidiary of Valley National Bancorp, Valley National Bank is a regional bank with approximately $63 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 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 market interest rates and monetary and fiscal policies of the U.S. federal government and its agencies in connection with prolonged inflationary pressures, which could have a material adverse effect on our clients, our business, our employees, and our ability to provide services to our customers;
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Valley National Bancorp (NASDAQ: VLY)
Third Quarter 2025 Earnings
October 23, 2025

•the impact of unfavorable macroeconomic conditions or downturns, including instability or volatility in financial markets resulting from the impact of tariffs and other trade policies and practices, any retaliatory actions, related market uncertainty, or other factors; U.S. government debt default or rating downgrade; unanticipated loan delinquencies; loss of collateral; decreased service revenues; increased business disruptions or failures; reductions in employment; and other potential negative effects on our business, employees or clients caused by factors outside of our control, such as new legislation and policy changes under the current U.S. presidential administration, the recent prolonged shutdown of the U.S federal government, geopolitical instabilities or events, natural and other disasters, including severe weather events, health emergencies, acts of terrorism, or other external events;
•the impact of any potential instability within the U.S. financial sector or future bank failures, including the possibility of a run on deposits by a coordinated deposit base, and the impact of any actual or perceived concerns regarding the soundness, or creditworthiness, of other financial institutions, including any resulting disruption within the financial markets, increased expenses, including Federal Deposit Insurance Corporation insurance assessments, or adverse impact on our stock price, deposits or our ability to borrow or raise capital;
•the impact of negative public opinion regarding Valley or banks in general that damages our reputation and adversely impacts business and revenues;
•changes in the statutes, regulations, policies, or enforcement priorities of the federal bank regulatory agencies;
•the loss of or decrease in lower-cost funding sources within our deposit base;
•damage verdicts, settlements or restrictions related to existing or potential class action litigation or individual litigation arising from claims of violations of laws or regulations, contractual claims, breach of fiduciary responsibility, negligence, fraud, environmental laws, patent, trademark or other intellectual property infringement, misappropriation or other violation, employment-related claims, and other matters;
•a prolonged downturn and contraction in the economy, as well as any decline in commercial real estate values collateralizing a significant portion of our loan portfolio;
•higher or lower than expected income tax expense or tax rates, including increases or decreases resulting from changes in uncertain tax position liabilities, tax laws, regulations, and case law;
•the inability to grow customer deposits to keep pace with the level of loan growth;
•a material change in our allowance for credit losses 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;
•changes in our business, strategy, market conditions or other factors that may negatively impact the estimated fair value of our goodwill and other intangible assets and result in future impairment charges;
•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;
8



Valley National Bancorp (NASDAQ: VLY)
Third Quarter 2025 Earnings
October 23, 2025

•increased competitive challenges and competitive pressure on pricing of our products and services;
•our ability to stay current with rapid technological changes in the financial services industry, including the use of artificial intelligence, blockchain and digital currencies, and related regulatory developments, as well as our ability to assess and monitor the effects of, and risks associated with, the implementation and use of such technology;
•cyberattacks, ransomware attacks, computer viruses, malware or other cybersecurity incidents that may breach the security of our websites or other systems or networks to obtain unauthorized access to personal, confidential, proprietary or sensitive information, destroy data, disable or degrade service, or sabotage our systems or networks, and the increasing sophistication of such attacks and use of targeted tactics against the financial services industry;
•results of examinations by the Office of the Comptroller of the Currency (OCC), the Federal Reserve Bank, the Consumer Financial Protection Bureau 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;
•application of the OCC heightened regulatory standards for certain large insured national banks, and the expenses we will incur to develop policies, programs, and systems that comply with the enhanced standards applicable to us;
•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;
•our ability to successfully execute our business plan and strategic initiatives; and
•unexpected significant declines in the loan portfolio due to the lack of economic expansion, increased competition, large prepayments, risk mitigation strategies, 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 Item 1A. "Risk Factors" of our Annual Report on Form 10-K for the year ended December 31, 2024.
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-
9



