Valley National (VLY) CEO logs stock grants and tax-withheld share disposition

Rhea-AI Filing Summary

Valley National Bancorp’s Chief Executive Officer Ira Robbins reported several equity-related transactions in company common stock. He acquired 109,492 restricted stock units that vest in three equal installments on each February 1 over the next three years under the 2023 Long Term Incentive Stock Plan. He also acquired 60,295 shares through the payout of performance stock units granted in early 2023. To cover tax withholding obligations from this performance stock payout, 30,841 shares were disposed of by share withholding in a transaction exempt under Rule 16b-3, rather than an open-market sale. Following these transactions, he directly held 747,807 common shares and also reported 426 shares held indirectly as trustee for the benefit of minors.

Insider Trade Summary

4 transactions reported

Mixed 4 txns

Insider Robbins Ira

Role Chief Executive Officer

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	109,492	$0.00	--
Grant/Award	Common Stock	60,295	$13.36	$806K
Tax Withholding	Common Stock	30,841	$13.36	$412K
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 718,353 shares (Direct); Common Stock — 426 shares (Indirect, Trustee FBO Minors)

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
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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^*

Robbins Ira

(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)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Executive 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		109,492(1)	A	$0	718,353	D
Common Stock	02/23/2026		A		60,295(2)	A	$13.36	778,648	D
Common Stock	02/23/2026		F		30,841(3)	D	$13.36	747,807	D
Common Stock								426	I	Trustee FBO Minors

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/ IRA D. ROBBINS	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 CEO Ira Robbins report on this Form 4?

Ira Robbins reported equity awards and related tax withholding in Valley National Bancorp common stock. He received restricted stock units and a performance stock payout, with some shares withheld to satisfy tax obligations instead of being sold in the open market.

How many Valley National Bancorp RSUs did VLY’s CEO receive?

Ira Robbins received 109,492 restricted stock units in Valley National Bancorp stock. These RSUs were granted under the 2023 Long Term Incentive Stock Plan and will vest in three equal annual installments on each February 1 over the next three years.

What is the vesting schedule for Ira Robbins’ new Valley National Bancorp RSUs?

The 109,492 restricted stock units granted to Ira Robbins vest over three years. Vesting occurs in three equal installments, with one-third of the RSUs vesting on each February 1 for the next three consecutive years, assuming continued service and plan conditions.

What does the performance stock unit payout mean for VLY’s CEO shareholdings?

The payout of performance stock units granted in early 2023 delivered 60,295 Valley National Bancorp common shares to Ira Robbins. This increased his direct holdings, although some shares were simultaneously withheld to cover associated tax liabilities from the equity award.

Why were some VLY shares disposed of in Ira Robbins’ Form 4?

30,841 Valley National Bancorp shares were disposed of to satisfy tax withholding obligations tied to the performance stock unit payout. These were withheld shares in a transaction exempt under Rule 16b-3, not an open-market sale initiated for portfolio or trading purposes.

How many Valley National Bancorp shares does VLY’s CEO hold after these transactions?

After the reported equity award and tax-withholding transactions, Ira Robbins directly owned 747,807 shares of Valley National Bancorp common stock. He also reported 426 additional shares held indirectly in a trustee capacity for the benefit of minors under his oversight.