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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): June 3, 2024
Valley National Bancorp
(Exact Name of Registrant as Specified in Charter)
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New Jersey | | 1-11277 | | 22-2477875 |
(State or Other Jurisdiction of Incorporation) | | (Commission File Number) | | (I.R.S. Employer Identification Number) |
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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):
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☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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☐ | 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:
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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 (17 CFR §230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §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. ☐
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Item 5.02 | Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers. |
(b) On June 3, 2024, Mr. Raja A. Dakkuri provided Valley National Bancorp (the “Company”) with notice of his intent to resign from his position as Senior Executive Vice President—Chief Risk Officer of the Company effective June 21, 2024. Mr. Dakkuri has indicated that his resignation is due to his pursuit of another professional opportunity outside the banking industry, and not the result of any disagreement with the Company or the Company’s Board of Directors (the “Board”) on any matter relating to the operations, financial reporting, policies, or practices of the Company. The Board has appointed Mr. John P. Regan as Senior Executive Vice President—Chief Risk Officer of the Company effective following Mr. Dakkuri’s resignation. Information regarding Mr. Regan’s background and experience can be found in the Company’s press release attached hereto as Exhibit 99.1.
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Item 7.01 | Regulation FD Disclosure. |
On June 7, 2024, the Company issued a press release related to the matters described in Item 5.02 hereof. A copy of the press release is attached as Exhibit 99.1 hereto.
The information under this Item 7.01, including the press release attached hereto as Exhibit 99.1, is intended to be 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 deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act regardless of any general incorporation language in such filing.
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Item 9.01 | | Financial Statements and Exhibits. | |
(d) | | Exhibits. | |
Exhibit No. | | Description | |
99.1 | | | |
104 | | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
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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.
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Dated: June 03, 2024 | | VALLEY NATIONAL BANCORP |
| | By: | /s/ Gary G. Michael |
| | | Gary G. Michael |
| | | Executive Vice President, General |
| | | Counsel & Corporate Secretary |