VALLEY NATIONAL BANCORP
CONSOLIDATED FINANCIAL HIGHLIGHTS

SELECTED FINANCIAL DATA
Three Months Ended Nine Months Ended
September 30, June 30, September 30, September 30,
($ in thousands, except for share data and stock price) 2025 2025 2024 2025 2024
FINANCIAL DATA:
Net interest income - FTE (1)
$ 447,473  $ 433,675  $ 411,812  $ 1,302,525  $ 1,209,643 
Net interest income $ 446,224  $ 432,408  $ 410,498  $ 1,298,737  $ 1,205,731 
Non-interest income 64,887  62,604  60,671  185,785  173,299 
Total revenue 511,111  495,012  471,169  1,484,522  1,379,030 
Non-interest expense 281,985  284,122  269,471  842,725  827,278 
Pre-provision net revenue 229,126  210,890  201,698  641,797  551,752 
Provision for credit losses 19,171  37,799  75,024  119,631  202,294 
Income tax expense 46,600  39,924  28,818  119,586  84,898 
Net income 163,355  133,167  97,856  402,580  264,560 
Dividends on preferred stock 7,644  6,948  6,117  21,547  14,344 
Net income available to common shareholders $ 155,711  $ 126,219  $ 91,739  $ 381,033  $ 250,216 
Weighted average number of common shares outstanding:
Basic 560,504,275  560,336,610  509,227,538  560,154,649  508,904,353 
Diluted 563,636,933  562,312,330  511,342,932  563,905,535  510,713,205 
Per common share data:
Basic earnings $ 0.28  $ 0.23  $ 0.18  $ 0.68  $ 0.49 
Diluted earnings 0.28  0.22  0.18  0.68  0.49 
Cash dividends declared 0.11  0.11  0.11  0.33  0.33 
Closing stock price - high 11.10  9.20  9.34  11.10  10.80 
Closing stock price - low 9.18  7.87  6.58  7.87  6.52 
FINANCIAL RATIOS:
Net interest margin 3.04  % 3.01  % 2.85  % 3.00  % 2.82  %
Net interest margin - FTE (1)
3.05  3.01  2.86  3.01  2.83 
Annualized return on average assets 1.04  0.86  0.63  0.86  0.57 
Annualized return on average shareholders' equity 8.58  7.08  5.70  7.13  5.20 
NON-GAAP FINANCIAL DATA AND RATIOS: (2)
Basic earnings per share, as adjusted $ 0.28  $ 0.23  $ 0.18  $ 0.68  $ 0.50 
Diluted earnings per share, as adjusted 0.28  0.23  0.18  0.68  0.50 
Annualized return on average assets, as adjusted 1.04  % 0.87  % 0.62  % 0.87  % 0.58  %
Annualized return on average shareholders' equity, as adjusted 8.62  7.15  5.64  7.16  5.27 
Annualized return on average tangible shareholders' equity 11.59  9.62  8.06  9.68  7.40 
Annualized return on average tangible shareholders' equity, as adjusted 11.64  9.71  7.97  9.73  7.50 
Efficiency ratio 53.37  55.20  56.13  54.79  58.26 
AVERAGE BALANCE SHEET ITEMS:
Assets $ 63,046,215 $ 62,106,945 $ 62,242,022 $ 62,224,382 $ 61,674,588
Interest earning assets 58,623,153 57,553,624 57,651,650 57,695,831 57,016,790
Loans 49,270,853 49,032,637 50,126,963 48,988,393 50,131,468
Interest bearing liabilities 42,677,630 41,913,735 42,656,956 41,947,670 41,932,616
Deposits 51,167,324 49,907,124 50,409,234 50,080,358 49,459,617
Shareholders' equity 7,616,810 7,524,231 6,862,555 7,533,660 6,781,022

