8-K

VALLEY NATIONAL BANCORP (VLY)

8-K 2020-10-22 For: 2020-10-22
View Original
Added on April 06, 2026

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 22, 2020

Valley National Bancorp

(Exact Name of Registrant as Specified in Charter)

New Jersey 1-11277 22-2477875
(State or Other Jurisdiction<br><br>of Incorporation) (Commission File Number) (I.R.S. Employer<br><br>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 October 22, 2020 Valley National Bancorp (“Valley”) issued a press release reporting 2020 third quarter 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 2020 third quarter press release contains certain supplemental financial information, described in the Notes to Selected Financial Data included in Exhibit 99, 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 October 22, 2020.
The Press Release disclosed in this Item 9.01 as Exhibit 99 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 third quarter 2020 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: October 22, 2020 VALLEY NATIONAL BANCORP
By: /s/ Michael D. Hagedorn
Michael D. Hagedorn
Senior Executive Vice President and
Chief Financial Officer<br><br>(Principal Financial Officer)

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 A 25 PERCENT INCREASE IN THIRD QUARTER 2020 NET INCOME AND STRONG NET INTEREST INCOME AND MARGIN

NEW YORK, NY – October 22, 2020 -- Valley National Bancorp (NASDAQ:VLY), the holding company for Valley National Bank, today reported net income for the third quarter 2020 of $102.4 million, or $0.25 per diluted common share, as compared to the third quarter 2019 earnings of $81.9 million, or $0.24 per diluted common share, and net income of $95.6 million, or $0.23 per diluted common share, for the second quarter 2020.

Key financial highlights for the third quarter:

•Net Interest Income and Margin: Net interest income on a tax equivalent basis of $284.1 million for the third quarter 2020 increased $579 thousand as compared to the second quarter 2020. The increase was largely due to a 13 basis point decline in our funding costs caused by the continued downward repricing of our interest bearing deposits, partially offset by lower yields on new loan volumes and increased premium amortization expense related to mortgage-backed investment securities. Our net interest margin on a tax equivalent basis of 3.01 percent for the third quarter 2020 increased by 1 basis point from 3.00 percent for the second quarter 2020. See the "Net Interest Income and Margin" section below for additional information.

•Loan Portfolio: Loans increased $101.0 million, to $32.4 billion at September 30, 2020 from June 30, 2020. The increase was largely due to controlled growth in our commercial real estate loan portfolio and a $63 million increase in SBA Paycheck Protection Program (PPP) loans classified as commercial and industrial loans during the third quarter. Third quarter new and refinanced loan originations included approximately $386 million of residential mortgage loans originated for sale rather than investment as compared to $296 million of such loans in the second quarter 2020. Net gains on sales of residential loans were $13.4 million and $8.3 million in the third quarter 2020 and second quarter 2020, respectively. See the "Loans" section below for more details.

•Allowance and Provision for Credit Losses for Loans: The allowance for credit losses for loans totaled $335.3 million and $319.7 million at September 30, 2020 and June 30, 2020, respectively. During the third quarter 2020, the provision for credit losses for loans was $31.0 million as compared to $41.1 million and $8.7 million for the second quarter 2020 and third quarter 2019, respectively. The reserve build in the third quarter 2020 reflects several factors, including deterioration in Valley's macroeconomic outlook since the end of the second quarter, additional qualitative management adjustments to reflect the potential for higher levels of credit stress related to COVID-19 impacted borrowers, and the impact of lower valuations of collateral securing our non-performing taxi medallion loan portfolio.

Valley National Bancorp (NASDAQ: VLY)

2020 Third Quarter Earnings

October 22, 2020

•Credit Quality: Net loan charge-offs totaled $15.4 million for the third quarter 2020 as compared to $14.8 million for the second quarter 2020. Net charge-offs remained slightly elevated in the third quarter due to the full charge-off of a $6.0 million non-performing commercial and industrial loan relationship, as well as the partial charge-off of several taxi medallion loans negatively impacted by lower collateral valuations at September 30, 2020. Non-accrual loans decreased $19.5 million during the third quarter 2020 as compared to the second quarter 2020 mostly due to the loan charge-offs, and represented 0.59 percent and 0.65 percent of total loans at September 30, 2020 and June 30, 2020, respectively. See the "Credit Quality" Section below for more details.

•Non-interest Income: Non-interest income increased $4.4 million to $49.3 million for the third quarter 2020 as compared to the second quarter 2020. The increase was mainly due to increases of $5.0 million, $4.5 million and $1.2 million in net gains on sales of residential mortgage loans, swap fee income related to new commercial loan transactions and net gains on sales of assets, respectively. BOLI income decreased $7.1 million as compared to the second quarter 2020 largely due to periodic death benefits received in the second quarter 2020 and a related credit adjustment to the mortality contingency reserves component of our BOLI assets recognized during the third quarter 2020.

•Loss on Extinguishment of Debt: In late September 2020, we prepaid $50 million of long-term institutional repo borrowings with an interest rate of 3.70 percent and an original contractual maturity date in January 2022. The debt prepayment was funded by excess cash liquidity. The transaction was accounted for as an early debt extinguishment resulting in a loss, reported within non-interest expense, of $2.4 million for the third quarter 2020.

•Non-interest Expense: Non-interest expense increased $3.0 million to $160.2 million for the third quarter 2020 as compared to the second quarter 2020 mainly due to a $5.1 million increase in salaries and employee benefits expense and the $2.4 million loss on extinguishment of debt recognized during the third quarter 2020. Salary and employee benefits increased due to several factors, including higher cash incentive accruals, increased medical and employer 401k expenses and a decline in compensation-based deferred loan origination costs caused by lower new loan volumes as compared to the second quarter 2020. The negative impact of these items were partially offset by decreases in net occupancy and equipment, the FDIC insurance assessment and COVID-19 related expenses. COVID-19 related expenses totaled $1.2 million and $2.2 million for third quarter 2020 and second quarter 2020, respectively.

•Efficiency Ratio: Our efficiency ratio was 48.20 percent for the third quarter 2020 as compared to 48.01 percent and 55.73 percent for the second quarter 2020 and third quarter 2019, respectively. Our adjusted efficiency ratio was 46.62 percent for the third quarter 2020 as compared to 46.84 percent and 53.48 percent for the second quarter 2020 and third quarter 2019, respectively. See the "Consolidated Financial Highlights" tables below for additional information regarding our non-GAAP measures.

•Performance Ratios: Annualized return on average assets (ROA), average shareholders’ equity (ROE) and average tangible shareholders' equity (ROTE) were 0.99 percent, 9.04 percent, and 13.30 percent for the third quarter 2020, respectively. Annualized ROA, ROE and ROTE, adjusted for non-core charges, were 1.01 percent, 9.20 percent, and 13.53 percent for

Valley National Bancorp (NASDAQ: VLY)

2020 Third Quarter Earnings

October 22, 2020

the third quarter 2020, respectively. See the "Consolidated Financial Highlights" tables below for additional information regarding our non-GAAP measures.

Ira Robbins, CEO and President commented, "I'm pleased to note that our third quarter earnings reflect the strength of our balance sheet and Valley's ability to perform in a stressed economic environment. As a result of the strong performance of our margin, loan related gain and fee income and controlled operating expenses, the adjusted efficiency ratio was below 47 percent for the second consecutive quarter." Robbins continued, "During the quarter, we witnessed signs of improved financial health for many customers initially impacted by the COVID-19 pandemic and other positive trends from the reopening of certain markets, particularly in Florida. However, we continued to work closely with other customers requiring hardship relief, including loan forbearance, waived fees and other accommodations, when appropriate. While we face a difficult and uncertain road ahead, I remain confident that Valley's strong fundamentals and commitment to its customers, employees and communities will continue to standout in the future."

Net Interest Income and Margin

Net interest income on a tax equivalent basis totaling $284.1 million for the third quarter 2020 increased $62.4 million as compared to the third quarter 2019 and increased $579 thousand as compared to the second quarter 2020. Our third quarter 2020 net interest income results benefited from the prudent management of the level of interest rates offered on our deposits products, as well as a shift in customer preference towards deposits without stated maturities. Interest expense of $54.3 million for the third quarter 2020 decreased $11.7 million as compared to the second quarter 2020 largely due to the maturity and run-off of higher cost time deposits, reduced interest rates on all deposit products and a reduction in average short-term borrowings within our funding mix during the third quarter. Interest income in the third quarter 2020 decreased by $11.1 million as compared to the second quarter 2020 driven by (i) a $6.0 million decrease in interest income from our loan portfolio largely caused by new and refinanced loan originations at lower current interest rates and a moderate decline in discount accretion related to purchased credit deteriorated loans, and (ii) a $5.1 million decrease in interest and dividends from investment securities due to normal repayments of higher yielding securities and the acceleration of premium amortization expense related to the increased prepayment of mortgage-backed securities.

