Results of Operations and Financial Condition. On July 23, 2026 , Valley National Bancorp (“Valley”) issued a press release announcing Valley’s financial results for the second quarter 2026. 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…

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information set forth in

Entry into a Material Definitive Agreement. Pursuant to the Underwriting Agreement (as defined below), on May 14, 2026 (the “Closing Date”), Valley National Bancorp (the “Company”) completed the issuance and sale (the “Offering”) of $500,000,000 aggregate principal amount of the Company’s 6.219% Fixed-to-Floating Rate Subordinated Notes due 2036 (the “Notes”). The Notes were sold pursuant to a shelf registration statement on Form S-3ASR (File No. 333-278527) (the “Registration Statement”), wh…

Other Events. Underwriting Agreement In connection with the Offering, on May 11, 2026, the Company and the Bank entered into an underwriting agreement (the “Underwriting Agreement”) with Keefe, Bruyette & Woods, Inc. and Morgan Stanley & Co. LLC as representatives of the underwriters named therein (the “Underwriters”), pursuant to which, subject to the satisfaction of the conditions set forth therein, the Company agreed to sell, and the Underwriters agreed to purchase, the Notes. The Company…

Results of Operations and Financial Condition. On April 23, 2026 , Valley National Bancorp (“Valley”) issued a press release announcing Valley’s financial results for the first quarter 2026. 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…

Other Events. On February 24, 2026 , Valley National Bancorp (“Valley”) issued a press release announcing the approval by Valley’s Board of Directors of a stock repurchase program for up to 25 million shares of Valley common stock (the “2026 Share Repurchase Program”). The 2026 Share Repurchase Program will be effective on April 27, 2026, replacing the current share repurchase program, which is set to expire on April 26, 2026 unless terminated sooner. The number of shares to be repurchased an…

Other Events. On February 24, 2026 , Valley National Bancorp (“Valley”) issued a press release announcing the approval by Valley’s Board of Directors of a stock repurchase program for up to 25 million shares of Valley common stock (the “2026 Share Repurchase Program”). The 2026 Share Repurchase Program will be effective on April 27, 2026, replacing the current share repurchase program, which is set to expire on April 26, 2026 unless terminated sooner. The number of shares to be repurchased an…

Results of Operations and Financial Condition. On January 29, 2026 , Valley National Bancorp (“Valley”) issued a press release announcing fourth quarter 2025 results of operations. 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…

Director — Carlos Vazquez: The filing discloses the appointment of a new independent director to the board, which is a routine governance event and not a departure of a senior executive.

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 otherwis…

Results of Operations and Financial Condition. On July 24, 2025 , Valley National Bancorp (“Valley”) issued a press release announcing Valley’s financial results for the second 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…

President — Thomas A. Iadanza: The filing announces the planned retirement of the President with a named internal successor (the CEO) assuming the role, indicating an orderly succession rather than a sudden loss of executive leadership.

Results of Operations and Financial Condition. On April 24, 2025 , Valley National Bancorp (“Valley”) issued a press release announcing Valley’s financial results for the first 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…

Director — Eyal Efrat: The filing discloses the appointment of a new independent director to replace a resigning designee, which is a routine board composition change rather than a senior executive departure.

President of Commercial Banking — Joseph V. Chillura: The departure of the President of Commercial Banking is an orderly transition with a named external successor, accompanied by the promotion of an interim CFO to permanent CFO.

Director — Avner Mendelson: A non-employee director resigned without disagreement, and the appointing shareholder intends to replace him, indicating an orderly change rather than a shock to management.

Results of Operations and Financial Condition. On January 23, 2025 , Valley National Bancorp (“Valley”) issued a press release announcing fourth quarter 2024 results of operations. 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…

President — Thomas A. Iadanza: The President is retiring with a defined transition period, representing an orderly succession rather than a sudden loss of leadership.

The filing discloses the adoption of a new executive severance plan, which is a compensatory arrangement rather than a specific management departure or appointment.

Director — Nitzan Sandor: The filing discloses the appointment of a new independent director to replace a prior designee, which is a routine board composition change rather than a senior executive departure.

Entry into a Material Definitive Agreement. On November 7, 2024, Valley National Bancorp (the “Company”) entered into an underwriting agreement (the “Underwriting Agreement”) with Valley National Bank and J.P. Morgan Securities LLC, as representative of the underwriters listed on Schedule A thereto (the “Underwriters”), pursuant to which the Company issued and sold to the Underwriters an aggregate of 49,197,860 shares (including 6,417,112 shares issued pursuant to the exercise in full of the…

CFO — Michael Hagedorn: The CFO is separating from service but an interim successor (Travis Lan) is immediately named to assume duties, indicating an orderly transition rather than a sudden loss of leadership.

Results of Operations and Financial Condition. On October 24, 2024 , Valley National Bancorp (“Valley”) issued a press release announcing Valley’s financial results for the third quarter 2024. 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 otherwis…

Director — Dafna Landau: A board designee resigned due to leaving the appointing institution, with a successor expected, representing a standard board turnover event rather than a senior executive departure.

Material Modifications to Rights of Security Holders On August 5, 2024, Valley National Bancorp (the “Company”) issued and sold 6,000,000 shares of 8.250% Fixed-Rate Reset Non-Cumulative Perpetual Preferred Stock, Series C, no par value per share, with a liquidation preference of $25 per share (the “Series C Preferred Stock”) of the Company in a public offering under the Company’s Registration Statement on Form S-3 (File No. 333-278527) and a related prospectus, including the related prelimin…