10



VALLEY NATIONAL BANCORP
CONSOLIDATED FINANCIAL HIGHLIGHTS

As Of
BALANCE SHEET ITEMS: September 30, June 30, March 31, December 31, September 30,
(In thousands) 2025 2025 2025 2024 2024
Assets $ 63,018,614 $ 62,705,358 $ 61,865,655 $ 62,491,691 $ 62,092,332
Total loans 49,272,823 49,391,420 48,657,128 48,799,711 49,355,319
Deposits 51,175,758 50,725,284 49,965,844 50,075,857 50,395,966
Shareholders' equity 7,695,374 7,575,421 7,499,897 7,435,127 6,972,380
LOANS:
(In thousands)
Commercial and industrial $ 10,757,857 $ 10,870,036 $ 10,150,205 $ 9,931,400 $ 9,799,287
Commercial real estate:
Non-owner occupied 11,674,103 11,747,491 11,945,222 12,344,355 12,647,649
Multifamily 8,394,694 8,434,173 8,420,385 8,299,250 8,612,936
Owner occupied 6,097,319 5,789,397 5,722,014 5,886,620 5,654,147
Construction 2,517,258 2,854,859 3,026,935 3,114,733 3,487,464
Total commercial real estate 28,683,374 28,825,920 29,114,556 29,644,958 30,402,196
Residential mortgage 5,795,395 5,709,971 5,636,407 5,632,516 5,684,079
Consumer:
Home equity 655,872 634,553 602,161 604,433 581,181
Automobile 2,191,976 2,178,841 2,041,227 1,901,065 1,823,738
Other consumer 1,188,349 1,172,099 1,112,572 1,085,339 1,064,838
Total consumer loans 4,036,197 3,985,493 3,755,960 3,590,837 3,469,757
Total loans $ 49,272,823 $ 49,391,420 $ 48,657,128 $ 48,799,711 $ 49,355,319
CAPITAL RATIOS:
Book value per common share $ 13.09  $ 12.89  $ 12.76  $ 12.67  $ 13.00 
Tangible book value per common share (2)
9.57  9.35  9.21  9.10  9.06 
Tangible common equity to tangible assets (2)
8.79  % 8.63  % 8.61  % 8.40  % 7.68  %
Tier 1 leverage capital 9.52  9.49  9.41  9.16  8.40 
Common equity tier 1 capital 11.00  10.85  10.80  10.82  9.57 
Tier 1 risk-based capital 11.72  11.57  11.53  11.55  10.29 
Total risk-based capital 13.83  13.67  13.91  13.87  12.56 
11



VALLEY NATIONAL BANCORP
CONSOLIDATED FINANCIAL HIGHLIGHTS

Three Months Ended Nine Months Ended
ALLOWANCE FOR CREDIT LOSSES:
September 30, June 30, September 30, September 30,
($ in thousands) 2025 2025 2024 2025 2024
Allowance for credit losses for loans
Beginning balance - Allowance for credit losses for loans $ 594,020 $ 594,054 $ 532,541 $ 573,328 $ 465,550
Loans charged-off:
Commercial and industrial (2,745) (25,189) (7,501) (56,390) (36,515)
Commercial real estate (11,776) (14,623) (33,292) (38,659) (56,640)
Construction (541) (4,831) (1,704) (12,637)
Residential mortgage (26) (46) (72)
Total consumer (1,478) (2,213) (2,597) (5,831) (5,668)
Total loans charged-off (16,566) (42,071) (48,221) (102,656) (111,460)
Charged-off loans recovered:
Commercial and industrial 1,169 2,789 3,162 4,768 4,586
Commercial real estate 206 188 66 643 457
Construction 455 1,535 455 1,535
Residential mortgage 56 37 29 261 59
Total consumer 548 773 521 2,164 1,521
Total loans recovered 1,979 4,242 5,313 8,291 8,158
Total net charge-offs (14,587) (37,829) (42,908) (94,365) (103,302)
Provision for credit losses for loans 19,171 37,795 75,038 119,641 202,423
Ending balance $ 598,604 $ 594,020 $ 564,671 $ 598,604 $ 564,671
Components of allowance for credit losses for loans:
Allowance for loan losses $ 585,000 $ 579,500 $ 548,327 $ 585,000 $ 548,327
Allowance for unfunded credit commitments 13,604 14,520 16,344 13,604 16,344
Allowance for credit losses for loans $ 598,604 $ 594,020 $ 564,671 $ 598,604 $ 564,671
Components of provision for credit losses for loans:
Provision for credit losses for loans $ 20,087 $ 39,129 $ 71,925 $ 120,515 $ 205,549
(Credit) provision for unfunded credit commitments (916) (1,334) 3,113 (874) (3,126)
Total provision for credit losses for loans $ 19,171 $ 37,795 $ 75,038 $ 119,641 $ 202,423
Annualized ratio of total net charge-offs to total average loans 0.12  % 0.31  % 0.34  % 0.26  % 0.27  %
Allowance for credit losses for loans as a % of total loans 1.21  % 1.20  % 1.14  % 1.21  % 1.14  %