Our net interest margin on a tax equivalent basis of 3.01 percent for the third quarter 2020 increased by 1 basis point and 10 basis points from 3.00 percent and 2.91 percent for the second quarter 2020 and third quarter 2019, respectively. The yield on average interest earning assets decreased by 12 basis points on a linked quarter basis, mostly due to the impact of the lower interest rate environment. The yield on average loans decreased by 13 basis points to 3.89 percent for the third quarter 2020 as compared to the second quarter 2020 largely due to the continued repayment of higher yielding loans and the lower yield on new loans. The overall cost of average interest bearing liabilities decreased 16 basis points to 0.80 percent for the third quarter 2020 as compared to the linked second quarter 2020 due to the lower rates offered on deposit products, maturing time deposits and a decrease in average short-term borrowings. Our cost of total average deposits was 0.41 percent for the third quarter 2020 as compared to 0.60 percent for the second quarter 2020.

Valley National Bancorp (NASDAQ: VLY)

2020 Third Quarter Earnings

October 22, 2020

Loans, Deposits and Other Borrowings

Loans. Loans increased $101.0 million to approximately $32.4 billion at September 30, 2020 from June 30, 2020 largely due to commercial real estate loan growth and a $63 million increase in SBA PPP loans within the commercial and industrial loan category during the third quarter 2020. Commercial real estate loans increased $244 million, or 5.9 percent on an annualized basis, to $16.8 billion at September 30, 2020 as compared to June 30, 2020 mainly due to our solid loan commitment pipeline at June 30, 2020 and slower repayment activity in the third quarter. The residential mortgage and most consumer loan categories experienced moderate declines in the third quarter due to the impact of COVID-19, including a higher level of residential mortgage loans originated for sale due to current interest rate risk management strategies. During the third quarter 2020, we originated $386 million of residential mortgage loans for sale rather than held for investment. Residential mortgage loans held for sale at fair value totaled $209.3 million and $120.6 million at September 30, 2020 and June 30, 2020, respectively.

Deposits. Total deposits decreased $132.2 million to approximately $31.3 billion at September 30, 2020 from June 30, 2020 largely due to decreases of $735.2 million and $232.9 million in time deposits and non-interest bearing deposits, respectively, which were mostly offset by an increase of $835.9 million in the money market, NOW and savings account category. The decrease in time deposits was driven by maturing high cost retail CDs and partial migration to more liquid deposit product categories, while the decline in non-interest bearing balances was partially caused by normal period end fluctuations and lower deposit balances with PPP loan customers. Total brokered deposits (consisting of both time and money market deposit accounts) totaled $3.3 billion at September 30, 2020 as compared to $3.6 billion at June 30, 2020. Non-interest bearing deposits; savings, NOW and money market deposits; and time deposits represented approximately 28 percent, 48 percent and 24 percent of total deposits as of September 30, 2020, respectively.

Other Borrowings. Short-term borrowings decreased by $652.2 million to $1.4 billion at September 30, 2020 as compared to June 30, 2020 due to a decline in overnight borrowings, comprised mainly of federal funds purchased, and corresponding reduction in our excess liquidity levels which were prudently elevated by management in the first half of 2020. Long-term borrowings decreased by $55.0 million to $2.9 billion at September 30, 2020 as compared to June 30, 2020 mainly due to the prepayment of a $50 million institutional repo borrowing with a stated interest rate of 3.7 percent. The prepayment resulted in a $2.4 million prepayment penalty charge recognized in non-interest expense during the third quarter 2020.

Credit Quality

Non-Performing Assets (NPAs). Total NPAs, consisting of non-accrual loans, other real estate owned (OREO), other repossessed assets and non-accrual debt securities decreased $20.5 million to $203.6 million at September 30, 2020 as compared to June 30, 2020. The decrease in NPAs was mainly due to a $19.5 million decrease in non-accrual loans caused by loan charge-offs within the commercial and industrial loan category. Non-accrual loans represented 0.59 percent of total loans at September 30, 2020 compared to 0.65 percent at June 30, 2020.

Valley National Bancorp (NASDAQ: VLY)

2020 Third Quarter Earnings

October 22, 2020

Non-performing Taxi Medallion Loan Portfolio. We continue to closely monitor our non-performing New York City and Chicago taxi medallion loans totaling $93.1 million and $7.0 million, respectively, within the commercial and industrial loan portfolio at September 30, 2020. At September 30, 2020, the non-accrual taxi medallion loans totaling $100.1 million had related reserves of $60.4 million 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 $9.2 million to $83.9 million, or 0.26 percent of total loans, at September 30, 2020 as compared to $93.1 million, or 0.29 percent of total loans, at June 30, 2020 mainly due to a decline in residential mortgage and consumer loans in all delinquency categories. The decrease in the residential and consumer delinquencies was largely due to improved customer performance, including CARES Act qualifying forbearance loans that resumed their scheduled monthly payments during the third quarter 2020. Commercial real estate loans past due 30 to 59 days increased by $12.1 million as compared to June 30, 2020 mainly due to three loan relationships with a combined total of $20.3 million reported in this delinquency category at September 30, 2020. While the three loan relationships are internally classified as substandard, management believes they are well-secured and are currently in the process of collection.

Forbearance. In response to the COVID-19 pandemic and its economic impact to certain customers, Valley implemented short-term loan modifications such as payment deferrals, fee waivers, extensions of repayment terms, or delays in payment that are insignificant, when requested by customers. Generally, the modification terms allow for a deferral of payments for up to 90 days, which Valley may extend for an additional 90 days, for a maximum of 180 days on a cumulative and successive basis. As of September 30, 2020, Valley had approximately $1.1 billion of outstanding loans remaining in their payment deferral period under short-term modifications.

Valley National Bancorp (NASDAQ: VLY)

2020 Third Quarter Earnings

October 22, 2020

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, 2020, June 30, 2020, and September 30, 2019:

September 30, 2020 June 30, 2020 September 30, 2019
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 1.89 % $ 132,039 1.92 % $ 101,002 2.15 %
Commercial real estate loans:
Commercial real estate 128,699 0.77 % 117,743 0.71 % 23,044 0.17 %
Construction 15,951 0.93 % 13,959 0.81 % 25,727 1.67 %
Total commercial real estate loans 144,650 0.78 % 131,702 0.72 % 48,771 0.33 %
Residential mortgage loans 28,614 0.67 % 29,630 0.67 % 5,302 0.13 %
Consumer loans:
Home equity 5,972 1.31 % 4,766 1.01 % 487 0.10 %
Auto and other consumer 15,387 0.69 % 11,477 0.51 % 6,291 0.27 %
Total consumer loans 21,359 0.79 % 16,243 0.59 % 6,778 0.24 %
Allowance for loan losses 325,032 1.00 % 309,614 0.96 % 161,853 0.61 %
Allowance for unfunded credit commitments 10,296 10,109 2,917
Total allowance for credit losses for loans $ 319,723 $ 164,770
Allowance for credit losses for
loans as a % loans 1.03 % 0.99 % 0.62 %
* CECL was adopted January 1, 2020. Prior periods reflect the allowance for credit losses for loans under the incurred loss model.

All values are in US Dollars.

Our loan portfolio, totaling $32.4 billion at September 30, 2020, had net loan charge-offs totaling $15.4 million for the third quarter 2020 as compared to $14.8 million and $2.0 million for the second quarter 2020 and third quarter 2019, respectively. During the third quarter 2020, net loan charge-offs were mainly driven by the full charge-off of a $6.0 million non-performing commercial and industrial loan relationship, which was fully reserved for in our allowance for loan losses at June 30, 2020. The commercial and industrial loan category also included partial charge-offs of taxi medallion loans totaling $6.1 million for the third quarter 2020 as compared to $3.2 million for the second quarter 2020. There were no taxi medallion loan charge-offs during the third quarter 2019.

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, 0.99 percent and 0.62 percent at September 30, 2020, June 30, 2020 and September 30, 2019, respectively. During the third quarter 2020, we recorded a $31.0 million provision for credit losses for loans as compared to $41.1 million and $8.7 million for the second quarter 2020 and the third quarter 2019, respectively. The reserve

Valley National Bancorp (NASDAQ: VLY)

2020 Third Quarter Earnings

October 22, 2020

build in the third quarter 2020 reflects several factors, including deterioration in Valley's macroeconomic outlook since the end of the second quarter, additional qualitative management adjustments to reflect the potential for higher levels of credit stress related to COVID-19 impacted borrowers, and the impact of lower valuations of collateral securing our non-performing taxi medallion loan portfolio.

At September 30, 2020, the allowance allocations for credit losses as a percentage of total loans increased for most loan categories as compared to June 30, 2020. However, the allocated reserves as a percentage of commercial and industrial loans declined by 0.03 percent largely due to the aforementioned net loan charge-offs in the third quarter 2020, as well as moderate growth within the guaranteed PPP loan portfolio which had no related allowance at September 30, 2020 and June 30, 2020.

Capital Adequacy

Valley's regulatory capital ratios continue to reflect its well capitalized position. Valley's total risk-based capital, common equity Tier 1 capital, Tier 1 capital and Tier 1 leverage capital ratios were 12.36 percent, 9.70 percent, 10.41 percent and 7.87 percent, respectively, at September 30, 2020.

For regulatory capital purposes, in connection with the Federal Reserve Board’s final interim rule as of April 3, 2020, 100 percent of the CECL Day 1 impact to shareholders' equity equaling $28.2 million after-tax will be deferred for a two-year period ending January 1, 2022, at which time it will be phased in on a pro-rata basis over a three-year period ending January 1, 2025. Additionally, 25 percent of the reserve build (i.e., provision for credit losses less net charge-offs) for the nine months ended September 30, 2020 will be phased in over the same time frame.

