UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
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Item 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.
(d) On September 18, 2023, the Board of Directors (the “Board”) of Valley National Bancorp (the “Company”) increased the size of the Board from 13 to 14 members and, upon the recommendation of the Nominating, Governance and Corporate Sustainability Committee of the Board, appointed Kathleen C. Perrott as a director of the Company to fill the vacancy created by such increase, to serve until the next annual meeting of stockholders of the Company. Ms. Perrott was also appointed to the Audit Committee and the Risk Committee of the Board.
Ms. Perrott served as Chief Audit Executive at Accenture LLP (“Accenture”), a global public professional services firm, from September 2014 to August 2020 and retired from the firm in February 2021. In her Chief Audit Executive role, Ms. Perrott led Accenture’s global internal audit function, where she, among other things, digitized the firm’s processes and developed its analytics capability to optimize risk assessment efforts and continuous monitoring, and she also developed a comprehensive approach to evaluating the management of integration and post-merger risks. Prior to taking on the role of Chief Audit Executive, Ms. Perrott held a number of roles of increasing responsibility at Accenture, including as Global Finance Lead for several different functional service lines from 1992 to 2003, Technology Chief Financial Officer (“CFO”) from 2003 to 2009, North America CFO from 2009 to 2012, and Internal Audit Managing Director from 2012 to 2014. Prior to joining Accenture, Ms. Perrott served in various public accounting roles in the external audit practice of Arthur Andersen & Co. from 1985 to 1992. Ms. Perrott earned a B.A. in Political Science with a concentration in Accounting from Duke University. Ms. Perrott has served on the Board of Directors of Clearwater Marine Aquarium, a non-profit organization committed to the rescue, rehab and release of injured marine life, since 2021, and as Vice Chair since 2022. She has also served on the Finance Advisory Board for the town of Belleair, Florida since 2022 and on the Board of Directors of Morton Plant Mease Healthcare Foundation since 2023.
There are no arrangements or understandings between Ms. Perrott or any other person and the Company pursuant to which Ms. Perrott was appointed to serve as a director. Prior to the date of her appointment to the Board, Ms. Perrott and the Company’s subsidiary, Valley National Bank (“Valley”), entered into a loan transaction, which was made (i) in the ordinary course of business, (ii) on substantially the same terms, including interest rates and collateral, as those prevailing at the time for comparable loans with persons not related to Valley, and (iii) did not involve more than the normal risk of collectability or present other unfavorable features.
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Ms. Perrott will participate in the Company’s non-employee director compensation program as described in the Company’s Proxy Statement for its 2023 Annual Meeting of Stockholders filed on March 10, 2023, as such description may be updated or superseded in subsequent filings with the U.S. Securities and Exchange Commission.
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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: September 19, 2023 |
VALLEY NATIONAL BANCORP | |
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By: |
/s/ Gary G. Michael | |
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Gary G. Michael | ||
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Executive Vice President, General Counsel & Corporate Secretary | ||
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