12



VALLEY NATIONAL BANCORP
CONSOLIDATED FINANCIAL HIGHLIGHTS

As Of
ASSET QUALITY: September 30, June 30, March 31, December 31, September 30,
($ in thousands) 2025 2025 2025 2024 2024
Accruing past due loans:
30 to 59 days past due:
Commercial and industrial $ 912  $ 10,451  $ 3,609  $ 2,389  $ 4,537 
Commercial real estate 26,371  42,884  170  20,902  76,370 
Construction —  35,000  —  —  — 
Residential mortgage 23,556  21,744  16,747  21,295  19,549 
Total consumer 12,728  12,878  12,887  12,552  14,672 
Total 30 to 59 days past due 63,567  122,957  33,413  57,138  115,128 
60 to 89 days past due:
Commercial and industrial 1,061  1,095  420  1,007  1,238 
Commercial real estate 6,033  60,601  —  24,903  43,926 
Residential mortgage 5,040  7,627  7,700  5,773  6,892 
Total consumer 4,023  4,001  2,408  4,484  2,732 
Total 60 to 89 days past due 16,157  73,324  10,528  36,167  54,788 
90 or more days past due:
Commercial and industrial —  —  —  1,307  1,786 
Residential mortgage 3,911  2,062  6,892  3,533  1,931 
Total consumer 1,125  859  864  1,049  1,063 
Total 90 or more days past due 5,036  2,921  7,756  5,889  4,780 
Total accruing past due loans $ 84,760  $ 199,202  $ 51,697  $ 99,194  $ 174,696 
Non-accrual loans:
Commercial and industrial $ 92,214  $ 90,973  $ 110,146  $ 136,675  $ 120,575 
Commercial real estate 235,754  193,604  172,011  157,231  113,752 
Construction 48,248  24,068  24,275  24,591  24,657 
Residential mortgage 38,949  41,099  35,393  36,786  33,075 
Total consumer 6,324  4,615  4,626  4,215  4,260 
Total non-accrual loans 421,489  354,359  346,451  359,498  296,319 
Other real estate owned (OREO) 4,783  4,783  7,714  12,150  7,172 
Other repossessed assets 1,065  1,642  2,054  1,681  1,611 
Total non-performing assets $ 427,337  $ 360,784  $ 356,219  $ 373,329  $ 305,102 
Total non-accrual loans as a % of loans 0.86  % 0.72  % 0.71  % 0.74  % 0.60  %
Total accruing past due and non-accrual loans as a % of loans
1.03  % 1.12  % 0.82  % 0.94  % 0.95  %
Allowance for losses on loans as a % of non-accrual loans
138.79  % 163.53  % 166.89  % 155.45  % 185.05  %

13



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)
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 Nine Months Ended
September 30, June 30, September 30, September 30,
($ in thousands, except for share data) 2025 2025 2024 2025 2024
Adjusted net income available to common shareholders (non-GAAP):
Net income, as reported (GAAP) $ 163,355  $ 133,167  $ 97,856  $ 402,580  $ 264,560 
Add: Loss on extinguishment of debt —  922  —  922  — 
Add: FDIC special assessment (a)
(3,817) —  —  (3,817) 8,757 
Add: Restructuring charge (b)
3,854  800  —  4,654  954 
Add: Net losses on the sale of commercial real estate loans (c)
—  —  5,794  —  5,794 
Add: Litigation reserve (d)
1,012  —  —  1,012  — 
Less: (Gains) losses on available for sale and held to maturity debt securities, net (e)
(28) —  (17) 12 
Less: Litigation settlements (f)
—  —  (7,334) —  (7,334)
Less: Gain on sale of commercial premium finance lending division (g)
—  —  —  —  (3,629)
Total non-GAAP adjustments to net income 1,021  1,722  (1,539) 2,754  4,554 
Income tax adjustments related to non-GAAP adjustments (h)
(288) (474) 437  (765) (1,269)
Net income, as adjusted (non-GAAP) $ 164,088  $ 134,415  $ 96,754  $ 404,569  $ 267,845 
Dividends on preferred stock 7,644  6,948  6,117  21,547  14,344 
Net income available to common shareholders, as adjusted (non-GAAP) $ 156,444  $ 127,467  $ 90,637  $ 383,022  $ 253,501 
__________
(a) Represents the change in estimated special assessment losses included in the FDIC insurance assessment expense.
(b) Represents severance expense related to workforce reductions within salary and employee benefits expense.
(c) Represents actual and mark to market losses on bulk performing commercial real estate loan sales included in gains (losses) on sales of loans, net.
(d) Represents legal reserves and settlement charges included in professional and legal fees.
(e) Included in gains (losses) on securities transactions, net.
(f) Represents recoveries from legal settlements included in other income.
(g) Included in other income within non-interest income.
(h) Calculated using the appropriate blended statutory tax rate for the applicable period.
Adjusted per common share data (non-GAAP):
Net income available to common shareholders, as adjusted (non-GAAP) $ 156,444  $ 127,467  $ 90,637  $ 383,022  $ 253,501 
Average number of shares outstanding 560,504,275  560,336,610  509,227,538  560,154,649  508,904,353 
Basic earnings, as adjusted (non-GAAP) $ 0.28  $ 0.23  $ 0.18  $ 0.68  $ 0.50 
Average number of diluted shares outstanding 563,636,933  562,312,330  511,342,932  563,905,535  510,713,205 
Diluted earnings, as adjusted (non-GAAP) $ 0.28  $ 0.23  $ 0.18  $ 0.68  $ 0.50 
Adjusted annualized return on average tangible shareholders' equity (non-GAAP):
Net income, as adjusted (non-GAAP) $ 164,088  $ 134,415  $ 96,754  $ 404,569  $ 267,845 
Average shareholders' equity $ 7,616,810  $ 7,524,231  $ 6,862,555  $ 7,533,660  $ 6,781,022 
Less: Average goodwill and other intangible assets 1,980,434  1,987,381  2,008,692  1,987,242  2,016,790 
Average tangible shareholders' equity $ 5,636,376  $ 5,536,850  $ 4,853,863  $ 5,546,418  $ 4,764,232 
Annualized return on average tangible shareholders' equity, as adjusted (non-GAAP) 11.64  % 9.71  % 7.97  % 9.73  % 7.50  %