Investor Conference Call

Valley will host a conference call with investors and the financial community at 11:00 AM Eastern Daylight Time, today to discuss the third quarter 2020 earnings. Those wishing to participate in the call may dial toll-free (866) 354-0432 Conference ID: 4969514. The teleconference will also be webcast live: https://edge.media-server.com/mmc/p/27hm6386 [ edge.media-server.com ] and archived on Valley's website through Friday, November 27, 2020. Investor presentation materials will be made available prior to the conference call at www.valley.com.

About Valley

As the principal subsidiary of Valley National Bancorp, Valley National Bank is a regional bank with approximately $41 billion in assets. Valley is committed to giving people and businesses the power to succeed. Valley operates many convenient branch locations across New Jersey, New York, Florida and Alabama, 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 Service Center at 800-522-4100.

Valley National Bancorp (NASDAQ: VLY)

2020 Third Quarter Earnings

October 22, 2020

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 new and existing programs and products, acquisitions, relationships, opportunities, taxation, technology, market conditions and economic expectations, including the potential effects of the COVID-19 pandemic on our businesses and financial results and conditions. These statements may be identified by such forward-looking terminology as “should,” “expect,” “believe,” “view,” “opportunity,” “allow,” “continues,” “reflects,” “typically,” “usually,” “anticipate,” 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 COVID-19 on the U.S. and the global economies, including business disruptions, reductions in employment and an increase in business failures, specifically the consequences among our commercial and consumer customers;

•the impact of COVID-19 on our employees and our ability to provide services to our customers and respond to their needs as more cases of COVID-19 may arise in our primary markets;

•potential judgments, claims, damages, penalties, fines and reputational damage resulting from pending or future litigation and regulatory and government actions, including as a result of our participation in and execution of government programs related to the COVID-19 pandemic or as a result of our action, or failure to implement or effectively implement, federal, state and local laws, rules or executive orders requiring that we grant forbearances or not act to collect our loans;

•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;

•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 and Alabama, 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;

Valley National Bancorp (NASDAQ: VLY)

2020 Third Quarter Earnings

October 22, 2020

•cyber-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 OCC, the FRB, the 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 pandemic or other external events;

•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; and

•the failure of other financial institutions with whom we have trading, clearing, counterparty and other financial relationships.

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, 2019 and in Item 1A of our Quarterly Report on Form 10-Q for the quarter ended June 30, 2020.

We undertake no duty to update any forward-looking statement to conform the statement to actual results or changes in our expectations. 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 Nine Months Ended
September 30, June 30, September 30, September 30,
($ in thousands, except for share data) 2020 2020 2019 2020 2019
FINANCIAL DATA:
Net interest income - FTE ^(1)^ $ 284,119 $ 283,540 $ 221,747 $ 834,042 $ 663,064
Net interest income $ 283,086 $ 282,559 $ 220,625 $ 830,984 $ 659,507
Non-interest income 49,272 44,830 41,150 135,499 176,426
Total revenue 332,358 327,389 261,775 966,483 835,933
Non-interest expense 160,185 157,166 145,877 473,007 435,409
Pre-provision net revenue 172,173 170,223 115,898 493,476 400,524
Provision for credit losses 30,908 41,156 8,700 106,747 18,800
Income tax expense 38,891 33,466 25,307 101,486 110,035
Net income 102,374 95,601 81,891 285,243 271,689
Dividends on preferred stock 3,172 3,172 3,172 9,516 9,516
Net income available to common shareholders $ 99,202 $ 92,429 $ 78,719 $ 275,727 $ 262,173
Weighted average number of common shares outstanding:
Basic 403,833,469 403,790,242 331,797,982 403,714,701 331,716,652
Diluted 404,788,526 404,631,845 333,405,196 404,912,126 333,039,436
Per common share data:
Basic earnings $ 0.25 $ 0.23 $ 0.24 $ 0.68 $ 0.79
Diluted earnings 0.25 0.23 0.24 0.68 0.79
Cash dividends declared 0.11 0.11 0.11 0.33 0.33
Closing stock price - high 8.33 9.60 11.21 11.46 11.21
Closing stock price - low 6.60 6.29 10.04 6.29 9.00
CORE ADJUSTED FINANCIAL DATA: ^(2)^
Net income available to common shareholders, as adjusted $ 101,002 $ 92,721 $ 79,962 $ 278,784 $ 227,340
Basic earnings per share, as adjusted 0.25 0.23 0.24 0.69 0.69
Diluted earnings per share, as adjusted 0.25 0.23 0.24 0.69 0.68
FINANCIAL RATIOS:
Net interest margin 3.00 % 2.99 % 2.89 % 3.02 % 2.93 %
Net interest margin - FTE ^(1)^ 3.01 3.00 2.91 3.03 2.95
Annualized return on average assets 0.99 0.92 0.98 0.94 1.10
Annualized return on avg. shareholders' equity 9.04 8.54 9.26 8.50 10.44
Annualized return on avg. tangible shareholders' equity ^(2)^ 13.30 12.66 13.75 12.61 15.65
Efficiency ratio ^(3)^ 48.20 48.01 55.73 48.94 52.09
CORE ADJUSTED FINANCIAL RATIOS: ^(2)^
Annualized return on average assets, as adjusted 1.01 % 0.92 % 1.00 % 0.95 % 0.96 %
Annualized return on average shareholders' equity, as adjusted 9.20 8.57 9.40 8.59 9.10
Annualized return on average tangible shareholders' equity, as adjusted 13.53 12.70 13.96 12.75 13.65
Efficiency ratio, as adjusted 46.62 46.84 53.48 47.53 54.27

VALLEY NATIONAL BANCORP

CONSOLIDATED FINANCIAL HIGHLIGHTS

Three Months Ended Nine Months Ended
AVERAGE BALANCE SHEET ITEMS: September 30, June 30, September 30, September 30,
(In thousands) 2020 2020 2019 2020 2019
Assets $ 41,457,515 $ 41,503,514 $ 33,419,137 $ 40,356,828 $ 32,811,565
Interest earning assets 37,767,710 37,778,387 30,494,569 36,743,807 29,981,699
Loans 32,515,264 32,041,200 26,136,745 31,522,268 25,651,195
Interest bearing liabilities 27,163,568 27,578,741 22,858,121 26,986,611 22,512,114
Deposits 31,491,471 30,837,963 24,836,349 30,384,511 24,772,979
Shareholders' equity 4,530,671 4,477,446 3,536,528 4,472,447 3,471,432 As Of
--- --- --- --- --- --- --- --- --- --- --- --- --- --- --- ---
BALANCE SHEET ITEMS: September 30, June 30, March 31, December 31, September 30,
(In thousands) 2020 2020 2020 2019 2019
Assets $ 40,855,333 $ 41,717,265 $ 39,120,629 $ 37,436,020 $ 33,765,539
Total loans 32,415,586 32,314,611 30,428,067 29,699,208 26,567,159
Deposits 31,295,823 31,428,005 29,016,988 29,185,837 25,546,122
Shareholders' equity 4,533,763 4,474,488 4,420,998 4,384,188 3,558,075
LOANS:
(In thousands)
Commercial and industrial $ 6,903,345 $ 6,884,689 $ 4,998,731 $ 4,825,997 $ 4,695,608
Commercial real estate:
Commercial real estate 16,815,587 16,571,877 16,390,236 15,996,741 13,365,454
Construction 1,720,775 1,721,352 1,727,046 1,647,018 1,537,590
Total commercial real estate 18,536,362 18,293,229 18,117,282 17,643,759 14,903,044
Residential mortgage 4,284,595 4,405,147 4,478,982 4,377,111 4,133,331
Consumer:
Home equity 457,083 471,115 481,751 487,272 489,808
Automobile 1,341,659 1,369,489 1,436,734 1,451,623 1,436,608
Other consumer 892,542 890,942 914,587 913,446 908,760
Total consumer loans 2,691,284 2,731,546 2,833,072 2,852,341 2,835,176
Total loans $ 32,415,586 $ 32,314,611 $ 30,428,067 $ 29,699,208 $ 26,567,159
CAPITAL RATIOS:
Book value per common share $ 10.71 $ 10.56 $ 10.43 $ 10.35 $ 10.09
Tangible book value per common share ^(2)^ 7.12 6.96 6.82 6.73 6.62
Tangible common equity to tangible assets ^(2)^ 7.30 % 6.98 % 7.31 % 7.54 % 6.73 %
Tier 1 leverage capital 7.87 7.70 8.24 8.76 7.61
Common equity tier 1 capital 9.70 9.51 9.24 9.42 8.49
Tier 1 risk-based capital 10.41 10.23 9.95 10.15 9.30
Total risk-based capital 12.36 12.19 11.53 11.72 11.03

