Valley National (NYSE: VLY) EVP granted RSUs and performance share payout

Rhea-AI Filing Summary

VALLEY NATIONAL BANCORP executive Mitchell L. Crandell reported equity awards and related tax withholding in Common Stock. On February 23, 2026, he acquired 14,035 restricted stock units granted under the 2023 Long Term Incentive Stock Plan, which vest in three equal annual installments each February 1.

He also acquired 5,198 shares from the payout of performance stock units granted in early 2023, and 2,512 shares were withheld to cover tax obligations in a transaction exempt under Rule 16b-3. Following these transactions, he directly owned 101,611 shares of Common Stock.

Insider Trade Summary

3 transactions reported

Mixed 3 txns

Insider CRANDELL MITCHELL L

Role EVP & Chief Accounting Officer

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	14,035	$0.00	--
Grant/Award	Common Stock	5,198	$13.36	$69K
Tax Withholding	Common Stock	2,512	$13.36	$34K

Holdings After Transaction: Common Stock — 98,925 shares (Direct)

Footnotes (1)

1. Restricted stock units (RSUs) granted under the Valley National Bancorp 2023 Long Term Incentive Stock Plan. The RSUs are time-based with three-year equal vesting, with vesting on each February 1 for the next three years. Payout of performance stock units granted in early 2023. Shares withheld to satisfy tax withholding obligations arising upon the payout of performance stock units in a transaction exempt under Rule 16b-3.

Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

CRANDELL MITCHELL L

(Last) (First) (Middle)

C/O VALLEY NATIONAL BANCORP

ONE PENN PLAZA

(Street)

NEW YORK NY 10119

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
VALLEY NATIONAL BANCORP [ VLY ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP & Chief Accounting Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/23/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	02/23/2026		A		14,035(1)	A	$0	98,925	D
Common Stock	02/23/2026		A		5,198(2)	A	$13.36	104,123	D
Common Stock	02/23/2026		F		2,512(3)	D	$13.36	101,611	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Restricted stock units (RSUs) granted under the Valley National Bancorp 2023 Long Term Incentive Stock Plan. The RSUs are time-based with three-year equal vesting, with vesting on each February 1 for the next three years.

2. Payout of performance stock units granted in early 2023.

3. Shares withheld to satisfy tax withholding obligations arising upon the payout of performance stock units in a transaction exempt under Rule 16b-3.

Remarks:

	/s/ MITCHELL L. CRANDELL	02/25/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transactions did VLY executive Mitchell L. Crandell report?

Mitchell L. Crandell reported equity awards in Common Stock, including restricted and performance stock units. He received new RSUs, a payout of performance stock units, and had shares withheld to cover tax obligations related to those awards under Rule 16b-3.

How many Valley National (VLY) RSUs were granted to Mitchell L. Crandell?

Mitchell L. Crandell was granted 14,035 restricted stock units under Valley National Bancorp’s 2023 Long Term Incentive Stock Plan. These RSUs are time-based and vest in three equal annual installments, with vesting each February 1 over the next three years.

What performance stock unit payout did VLY report for Mitchell L. Crandell?

Valley National Bancorp reported a payout of performance stock units granted to Mitchell L. Crandell in early 2023, resulting in 5,198 Common Stock shares. This reflects the settlement of previously awarded performance units rather than an open-market stock purchase or sale.

Why were shares withheld from Mitchell L. Crandell’s VLY award?

2,512 shares of Valley National Common Stock were withheld from Mitchell L. Crandell’s award to satisfy tax withholding obligations. This withholding occurred upon payout of performance stock units and is described as a transaction exempt under Exchange Act Rule 16b-3.

What is Mitchell L. Crandell’s VLY share ownership after these transactions?

After the reported equity award and tax-withholding transactions, Mitchell L. Crandell directly owned 101,611 shares of Valley National Bancorp Common Stock. This figure reflects his updated direct holdings following the RSU grant, performance unit payout, and related share withholding.