14



VALLEY NATIONAL BANCORP
CONSOLIDATED FINANCIAL HIGHLIGHTS

Non-GAAP Reconciliations to GAAP Financial Measures (Continued)
Three Months Ended Nine Months Ended
September 30, June 30, September 30, September 30,
($ in thousands, except for share data) 2025 2025 2024 2025 2024
Adjusted annualized return on average assets (non-GAAP):
Net income, as adjusted (non-GAAP) $ 164,088  $ 134,415  $ 96,754  $ 404,569  $ 267,845 
Average assets $ 63,046,215  $ 62,106,945  $ 62,242,022  $ 62,224,382  $ 61,674,588 
Annualized return on average assets, as adjusted (non-GAAP) 1.04  % 0.87  % 0.62  % 0.87  % 0.58  %
Adjusted annualized return on average shareholders' equity (non-GAAP):
Net income, as adjusted (non-GAAP) $ 164,088  $ 134,415  $ 96,754  $ 404,569  $ 267,845 
Average shareholders' equity $ 7,616,810  $ 7,524,231  $ 6,862,555  $ 7,533,660  $ 6,781,022 
Annualized return on average shareholders' equity, as adjusted (non-GAAP) 8.62  % 7.15  % 5.64  % 7.16  % 5.27  %
Annualized return on average tangible shareholders' equity (non-GAAP):
Net income, as reported (GAAP) $ 163,355  $ 133,167  $ 97,856  $ 402,580  $ 264,560 
Average shareholders' equity $ 7,616,810  $ 7,524,231  $ 6,862,555  $ 7,533,660  $ 6,781,022 
Less: Average goodwill and other intangible assets 1,980,434  1,987,381  2,008,692  1,987,242  2,016,790 
Average tangible shareholders' equity $ 5,636,376  $ 5,536,850  $ 4,853,863  $ 5,546,418  $ 4,764,232 
Annualized return on average tangible shareholders' equity (non-GAAP) 11.59  % 9.62  % 8.06  % 9.68  % 7.40  %
Efficiency ratio (non-GAAP):
Non-interest expense, as reported (GAAP) $ 281,985  $ 284,122  $ 269,471  $ 842,725  $ 827,278 
Less: Loss on extinguishment of debt (pre-tax) —  922  —  922  — 
Less: FDIC special assessment (pre-tax) (3,817) —  —  (3,817) 8,757 
Less: Restructuring charge (pre-tax) 3,854  800  —  4,654  954 
Less: Amortization of tax credit investments (pre-tax) 8,147  9,134  5,853  26,601  17,206 
Less: Litigation reserve (pre-tax) 1,012  —  —  1,012  — 
Non-interest expense, as adjusted (non-GAAP) $ 272,789  $ 273,266  $ 263,618  $ 813,353  $ 800,361 
Net interest income, as reported (GAAP) 446,224  432,408  410,498  1,298,737  1,205,731 
Non-interest income, as reported (GAAP) 64,887  62,604  60,671  185,785  173,299 
Add: Net losses on the sale of commercial real estate loans (pre-tax) —  —  5,794  —  5,794 
Less: (Gains) losses on available for sale and held to maturity securities transactions, net (pre-tax) (28) —  (17) 12 
Less: Litigation settlements (pre-tax) —  —  (7,334) —  (7,334)
Less: Gain on sale of premium finance division (pre-tax) —  —  —  —  (3,629)
Non-interest income, as adjusted (non-GAAP) $ 64,859  $ 62,604  $ 59,132  $ 185,768  $ 168,142 
Gross operating income, as adjusted (non-GAAP) $ 511,083  $ 495,012  $ 469,630  $ 1,484,505  $ 1,373,873 
Efficiency ratio (non-GAAP) 53.37  % 55.20  % 56.13  % 54.79  % 58.26  %
As of
September 30, June 30, March 31, December 31, September 30,
($ in thousands, except for share data) 2025 2025 2025 2024 2024
Tangible book value per common share (non-GAAP):
Common shares outstanding 560,784,352  560,281,821  560,028,101  558,786,093  509,252,936 
Shareholders' equity (GAAP) $ 7,695,374  $ 7,575,421  $ 7,499,897  $ 7,435,127  $ 6,972,380 
Less: Preferred stock 354,345  354,345  354,345  354,345  354,345 
Less: Goodwill and other intangible assets 1,976,594  1,983,515  1,990,276  1,997,597  2,004,414 
Tangible common shareholders' equity (non-GAAP) $ 5,364,435  $ 5,237,561  $ 5,155,276  $ 5,083,185  $ 4,613,621 
Tangible book value per common share (non-GAAP) $ 9.57  $ 9.35  $ 9.21  $ 9.10  $ 9.06 
Tangible common equity to tangible assets (non-GAAP):
Tangible common shareholders' equity (non-GAAP) $ 5,364,435  $ 5,237,561  $ 5,155,276  $ 5,083,185  $ 4,613,621 
Total assets (GAAP) $ 63,018,614  $ 62,705,358  $ 61,865,655  $ 62,491,691  $ 62,092,332 
Less: Goodwill and other intangible assets 1,976,594  1,983,515  1,990,276  1,997,597  2,004,414 
Tangible assets (non-GAAP) $ 61,042,020  $ 60,721,843  $ 59,875,379  $ 60,494,094  $ 60,087,918 
Tangible common equity to tangible assets (non-GAAP) 8.79  % 8.63  % 8.61  % 8.40  % 7.68  %
15