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) 2020 2020 2019 2020 2019
Allowance for credit losses for loans
Beginning balance $ 319,723 $ 293,361 $ 158,079 $ 164,604 $ 156,295
Impact of the adoption of ASU 2016-13 ^(4)^ 37,989
Allowance for purchased credit deteriorated (PCD) loans 61,643
Beginning balance, adjusted 319,723 293,361 158,079 264,236 156,295
Loans charged-off ^(5)^:
Commercial and industrial (13,965) (14,024) (527) (31,349) (7,882)
Commercial real estate (695) (27) (158) (766) (158)
Residential mortgage (7) (5) (111) (348) (126)
Total Consumer (2,458) (2,601) (2,191) (7,624) (5,971)
Total loans charged-off (17,125) (16,657) (2,987) (40,087) (14,137)
Charged-off loans recovered ^(5)^:
Commercial and industrial 428 799 330 1,796 2,008
Commercial real estate 60 31 28 164 71
Construction 40 20 80
Residential mortgage 31 545 3 626 13
Total Consumer 1,151 509 617 2,454 1,720
Total loans recovered 1,710 1,904 978 5,120 3,812
Net charge-offs (15,415) (14,753) (2,009) (34,967) (10,325)
Provision for credit losses for loans 31,020 41,115 8,700 106,059 18,800
Ending balance $ 335,328 $ 319,723 $ 164,770 $ 335,328 $ 164,770
Components of allowance for credit losses for loans:
Allowance for loan losses $ 325,032 $ 309,614 $ 161,853 $ 325,032 $ 161,853
Allowance for unfunded credit commitments 10,296 10,109 2,917 10,296 2,917
Allowance for credit losses for loans $ 335,328 $ 319,723 $ 164,770 $ 335,328 $ 164,770
Components of provision for credit losses for loans:
Provision for credit losses for loans $ 30,833 $ 41,025 $ 8,757 $ 105,709 $ 20,319
Provision for unfunded credit commitments ^(6)^ 187 90 (57) 350 (1,519)
Total provision for credit losses for loans $ 31,020 $ 41,115 $ 8,700 $ 106,059 $ 18,800
Annualized ratio of total net charge-offs to average loans 0.19 % 0.18 % 0.03 % 0.15 % 0.05 %
Allowance for credit losses for loans as a % of total loans 1.03 0.99 0.62 1.03 0.62

VALLEY NATIONAL BANCORP

CONSOLIDATED FINANCIAL HIGHLIGHTS

As of
ASSET QUALITY: ^(7)^ September 30, June 30, March 31, December 31, September 30,
($ in thousands) 2020 2020 2020 2019 2019
Accruing past due loans:
30 to 59 days past due:
Commercial and industrial $ 6,587 $ 6,206 $ 9,780 $ 11,700 $ 5,702
Commercial real estate 26,038 13,912 41,664 2,560 20,851
Construction 142 7,119 1,486 11,523
Residential mortgage 22,528 35,263 38,965 17,143 12,945
Total Consumer 8,979 12,962 19,508 13,704 13,079
Total 30 to 59 days past due 64,274 68,343 117,036 46,593 64,100
60 to 89 days past due:
Commercial and industrial 3,954 4,178 7,624 2,227 3,158
Commercial real estate 610 1,543 15,963 4,026 735
Construction 49 1,343 7,129
Residential mortgage 3,760 4,169 9,307 4,192 4,417
Total Consumer 1,352 3,786 2,309 2,527 1,577
Total 60 to 89 days past due 9,676 13,676 35,252 14,315 17,016
90 or more days past due:
Commercial and industrial 6,759 5,220 4,049 3,986 4,133
Commercial real estate 1,538 161 579 1,125
Residential mortgage 891 3,812 1,798 2,042 1,347
Total Consumer 753 2,082 1,092 711 756
Total 90 or more days past due 9,941 11,114 7,100 7,318 7,361
Total accruing past due loans $ 83,891 $ 93,133 $ 159,388 $ 68,226 $ 88,477
Non-accrual loans:
Commercial and industrial $ 115,667 $ 130,876 $ 132,622 $ 68,636 $ 75,311
Commercial real estate 41,627 43,678 41,616 9,004 9,560
Construction 2,497 3,308 2,972 356 356
Residential mortgage 23,877 25,776 24,625 12,858 13,772
Total Consumer 7,441 6,947 4,095 2,204 2,050
Total non-accrual loans 191,109 210,585 205,930 93,058 101,049
Other real estate owned (OREO) 7,746 8,283 10,198 9,414 6,415
Other repossessed assets 3,988 3,920 3,842 1,276 2,568
Non-accrual debt securities 783 1,365 531 680 680
Total non-performing assets $ 203,626 $ 224,153 $ 220,501 $ 104,428 $ 110,712
Performing troubled debt restructured loans $ 58,090 $ 53,936 $ 48,024 $ 73,012 $ 79,364
Total non-accrual loans as a % of loans 0.59 % 0.65 % 0.68 % 0.31 % 0.38 %
Total accruing past due and non-accrual loans as a % of loans 0.85 % 0.94 % 1.20 % 0.54 % 0.71 %
Allowance for losses on loans as a % of non-accrual loans 170.08 % 147.03 % 137.59 % 173.83 % 160.17 %

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) 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. Management believes these non-GAAP financial measures provide information useful to investors in understanding Valley's financial results. Specifically, Valley provides measures based on what it believes are its operating earnings on a consistent basis and excludes material non-core operating items which affect the GAAP reporting of results of operations. Management utilizes these measures for internal planning and forecasting purposes. Management believes that Valley's presentation and discussion, together with the accompanying reconciliations, provides a complete understanding of factors and trends affecting Valley's business and allows investors to view performance in a manner similar to management. These non-GAAP measures should not be considered a substitute for GAAP basis measures and results and Valley strongly encourages investors to review its consolidated financial statements in their entirety and not to rely on any single financial measure. Because non-GAAP financial measures are not standardized, it may not be possible to compare these financial measures with other companies' non-GAAP financial measures having the same or similar names. Three Months Ended Nine Months Ended
--- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- ---
September 30, June 30, September 30, September 30,
($ in thousands, except for share data) 2020 2020 2019 2020 2019
Adjusted net income available to common shareholders:
Net income, as reported $ 102,374 $ 95,601 $ 81,891 $ 285,243 $ 271,689
Less: Gain on sale leaseback transactions (net of tax)^(a)^ (55,707)
Add: Loss on extinguishment of debt (net of tax) 1,691 1,691
Add: Net impairment losses on securities (net of tax) 2,078
Add: Losses on securities transaction (net of tax) 33 29 67 91 82
Add: Severance expense (net of tax)^(b)^ 3,433
Add: Tax credit investment impairment (net of tax)^(c)^ 1,757
Add: Merger related expenses (net of tax)^(d)^ 76 263 1,043 1,275 1,068
Add: Income tax expense ^(e)^ 133 12,456
Net income, as adjusted $ 104,174 $ 95,893 $ 83,134 $ 288,300 $ 236,856
Dividends on preferred stock 3,172 3,172 3,172 9,516 9,516
Net income available to common shareholders, as adjusted $ 101,002 $ 92,721 $ 79,962 $ 278,784 $ 227,340
__________
(a) The gain on sale leaseback transactions is included in gains on the sales of assets within other non-interest income.
(b) Severance expense is included in salary and employee benefits expense.
(c) Impairment is included in the amortization of tax credit investments.
(d) Merger related expenses are primarily within salary and employee benefits expense, professional and legal fees, and other expense.
(e) Income tax expense related to reserves for uncertain tax positions.
Adjusted per common share data:
Net income available to common shareholders, as adjusted $ 101,002 $ 92,721 $ 79,962 $ 278,784 $ 227,340
Average number of shares outstanding 403,833,469 403,790,242 331,797,982 403,714,701 331,716,652
Basic earnings, as adjusted $ 0.25 $ 0.23 $ 0.24 $ 0.69 $ 0.69
Average number of diluted shares outstanding 404,788,526 404,631,845 333,405,196 404,912,126 333,039,436
Diluted earnings, as adjusted $ 0.25 $ 0.23 $ 0.24 $ 0.69 $ 0.68
Adjusted annualized return on average tangible shareholders' equity:
Net income, as adjusted $ 104,174 $ 95,893 $ 83,134 $ 288,300 $ 236,856
Average shareholders' equity 4,530,671 4,477,446 3,536,528 4,472,447 3,471,432
Less: Average goodwill and other intangible assets 1,451,889 1,456,781 1,154,462 1,456,536 1,157,203
Average tangible shareholders' equity $ 3,078,782 $ 3,020,665 $ 2,382,066 $ 3,015,911 $ 2,314,229
Annualized return on average tangible shareholders' equity, as adjusted 13.53 % 12.70 % 13.96 % 12.75 % 13.65 %
Adjusted annualized return on average assets:
Net income, as adjusted $ 104,174 $ 95,893 $ 83,134 $ 288,300 $ 236,856
Average assets $ 41,457,515 $ 41,503,514 $ 33,419,137 $ 40,356,828 $ 32,811,565
Annualized return on average assets, as adjusted 1.01 % 0.92 % 1.00 % 0.95 % 0.96 %

VALLEY NATIONAL BANCORP

CONSOLIDATED FINANCIAL HIGHLIGHTS

Three Months Ended Nine Months Ended
September 30, June 30, September 30, September 30,
($ in thousands) 2020 2020 2019 2020 2019
Adjusted annualized return on average shareholders' equity:
Net income, as adjusted $ 104,174 $ 95,893 $ 83,134 $ 288,300 $ 236,856
Average shareholders' equity $ 4,530,671 $ 4,477,446 $ 3,536,528 $ 4,472,447 $ 3,471,432
Annualized return on average shareholders' equity, as adjusted 9.20 % 8.57 % 9.40 % 8.59 % 9.10 %
Annualized return on average tangible shareholders' equity:
Net income, as reported $ 102,374 $ 95,601 $ 81,891 $ 285,243 $ 271,689
Average shareholders' equity 4,530,671 4,477,446 3,536,528 4,472,447 3,471,432
Less: Average goodwill and other intangible assets 1,451,889 1,456,781 1,154,462 1,456,536 1,157,203
Average tangible shareholders' equity $ 3,078,782 $ 3,020,665 $ 2,382,066 $ 3,015,911 $ 2,314,229
Annualized return on average tangible shareholders' equity 13.30 % 12.66 % 13.75 % 12.61 % 15.65 %
Adjusted efficiency ratio:
Non-interest expense, as reported $ 160,185 $ 157,166 $ 145,877 $ 473,007 $ 435,409
Less: Loss on extinguishment of debt (pre-tax) 2,353 2,353
Less: Severance expense (pre-tax) 4,838
Less: Merger-related expenses (pre-tax) 106 366 1,434 1,774 1,469
Less: Amortization of tax credit investments (pre-tax) 2,759 3,416 4,385 9,403 16,421
Non-interest expense, as adjusted $ 154,967 $ 153,384 $ 140,058 $ 459,477 $ 412,681
Net interest income 283,086 282,559 220,625 830,984 659,507
Non-interest income, as reported 49,272 44,830 41,150 135,499 176,426
Add: Net impairment losses on securities (pre-tax) 2,928
Add: Losses on securities transactions, net (pre-tax) 46 41 93 127 114
Less: Gain on sale leaseback transaction (pre-tax) 78,505
Non-interest income, as adjusted $ 49,318 $ 44,871 $ 41,243 $ 135,626 $ 100,963
Gross operating income, as adjusted $ 332,404 $ 327,430 $ 261,868 $ 966,610 $ 760,470
Efficiency ratio, as adjusted 46.62 % 46.84 % 53.48 % 47.53 % 54.27 %

VALLEY NATIONAL BANCORP

CONSOLIDATED FINANCIAL HIGHLIGHTS

As of
September 30, June 30, March 31, December 31, September 30,
($ in thousands, except for share data) 2020 2020 2020 2019 2019
Tangible book value per common share:
Common shares outstanding 403,878,744 403,795,699 403,744,148 403,278,390 331,805,564
Shareholders' equity $ 4,533,763 $ 4,474,488 $ 4,420,998 $ 4,384,188 $ 3,558,075
Less: Preferred stock 209,691 209,691 209,691 209,691 209,691
Less: Goodwill and other intangible assets 1,449,282 1,453,330 1,458,095 1,460,397 1,152,815
Tangible common shareholders' equity $ 2,874,790 $ 2,811,467 $ 2,753,212 $ 2,714,100 $ 2,195,569
Tangible book value per common share $ 7.12 $ 6.96 $ 6.82 $ 6.73 $ 6.62
Tangible common equity to tangible assets:
Tangible common shareholders' equity $ 2,874,790 $ 2,811,467 $ 2,753,212 $ 2,714,100 $ 2,195,569
Total assets 40,855,333 41,717,265 39,120,629 37,436,020 33,765,539
Less: Goodwill and other intangible assets 1,449,282 1,453,330 1,458,095 1,460,397 1,152,815
Tangible assets $ 39,406,051 $ 40,263,935 $ 37,662,534 $ 35,975,623 $ 32,612,724
Tangible common equity to tangible assets 7.30 % 6.98 % 7.31 % 7.54 % 6.73 % (3) The efficiency ratio measures Valley's total non-interest expense as a percentage of net interest income plus total non-interest income.
--- ---
(4) The adjustment represents an increase in the allowance for credit losses for loans as a result of the adoption of ASU 2016-13 effective January 1, 2020.
(5) Charge-offs and recoveries presented for periods prior to March 31, 2020 exclude loans formerly known as Purchased Credit-Impaired (PCI) loans.
(6) Periods prior to March 31, 2020 represent allowance and provision for letters of credit only.
(7) Past due loans and non-accrual loans presented in periods prior to March 31, 2020 exclude PCI loans. PCI loans were accounted for on a pool basis and are were not subject to delinquency classification.
SHAREHOLDERS RELATIONS<br>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.

VALLEY NATIONAL BANCORP

CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION

(in thousands, except for share data)

September 30, December 31,
2020 2019
(Unaudited)
Assets
Cash and due from banks $ 383,961 $ 256,264
Interest bearing deposits with banks 654,591 178,423
Investment securities:
Equity securities 29,026 41,410
Available for sale debt securities 1,526,564 1,566,801
Held to maturity debt securities (net of allowance for credit losses of $1,481 at September 30, 2020) 2,168,995 2,336,095
Total investment securities 3,724,585 3,944,306
Loans held for sale, at fair value 209,250 76,113
Loans 32,415,586 29,699,208
Less: Allowance for loan losses (325,032) (161,759)
Net loans 32,090,554 29,537,449
Premises and equipment, net 323,056 334,533
Lease right of use assets 265,599 285,129
Bank owned life insurance 533,768 540,169
Accrued interest receivable 136,058 105,637
Goodwill 1,375,409 1,373,625
Other intangible assets, net 73,873 86,772
Other assets 1,084,629 717,600
Total Assets $ 40,855,333 $ 37,436,020
Liabilities
Deposits:
Non-interest bearing $ 8,756,924 $ 6,710,408
Interest bearing:
Savings, NOW and money market 15,001,318 12,757,484
Time 7,537,581 9,717,945
Total deposits 31,295,823 29,185,837
Short-term borrowings 1,430,726 1,093,280
Long-term borrowings 2,852,569 2,122,426
Junior subordinated debentures issued to capital trusts 55,978 55,718
Lease liabilities 290,441 309,849
Accrued expenses and other liabilities 396,033 284,722
Total Liabilities 36,321,570 33,051,832
Shareholders’ Equity
Preferred stock, no par value; 50,000,000 authorized shares:
Series A (4,600,000 shares issued at September 30, 2020 and December 31, 2019) 111,590 111,590
Series B (4,000,000 shares issued at September 30, 2020 and December 31, 2019) 98,101 98,101
Common stock (no par value, authorized 650,000,000 shares; issued 403,880,132 shares at September 30, 2020 and 403,322,773 shares at December 31, 2019) 141,718 141,423
Surplus 3,633,321 3,622,208
Retained earnings 553,826 443,559
Accumulated other comprehensive loss (4,783) (32,214)
Treasury stock, at cost (1,388 common shares at September 30, 2020 and 44,383 common shares at December 31, 2019) (10) (479)
Total Shareholders’ Equity 4,533,763 4,384,188
Total Liabilities and Shareholders’ Equity $ 40,855,333 $ 37,436,020

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,
2020 2020 2019 2020 2019
Interest Income
Interest and fees on loans $ 315,788 $ 321,883 $ 298,384 $ 970,739 $ 883,595
Interest and dividends on investment securities:
Taxable 14,845 19,447 21,801 56,225 67,166
Tax-exempt 3,606 3,692 4,219 11,224 13,379
Dividends 2,684 3,092 3,171 9,177 9,140
Interest on federal funds sold and other short-term investments 420 411 1,686 2,296 3,947
Total interest income 337,343 348,525 329,261 1,049,661 977,227
Interest Expense
Interest on deposits:
Savings, NOW and money market 13,323 16,627 35,944 64,463 110,247
Time 19,028 29,857 42,848 91,699 121,350
Interest on short-term borrowings 2,588 1,980 12,953 9,275 40,362
Interest on long-term borrowings and junior subordinated debentures 19,318 17,502 16,891 53,240 45,761
Total interest expense 54,257 65,966 108,636 218,677 317,720
Net Interest Income 283,086 282,559 220,625 830,984 659,507
Provision for credit losses for held to maturity securities (112) 41 688
Provision for credit losses for loans 31,020 41,115 8,700 106,059 18,800
Net Interest Income After Provision for Credit Losses 252,178 241,403 211,925 724,237 640,707
Non-Interest Income
Trust and investment services 3,068 2,826 3,296 9,307 9,296
Insurance commissions 1,816 1,659 2,748 5,426 7,922
Service charges on deposit accounts 3,952 3,557 5,904 13,189 17,634
Losses on securities transactions, net (46) (41) (93) (127) (114)
Other-than-temporary impairment losses on securities (2,928)
Fees from loan servicing 2,551 2,227 2,463 7,526 7,260
Gains on sales of loans, net 13,366 8,337 5,194 26,253 13,700
Gains (losses) on sales of assets, net 894 (299) (159) 716 76,997
Bank owned life insurance (1,304) 5,823 2,687 7,661 6,779
Other 24,975 20,741 19,110 65,548 39,880
Total non-interest income 49,272 44,830 41,150 135,499 176,426
Non-Interest Expense
Salary and employee benefits expense 83,626 78,532 77,271 247,886 236,559
Net occupancy and equipment expense 31,116 33,217 29,203 96,774 86,789
FDIC insurance assessment 4,847 6,135 5,098 14,858 16,150
Amortization of other intangible assets 6,377 6,681 4,694 18,528 13,175
Professional and legal fees 8,762 7,797 5,870 22,646 15,286
Loss on extinguishment of debt 2,353 2,353
Amortization of tax credit investments 2,759 3,416 4,385 9,403 16,421
Telecommunication expense 2,094 2,866 2,698 7,247 7,317
Other 18,251 18,522 16,658 53,312 43,712
Total non-interest expense 160,185 157,166 145,877 473,007 435,409
Income Before Income Taxes 141,265 129,067 107,198 386,729 381,724
Income tax expense 38,891 33,466 25,307 101,486 110,035
Net Income 102,374 95,601 81,891 285,243 271,689
Dividends on preferred stock 3,172 3,172 3,172 9,516 9,516
Net Income Available to Common Shareholders $ 99,202 $ 92,429 $ 78,719 $ 275,727 $ 262,173