VALLEY NATIONAL BANCORP
CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
(in thousands, except for share data)


September 30, December 31,
2025 2024
 (Unaudited)
Assets
Cash and due from banks $ 376,216  $ 411,412 
Interest bearing deposits with banks 994,224  1,478,713 
Investment securities:
Equity securities 78,296  71,513 
Available for sale debt securities 4,117,121  3,369,724 
Held to maturity debt securities (net of allowance for credit losses of $637 at September 30, 2025 and $647 at December 31, 2024)
3,540,819  3,531,573 
Total investment securities 7,736,236  6,972,810 
Loans held for sale (includes fair value of $5,405 at September 30, 2025 and $16,931 at December 31, 2024 for loans originated for sale)
18,092  25,681 
Loans 49,272,823  48,799,711 
Less: Allowance for loan losses (585,000) (558,850)
Net loans 48,687,823  48,240,861 
Premises and equipment, net 331,134  350,796 
Lease right of use assets 318,373  328,475 
Bank owned life insurance 739,684  731,574 
Accrued interest receivable 242,861  239,941 
Goodwill 1,868,936  1,868,936 
Other intangible assets, net 107,658  128,661 
Other assets 1,597,377  1,713,831 
Total Assets $ 63,018,614  $ 62,491,691 
Liabilities
Deposits:
Non-interest bearing $ 11,659,725  $ 11,428,674 
Interest bearing:
Savings, NOW and money market 27,245,966  26,304,639 
Time 12,270,067  12,342,544 
Total deposits 51,175,758  50,075,857 
Short-term borrowings 51,052  72,718 
Long-term borrowings 2,905,898  3,174,155 
Junior subordinated debentures issued to capital trusts 57,716  57,455 
Lease liabilities 377,854  388,303 
Accrued expenses and other liabilities 754,962  1,288,076 
Total Liabilities 55,323,240  55,056,564 
Shareholders’ Equity
Preferred stock, no par value; 50,000,000 authorized shares:
Series A (4,600,000 shares issued at September 30, 2025 and December 31, 2024)
111,590  111,590 
Series B (4,000,000 shares issued at September 30, 2025 and December 31, 2024)
98,101  98,101 
Series C (6,000,000 shares issued at September 30, 2025 and December 31, 2024)
144,654  144,654 
Common stock (no par value, authorized 650,000,000 shares; issued 560,878,750 shares at September 30, 2025 and 558,786,093 shares at December 31, 2024) 196,731  195,998 
Surplus 5,456,944  5,442,070 
Retained earnings 1,787,141  1,598,048 
Accumulated other comprehensive loss (98,802) (155,334)
Treasury stock, at cost (94,398 common shares at September 30, 2025)
(985) — 
Total Shareholders’ Equity 7,695,374  7,435,127 
Total Liabilities and Shareholders’ Equity $ 63,018,614  $ 62,491,691 
16




VALLEY NATIONAL BANCORP
CONSOLIDATED STATEMENTS OF INCOME (Unaudited)
(in thousands, except for share data)





Three Months Ended Nine Months Ended
September 30, June 30, September 30, September 30,
2025 2025 2024 2025 2024
Interest Income
Interest and fees on loans $ 733,191  $ 720,282  $ 786,680  $ 2,157,082  $ 2,329,197 
Interest and dividends on investment securities:
Taxable 70,211  67,164  49,700  201,273  125,957 
Tax-exempt 4,611  4,681  4,855  13,994  14,450 
Dividends 4,891  5,528  5,929  16,083  19,098 
Interest on federal funds sold and other short-term investments 14,019  7,357  13,385  28,255  33,969 
Total interest income 826,923  805,012  860,549  2,416,687  2,522,671 
Interest Expense
Interest on deposits:
Savings, NOW and money market 210,921  203,390  235,371  614,532  699,474 
Time 133,108  129,324  174,741  387,501  486,248 
Interest on short-term borrowings 555  1,736  451  5,237  21,754 
Interest on long-term borrowings and junior subordinated debentures 36,115  38,154  39,488  110,680  109,464 
Total interest expense 380,699  372,604  450,051  1,117,950  1,316,940 
Net Interest Income 446,224  432,408  410,498  1,298,737  1,205,731 
Provision (credit) for credit losses for available for sale and held to maturity securities —  (14) (10) (129)
Provision for credit losses for loans 19,171  37,795  75,038  119,641  202,423 
Net Interest Income After Provision for Credit Losses 427,053  394,609  335,474  1,179,106  1,003,437 
Non-Interest Income
Wealth management and trust fees 16,134  14,056  15,125  45,221  46,191 
Insurance commissions 2,914  3,430  2,880  9,746  9,089 
Capital markets 9,814  9,767  6,347  26,521  19,796 
Service charges on deposit accounts 16,764  14,705  12,826  44,195  35,287 
Gains (losses) on securities transactions, net 28  (1) 47  73  99 
Fees from loan servicing 3,405  3,671  3,443  10,291  9,322 
Gains (losses) on sales of loans, net 740  2,025  (3,644) 4,962  (1,142)
Bank owned life insurance 4,657  6,019  5,387  15,453  13,167 
Other 10,431  8,932  18,260  29,323  41,490 
Total non-interest income 64,887  62,604  60,671  185,785  173,299 
Non-Interest Expense
Salary and employee benefits expense 146,820  145,422  138,832  434,860  421,478 
Net occupancy expense 24,865  25,483  26,973  76,236  75,548 
Technology, furniture and equipment expense 30,708  30,667  28,962  91,271  99,627 
FDIC insurance assessment 8,357  12,192  14,792  33,416  47,474 
Amortization of other intangible assets 7,544  7,427  8,692  22,990  26,672 
Professional and legal fees 24,261  19,970  14,118  59,901  48,521 
Loss on extinguishment of debt —  922  —  922  — 
Amortization of tax credit investments 8,147  9,134  5,853  26,601  17,206 
Other 31,283  32,905  31,249  96,528  90,752 
Total non-interest expense 281,985  284,122  269,471  842,725  827,278 
Income Before Income Taxes 209,955  173,091  126,674  522,166  349,458 
Income tax expense 46,600  39,924  28,818  119,586  84,898 
Net Income 163,355  133,167  97,856  402,580  264,560 
Dividends on preferred stock 7,644  6,948  6,117  21,547  14,344 
Net Income Available to Common Shareholders $ 155,711  $ 126,219  $ 91,739  $ 381,033  $ 250,216 
17