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,
2020 2020 2019 2020 2019
Earnings Per Common Share:
Basic $ 0.25 $ 0.23 $ 0.24 $ 0.68 $ 0.79
Diluted 0.25 0.23 0.24 0.68 0.79
Cash Dividends Declared per Common Share 0.11 0.11 0.11 0.33 0.33
Weighted Average Number of Common Shares Outstanding:
Basic 403,833,469 403,790,242 331,797,982 403,714,701 331,716,652
Diluted 404,788,526 404,631,845 333,405,196 404,912,126 333,039,436
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, 2020 June 30, 2020 September 30, 2019
Average Avg. Average Avg. Average Avg.
($ in thousands) Balance Interest Rate Balance Interest Rate Balance Interest Rate
Assets
Interest earning assets:
Loans ^(1)(2)^ $ 32,515,264 $ 315,863 3.89 % $ 32,041,200 $ 321,883 4.02 % $ 26,136,745 $ 298,384 4.57 %
Taxable investments ^(3)^ 3,354,373 17,529 2.09 3,673,090 22,539 2.45 3,411,330 24,972 2.93
Tax-exempt investments ^(1)(3)^ 542,450 4,564 3.37 562,172 4,673 3.32 632,709 5,341 3.38
Interest bearing deposits with banks 1,355,623 420 0.12 1,501,925 411 0.11 313,785 1,686 2.15
Total interest earning assets 37,767,710 338,376 3.58 37,778,387 349,506 3.70 30,494,569 330,383 4.33
Other assets 3,689,805 3,725,127 2,924,568
Total assets $ 41,457,515 $ 41,503,514 $ 33,419,137
Liabilities and shareholders' equity
Interest bearing liabilities:
Savings, NOW and money market deposits $ 14,643,248 $ 13,323 0.36 % $ 13,788,951 $ 16,627 0.48 % $ 11,065,959 $ 35,944 1.30 %
Time deposits 8,027,346 19,028 0.95 8,585,782 29,857 1.39 7,383,202 42,848 2.32
Short-term borrowings 1,533,246 2,588 0.68 2,317,992 1,980 0.34 2,265,528 12,953 2.29
Long-term borrowings^(4)^ 2,959,728 19,318 2.61 2,886,016 17,502 2.43 2,143,432 16,891 3.15
Total interest bearing liabilities 27,163,568 54,257 0.80 27,578,741 65,966 0.96 22,858,121 108,636 1.90
Non-interest bearing deposits 8,820,877 8,463,230 6,387,188
Other liabilities 942,399 984,097 637,300
Shareholders' equity 4,530,671 4,477,446 3,536,528
Total liabilities and shareholders' equity $ 41,457,515 $ 41,503,514 $ 33,419,137
Net interest income/interest rate spread ^(5)^ $ 284,119 2.78 % $ 283,540 2.74 % $ 221,747 2.43 %
Tax equivalent adjustment (1,033) (981) (1,122)
Net interest income, as reported $ 283,086 $ 282,559 $ 220,625
Net interest margin ^(6)^ 3.00 2.99 2.89
Tax equivalent effect 0.01 0.01 0.02
Net interest margin on a fully tax equivalent basis ^(6)^ 3.01 % 3.00 % 2.91 %

(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.

20

a3q20earningspresentatio

Exhibit 99.2 3Q20 Earnings Presentation October 22, 2020


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 new and existing programs and products, acquisitions, relationships, opportunities, taxation, technology, market conditions and economic expectations, including the potential effects of the COVID-19 pandemic on our businesses and financial results and conditions. These statements may be identified by such forward-looking terminology as “should,” “expect,” “believe,” “view,” “opportunity,” “allow,” “continues,” “reflects,” “typically,” “usually,” “anticipate,” 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 COVID-19 on the U.S. and the global economies, including business disruptions, reductions in employment and an increase in business failures, specifically the consequences among our commercial and consumer customers; the impact of COVID-19 on our employees and our ability to provide services to our customers and respond to their needs as more cases of COVID-19 may arise in our primary markets; potential judgments, claims, damages, penalties, fines and reputational damage resulting from pending or future litigation and regulatory and government actions, including as a result of our participation in and execution of government programs related to the COVID-19 pandemic or as a result of our action, or failure to implement or effectively implement, federal, state and local laws, rules or executive orders requiring that we grant forbearances or not act to collect our loans; 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; 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 and Alabama, 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, 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 OCC, the FRB, the 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 pandemic or other external events; 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; and the failure of other financial institutions with whom we have trading, clearing, counterparty and other financial relationships. 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, 2019 and in Item 1A of our Quarterly Report on Form 10-Q for the quarter ended June 30, 2020. We undertake no duty to update any forward-looking statement to conform the statement to actual results or changes in our expectations. 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.


3Q 2020 Highlights 3 Reported Adjusted 1 3Q20 2Q20 3Q19 3Q20 2Q20 3Q19 Return on Average Assets 0.99% 0.92% 0.98% 1.01% 0.92% 1.00% Annualized Efficiency Ratio 48.2% 48.0% 55.7% 46.6% 46.8% 53.5% Pre-Provision Net Revenue 2 ($mm) $172.2 $170.2 $115.9 $177.4 $174.0 $121.8 2 PPNR / Average Assets 1.66% 1.64% 1.39% 1.71% 1.68% 1.46% Annualized Diluted Earnings Per Share $0.25 $0.23 $0.24 $0.25 $0.23 $0.24 Adjusted pre-provision net revenue growth of 2% from the linked quarter and 46% year-over-year Year-over-year quarterly adjusted net income to common growth of +25% despite higher provision Interest expense declined 18% from the linked quarter and 50% from 3Q19 to offset asset yield pressure Strong quarter for swap fees and mortgage gain on sale income 1 Please refer to the Non-GAAP Disclosure Reconciliation on pages 18 - 20 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 on pages 18 - 20


Outstanding Loan Deferrals 4 3Q20 Deferral Information as of 9/30/20 Previously Disclosed Balance Active Active Deferral / Active Deferrals / Loan Balance ($MM) Deferral ($MM) 3Q20 Loan Balance 7/10/2020 5/6/2020 Commercial Loans & Leases $25,440 $793 3.1% 8.6% 12.9% Residential & Home Equity 1 $4,742 $271 5.7% 10.0% 9.1% Auto & Other Consumer $2,234 $12 0.5% 2.9% 3.3% Total $32,416 $1,076 3.3% 8.4% 11.6% Deferrals in Primary COVID-19 Exposed Segments 2 Deferral Insights (information as of 9/30/20) Active Deferrals / Loans 50% of active commercial deferrals are current on interest Borrower Industry 3 9/30/20 7/10/20 5/6/20 payments Primary Exposure Weighted average LTV of active commercial deferrals: ~60% Doctor & Surgery 4.9% 16.5% 29.9% 78% of previously deferred commercial loans have exited Retail Trade 3.5% 21.2% 32.4% deferral and returned to full-pay status Hotels & Hospitality 15.0% 12.3% 45.7% Commercial deferrals remain split roughly 2/3rd in NY / NJ and 1/3rd in FL / AL Restaurants & Foodservice 8.7% 11.3% 25.2% Active loan deferrals in previously disclosed “Secondary Entertainment & Recreation 1.0% 7.7% 9.4% Exposure” categories 2 are immaterial at 0.5%, down from 1.8% in July and 4.9% in May Primary Exposure Sub-Total 7.1% 14.8% 31.3% Totals may not sum due to rounding. Initial deferral period not to exceed 180 days. 1 Reflects residential mortgage loans held in portfolio. 2 See page 17 in Appendix for more information. 3 Borrower industry based on NAICS and SIC codes.


Net Interest Margin, Profitability & Operating Leverage 5 Net Interest Income and Margin Pre-Provision Net Revenue ($mm) 1 Year-over-year NII growth of 28% (FTE) Reported Adjusted 1.64% 1.66% 1.68% 1.71% 1.46% 1.39% $177.4 $283.5 $284.1 $170.2 $172.2 $174.0 $266.4 $115.9 $121.8 $239.6 $221.7 3.07% 3.00% 3.01% 2.96% 2.91% 3Q19 2Q20 3Q20 3Q19 2Q20 3Q20 PPNR PPNR / Avg. Assets 3Q19 4Q19 1Q20 2Q20 3Q20 NII ($mm) NIM Gross Operating Income vs. Expense Growth (Adj. 3Q20 / 3Q19) All metrics are represented on full tax equivalent basis 27% Continued interest expense reductions helped insulate net interest margin from ongoing asset 11% yield pressures Adjusted Gross Operating Income Adjusted Noninterest Growth Expense Growth 1 Reported pre-provision net revenue is equal to net interest income plus total non-interest income less total non-interest expense; please refer to the Non-GAAP Disclosure Reconciliation on pages 18 - 20


Interest Rate Positioning 6 12-Month Forward Cumulative Cash Flow Gap ($bn) 1 12-Month Forward Maturity Schedule ($bn) 4Q20 1Q21 2Q21 3Q21 Maturing CD Rates 0.97% 1.14% 0.93% 0.92% $6.0 Cumulative Cash Flow Gap $1.0 Maturing Borrowing Rates 0.43% 1.13% 2.27% 2.73% $0.1 $(0.2) Maturing BCD Rates 0.74% 0.39% 1.22% 1.24% $- $5.0 $(1.0) $(1.4) $(1.0) $1.7 $4.0 $4.5 $4.4 $(2.0) $1.4 $1.3 $3.0 $3.4 $(3.0) $1.2 $2.8 $1.0 $2.5 $(4.0) $0.9 $2.0 $0.8 $2.2 $2.1 $1.8 $(5.0) $0.6 $1.0 $(6.0) $0.3 $0.3 $0.2 $0.2 $- $(7.0) 4Q20 1Q21 2Q21 3Q21 4Q20 1Q21 2Q21 3Q21 Assets Liabilities Cumulative Cash Flow Gap (RH) CDs Borrowings BCDs 2 (Quarters are not cumulative) Aggressively reduced non-maturity deposit costs on a year-to-date basis Opportunity remains to reprice maturing CDs and borrowings lower and mitigate asset yield headwinds Will selectively take advantage of lower-cost wholesale funding and extend liability duration 1 Represents the estimated cumulative cash flows from dollar value of earning assets that are repricing within one year and the estimated cumulative cash flows from dollar value of interest-bearing liabilities that will reprice within one year based on the balance sheet at 9/30/2020. 2 BCD refers to Brokered Time Deposits.


Deposits, Funding & Liquidity 7 Quarterly Deposit Trends ($BN) Total Liabilities 9/30/2020 Non-interest $31.4 $31.3 bearing $8.8 Time 8.3 7.5 Savings, NOW Other & MMA Noninterest PPP: (-$0.4BN) $0.7 9.0 8.8 Non-PPP: +$0.2BN $36.3BN $15.0 Bearing Long-term borrowings $2.9 1 Savings, Now & 14.2 15.0 MMA Short-term borrowings $1.4 Time 2Q20 3Q20 $7.5 Avg. Deposit Balance ($MM) and Rate (%) Trends Liquidity Position & Sources (as of 9/30/2020) Source $BN $15,000 2.32% 2.15% Cash & Equivalents $1.0 $13,000 1.92% FHLB Borrowing Capacity $3.1 $11,000 1.39% FRB Discount Window Availability $1.6 $9,000 0.95% 1.30% Unencumbered Securities $1.9 1.18% 1.04% $7,000 Uncommitted Fed Funds Lines $1.4 0.48% 0.36% $5,000 Total $9.0 3Q19 4Q19 1Q20 2Q20 3Q20 Savings, NOW & MMA Time Deposits Additional access to brokered deposit market and W.Avg Savings, NOW & MMA Rate W.Avg Time Deposits Rate PPP Liquidity Facility as needed 1 Includes junior subordinated debt. Totals may not sum due to rounding. Note: PPP refers to the SBA’s Paycheck Protection Program


Loans & Loan Growth 8 3Q20 Loan Composition 1 Year-to-Date Loan Growth (Ann.) 1 Multifamily Residential R.E. 16% 13% Non-Owner Occupied CRE 12.7% +$720mm Owner- Construction 6.0% +$74mm Occupied CRE +$105mm 10% Owner-Occupied CRE 4.4% ($6mm) Non Owner- $32.4bn Multi-family (0.2%) Occupied CRE Res. Mortgage (2.8%) ($93mm) 26% C&I 14% Other Consumer (3.1%) ($21mm) C&I (ex. PPP) (5.5%) ($200mm) Construction Consumer Home Equity (8.3%) ($30mm) 6% C&I (PPP) 8% 7% Auto (10.1%) ($110mm) New Loan Originations ($bn) / Yields (%) vs Portfolio Yields (%) 2 4.57% 4.51% 4.44% On a year-to-date basis, total loans have 4.02% 3.89% increased 2.0% annualized, excluding PPP 4.30% 4.10% 3.90% Loan originations increased from 2Q20 in all 3.27% 3.26% segments except residential mortgage Origination yields stabilized and spreads have improved $1.6 $1.6 $1.4 $0.9 $1.0 3Q19 4Q19 1Q20 2Q20 3Q20 Commercial line utilization (including construction) was 41% versus 43% at 6/30/20 Origination Volume (Gross) New Origination Rate Avg. Portfolio Rate 1Loan classifications according to call report schedule which may not correspond to classification outlined in earnings release. 2 3Q20 Origination volume and new origination rate excludes PPP originations


CRE Detail as of 9/30/2020 9 Portfolio by Collateral Type Portfolio by Geography Apartment & Florida Residential 25% 28% New York (ex. NYC) Retail 11% New Jersey Specialty & 20% 25% Other $16.8bn 11% $16.8bn Manhattan (Other) 5% Healthcare Manhattan 8% (Multifamily) 7% Mixed Use Industrial 11% Other NYC Other 11% Office Boroughs 14% 11% 13% Geography Outstanding ($BN) % of Total Wtd. Avg. LTV Wtd. Avg. DSCR Florida $4.2 25% 63% 1.82x New Jersey $4.1 25% 60% 1.73x Other $2.4 14% 63% 1.72x Other NYC Boroughs $2.3 13% 53% 1.44x Manhattan $1.9 12% 33% (50% ex Co-Ops) 1.59x New York (ex. NYC) $1.9 11% 54% 1.56x Total $16.8 100% 56% 1.69x


Fee Income 10 Adjusted Non-Interest Income ($MM) 1 3Q20 Adjusted Non-Interest Income ($MM) 1 Trust, Investment & Loan Servicing Insurance 10% Fees Other 5% 11% Service Charges 8% $49.3 $49.3MM $44.9 $41.2 Gain-on-Sale of Loans, net Swap Fees 27% 39% 3Q19 2Q20 3Q20 Adjusted non-interest income increased 20% year-over-year 10% linked-quarter increase in adjusted non-interest income driven by strong swap fee generation and gain on sale income Non-interest income comprised 14.8% of 3Q20 revenue, up from 13.7% in 2Q20 1 Please refer to the Non-GAAP Disclosure Reconciliation on pages 18 - 20


Non-Interest Expense 11 5 Quarter Operating Expense Trends ($ in millions) Efficiency Ratio (%) 1 196.1 Includes materially higher merger related charges 2020 Goal: and debt extinguishment 51.0% 160.2 155.7 157.2 145.9 2 55.7 155.0 53.5 151.1 153.4 145.1 48.0 48.2 140.1 46.8 46.6 3Q19 4Q19 1Q20 2Q20 3Q20 3Q19 2Q20 3Q20 3Q19 2Q20 3Q20 Reported Expenses Adjusted 1 Reported Reported Reported Adjusted Adjusted Adjusted 3Q20 Adjusted Operating Expenses ($, in millions) 1 3Q20 Expense Commentary Continued focus on expense control as we navigate a challenging operating environment $0.1 $2.4 $155.0 $2.4 million expense to extinguish $50 million of $2.8 $1.2 COVID-19 Expenses debt at a cost of 3.70% Adjusted efficiency of 46.6% is better than our 51.0% target Adjusted Expenses Amortization of tax credits Debt Extinguishment Merger-related 1Refer to the appendix on pages 18 - 20 regarding non-GAAP financial measures. Sums may be inconsistent due to rounding.


Branch Network Evolution 12 We anticipate closing 9 branches by year-end 2020 and 1 branch in January of 2021 VLY Branch Count 26 29 46 236 227 10 226 12/31/15 USAB Acquisition ORIT Acquisition Branch Closures 9/30/20 Pending Closures Pro Forma $72MM Deposits / Branch $133MM 66.0% Adj. Efficiency Ratio (%) 46.6%


Asset Quality 13 Allowance for Credit Losses for Loans / Total Loans Non-Accrual Loans / Total Loans 1.06% 1.11% 0.96% 0.99% 1.03% 0.68% 0.65% 0.62% 0.55% 0.59% 0.38% 0.31% 3Q19 4Q19 1Q20 2Q20 3Q20 3Q19 4Q19 1Q20 2Q20 3Q20 ACL / Loans ex. PPP Net Change in Allowance for Credit Losses for Loans ($MM) Net Charge-offs & Provision ($mm) $12.7 $335.3 0.19% 0.18% $41 $34 0.08% $31 0.06% $2.9 1.03% 0.03% $15 $15 $319.7 $9 $6 $5 $5 $2 0.99% 3Q19 4Q19 1Q20 2Q20 3Q20 6/30/20 ACL Quantitative Adjustments Economic / Qualitative 9/30/20 ACL Net Charge-offs Provision for Loans NCOs / Avg. Loans