VALLEY NATIONAL BANCORP
Quarterly Analysis of Average Assets, Liabilities and Shareholders' Equity and
Net Interest Income on a Tax Equivalent Basis

Three Months Ended
September 30, 2025 June 30, 2025 September 30, 2024
 Average Avg.  Average Avg.  Average Avg.
($ in thousands)  Balance Interest Rate  Balance Interest Rate  Balance Interest Rate
Assets
Interest earning assets:
Loans (1)(2)
$ 49,270,853  $ 733,214  5.95  % $ 49,032,637  $ 720,305  5.88  % $ 50,126,963  $ 786,704  6.28  %
Taxable investments (3)
7,522,290  75,102  3.99  7,350,792  72,692  3.96  5,977,211  55,629  3.72 
Tax-exempt investments (1)(3)
540,491  5,837  4.32  544,302  5,925  4.35  573,059  6,145  4.29 
Interest bearing deposits with banks 1,289,519  14,019  4.35  625,893  7,357  4.70  974,417  13,385  5.49 
Total interest earning assets 58,623,153  828,172  5.65  57,553,624  806,279  5.60  57,651,650  861,863  5.98 
Other assets 4,423,062  4,553,321  4,590,372 
Total assets $ 63,046,215  $ 62,106,945  $ 62,242,022 
Liabilities and shareholders' equity
Interest bearing liabilities:
Savings, NOW and money market deposits
$ 27,005,791  $ 210,921  3.12  % $ 26,451,349  $ 203,390  3.08  % $ 25,017,504  $ 235,371  3.76  %
Time deposits 12,621,182  133,108  4.22  12,119,461  129,324  4.27  14,233,209  174,741  4.91 
Short-term borrowings 89,147  555  2.49  196,491  1,736  3.53  81,251  451  2.22 
Long-term borrowings (4)
2,961,510  36,115  4.88  3,146,434  38,154  4.85  3,324,992  39,488  4.75 
Total interest bearing liabilities 42,677,630  380,699  3.57  41,913,735  372,604  3.56  42,656,956  450,051  4.22 
Non-interest bearing deposits 11,540,351  11,336,314  11,158,521 
Other liabilities 1,211,424  1,332,665  1,563,990 
Shareholders' equity 7,616,810  7,524,231  6,862,555 
Total liabilities and shareholders' equity $ 63,046,215  $ 62,106,945  $ 62,242,022 
Net interest income/interest rate spread (5)
$ 447,473  2.08  % $ 433,675  2.04  % $ 411,812  1.76  %
Tax equivalent adjustment (1,249) (1,267) (1,314)
Net interest income, as reported $ 446,224  $ 432,408  $ 410,498 
Net interest margin (6)
3.04  % 3.01  % 2.85  %
Tax equivalent effect 0.01  0.00  0.01 
Net interest margin on a fully tax equivalent basis (6)
3.05  % 3.01  % 2.86  %
(1)    Interest income is presented on a tax equivalent basis using a 21 percent federal tax rate.
(2)    Loans are stated net of unearned income and include non-accrual loans.
(3)    The yield for securities that are classified as available for sale is based on the average historical amortized cost.
(4)    Includes junior subordinated debentures issued to capital trusts which are presented separately on the consolidated statements of financial condition.
(5)    Interest rate spread represents the difference between the average yield on interest earning assets and the average cost of interest bearing liabilities and is presented on a fully tax equivalent basis.
(6)    Net interest income as a percentage of total average interest earning assets.

SHAREHOLDER RELATIONS
Requests for copies of reports and/or other inquiries should be directed to Tina Zarkadas, Assistant Vice President, Shareholder Relations Specialist, Valley National Bancorp, 70 Speedwell Avenue, Morristown, New Jersey, 07960, by telephone at (973) 305-3380, by fax at (973) 305-1364 or by e-mail at tzarkadas@valley.com.
18

EX-99.2 3 a3q25earningspresentatio.htm EX-99.2 a3q25earningspresentatio
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© 2025 Valley Bank. All rights reserved. Please see www.valley.com for further details. ▪ ▪ ▪ ▪ Exhibit 99.2