Equity & Capitalization 14 Book Value and Tangible Book Value per Share 1 Equity Capitalization Level 8% year-over-year tangible book value growth $2.3BN PPP loans reduce TCE / TA by ~45 bp in 3Q20 11.71% $10.71 11.30% $10.43 $10.56 11.10% $10.35 10.73% $7.12 10.54% $10.09 7.54% $6.96 7.31% 7.30% $6.82 $6.73 6.98% $6.62 6.73% 9/30/19 12/31/19 3/31/20 6/30/20 9/30/20 9/30/19 12/31/19 3/31/20 6/30/20 9/30/20 TBV per share Book Value per share Tangible Common Equity / Tangible Assets Equity / Assets Year-over-Year Holding Company Capital Ratios 9/30/19 6/30/20 9/30/20 Change Tier 1 Leverage 7.61% 7.70% 7.87% +26 bp Common Equity Tier 1 8.49% 9.51% 9.70% +121 bp Tier 1 Risk-Based 9.30% 10.23% 10.41% +111 bp Total Risk-Based 11.03% 12.19% 12.36% +133 bp 1 Please refer to the Non-GAAP Disclosure Reconciliation on pages 18 - 20


A p p e n d i x


Paycheck Protection Program 16 500+ Valley employees dedicated to assisting our customers take $2.3bn SBA-approved volume advantage of Paycheck Protection Program ~75% of SBA-approved borrowers had an existing Valley relationship ~30% of PPP loans were provided to minority-owned businesses, non- profit organizations, or women-owned businesses ~13,000 SBA-approved loans Corresponding increase in deposits upon loan funding; balances drawing down over time Loans funded by existing low-cost liquidity, however ability to pledge originated loans as collateral to PPP Liquidity Facility to access funding at 0.35% Average loan size $180k Streamlined forgiveness for loans of $50,000 or below (54% of our loans under PPP) alleviates burden on our processing team Volume by Loan Amount 54% $42k Median loan size <$50k 6% 31% $50k - $250k 19% 14% $250k - $2mm 48% Average processing fee 1% ~3% >$2mm 26% Loan Count (#) Loan Balance ($) Information as of 10/9/2020 Totals may not sum due to rounding


COVID-19 Exposed Loan Segments 17 Non-PPP Loan Balance (9/30/20) Active Deferrals as of 9/30/20 Prev. Disclosed Deferrals / Loans Borrower Industry 1 ($MM) % of non-PPP Loans ($MM) % of Industry 7/10/20 5/6/20 Primary Exposure Doctor & Surgery $527 1.7% $26 4.9% 16.5% 29.9% Retail Trade 592 2.0% 21 3.5% 21.2% 32.4% Hotels & Hospitality 498 1.7% 75 15.0% 12.3% 45.7% Restaurants & Foodservice 397 1.3% 35 8.7% 11.3% 25.2% Entertainment & Recreation 214 0.7% 2 1.0% 7.7% 9.4% Primary Exposure Sub-Total $2,229 7.4% $158 7.1% 14.8% 31.3% Exposure to primary COVID-19 exposed loan segments has remained stable at roughly 7% of non-PPP loans Active loan deferrals in “Primary Exposure” categories have declined to 7.1% from 14.8% in July and 31.3% in May Active loan deferrals in previously disclosed “Secondary Exposure” categories 2 are immaterial at 0.5%, down from 1.8% in July and 4.9% in May Totals may not sum due to rounding. 1 Borrower industry based on NAICS and SIC codes. 2 Secondary categories: Nursing & Residential Care, Wholesale Trade, Manufacturing, Child Care & Education


Non-GAAP Disclosure Reconciliation 18 Three Months Ended September 30, June 30, September 30, ($ in thousands, except for share data) 2020 2020 2019 Adjusted net income available to common shareholders: Net income, as reported $102,374 $95,601 $81,891 Add: Losses on extinguishment of debt (net of tax) 1,691 — — Add: Losses on securities transactions (net of tax) 33 29 67 Add: Merger related expenses (net of tax)(a) 76 263 1,043 Add: Income tax expense (benefit)(b) — — 133 Net income, as adjusted $104,174 $95,893 $83,134 Dividends on preferred stock 3,172 3,172 3,172 Net income available to common shareholders, as adjusted $101,002 $92,721 $79,962 (a) Merger related expenses are primarily within salary and employee benefits expense, professional and legal fees, and other expense. (b) Income tax expense related to reserves for uncertain tax positions in 2019. Adjusted per common share data: Net income available to common shareholders, as adjusted $101,002 $92,721 $79,962 Average number of shares outstanding 403,833,469 403,790,242 331,797,982 Basic earnings, as adjusted $0.25 $0.23 $0.24 Average number of diluted shares outstanding 404,788,526 404,631,845 333,405,196 Diluted earnings, as adjusted $0.25 $0.23 $0.24 Adjusted annualized return on average tangible shareholders' equity: Net income, as adjusted $104,174 $95,893 $83,134 Average shareholders' equity 4,530,397 4,477,446 3,536,528 Less: Average goodwill and other intangible assets 1,451,889 1,456,781 1,154,462 Average tangible shareholders' equity 3,078,508 $3,020,665 $2,382,066 Annualized return on average tangible shareholders' equity, as adjusted 13.54% 12.70% 13.96% Adjusted annualized return on average assets: Net income, as adjusted $104,174 $95,893 $83,134 Average assets $41,457,515 $41,503,514 $33,419,137 Annualized return on average assets, as adjusted 1.01% 0.92% 1.00% Adjusted annualized return on average shareholders' equity: Net income, as adjusted $104,174 $95,893 $83,134 Average shareholders' equity $4,530,397 $4,477,446 $3,536,528 Annualized return on average shareholders' equity, as adjusted 9.20% 8.57% 9.40%


Non-GAAP Disclosure Reconciliation 19 Three Months Ended September 30, June 30, September 30, ($ in thousands) 2020 2020 2019 Annualized return on average tangible shareholders' equity: Net income, as reported $102,374 $95,601 $81,891 Average shareholders' equity 4,530,397 4,477,446 3,536,528 Less: Average goodwill and other intangible assets 1,451,889 1,456,781 1,154,462 Average tangible shareholders' equity 3,078,508 $3,020,665 $2,382,066 Annualized return on average tangible shareholders' equity 13.30% 12.66% 13.75% Adjusted efficiency ratio: Non-interest expense, as reported $160,185 $157,166 $145,877 Less: Loss on extinguishment of debt (pre-tax) 2,353 — — Less: Merger-related expenses (pre-tax) 106 366 1,434 Less: Amortization of tax credit investments (pre-tax) 2,759 3,416 4,385 Non-interest expense, as adjusted $154,967 $153,384 $140,058 Net interest income 283,086 282,559 220,625 Non-interest income, as reported 49,272 44,830 41,150 Add: Losses on securities transactions, net (pre-tax) 46 41 93 Non-interest income, as adjusted $49,318 $44,871 $41,243 Gross operating income, as adjusted $332,404 $327,430 $261,868 Efficiency ratio, as adjusted 46.62% 46.84% 53.48% Annualized pre-provision net revenue / average assets Net interest income $283,086 $282,559 $220,625 Non-interest income, as reported 49,272 44,830 41,150 Less: Non-interest expense, as reported 160,185 157,166 145,877 Pre-provision net revenue $172,173 $170,223 $115,898 Average assets $41,457,515 $41,503,514 $33,419,137 Annualized pre-provision net revenue / average assets 1.66% 1.64% 1.39% Annualized pre-provision net revenue / average assets, as adjusted Net interest income $283,086 $282,559 $220,625 Non-interest income, as adjusted 49,318 44,871 41,243 Less: Non-interest expense, as adjusted 154,967 153,384 140,058 Pre-provision net revenue, as adjusted $177,437 $174,046 $121,810 Average assets $41,457,515 $41,503,514 $33,419,137 Annualized pre-provision net revenue / average assets, as adjusted 1.71% 1.68% 1.46%


Non-GAAP Disclosure Reconciliation 20 As of September 30, June 30, March 31, December 31, September 30, ($ in thousands, except for share data) 2020 2020 2020 2019 2019 Tangible book value per common share: Common shares outstanding 403,878,744 403,795,599 403,744,148 403,278,390 331,805,564 Shareholders' equity $4,533,763 $4,474,488 $4,420,998 $4,384,188 $3,558,075 Less: Preferred Stock 209,691 209,691 209,691 209,691 209,691 Less: Goodwill and other intangible assets 1,449,282 1,453,330 1,458,095 1,460,397 1,152,815 Tangible common shareholders' equity $2,874,790 $2,811,467 $2,753,212 $2,714,100 $2,195,569 Tangible book value per common share $7.12 $6.96 $6.82 $6.73 $6.62 Tangible common equity to tangible assets: Tangible common shareholders' equity $2,874,790 $2,811,467 $2,753,212 $2,714,100 $2,195,569 Total assets 40,855,333 41,717,265 39,120,629 37,436,020 33,765,539 Less: Goodwill and other intangible assets 1,449,282 1,453,330 1,458,095 1,460,397 1,152,815 Tangible assets $39,406,051 40,263,935 $37,662,534 $35,975,623 $32,612,724 Tangible common equity to tangible assets 7.30% 6.98% 7.31% 7.54% 6.73%


For More Information 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, SVP – 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