Valley National Bancorp EVP reports tax withholding

Rhea-AI Filing Summary

Mark Saeger, EVP and Chief Credit Officer of Valley National Bancorp, reported a tax-withholding disposition of 5,487 shares of common stock at $14.29 per share on August 3, 2026, to cover taxes on vesting restricted stock units, and now holds 217,799 shares directly.

Insider Trade Summary

Tax Withholding: 5,487 shares

Tax Withholding 1 txn

Insider SAEGER MARK

Role EVP, Chief Credit Officer

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock F1	5,487	$14.29	$78K

Holdings After Transaction: Common Stock — 217,799 shares (Direct)

Footnotes (1)

1. F1. Shares withheld to satisfy tax withholding obligations arising upon the vesting of restricted stock units in a transaction exempt under Rule 16b-3.

Key Figures

Shares withheld for tax: 5,487 shares Per-share value for withholding: $14.29 per share Shares owned after transaction: 217,799 shares +1 more

4 metrics

Shares withheld for tax 5,487 shares Common stock withheld on August 3, 2026 to satisfy tax obligations

Per-share value for withholding $14.29 per share Value used for the 5,487-share tax-withholding disposition

Shares owned after transaction 217,799 shares Direct common stock holdings reported following the disposition

Tax-related disposition shares 5,487 shares Count also reflected in exercisePriceOrTaxLiabilityShares

Key Terms

restricted stock units, Rule 16b-3, tax withholding obligations

3 terms

restricted stock units financial

"arising upon the vesting of restricted stock units in a transaction exempt"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

Rule 16b-3 regulatory

"units in a transaction exempt under Rule 16b-3."

Rule 16b-3 is a Securities and Exchange Commission regulation that exempts certain routine, pre-approved transactions by company insiders from automatic liability for short-term trading profits. It acts like a safe harbor: if an insider follows a formal plan or the board approves specific transactions in advance, profits from buying and selling company stock within six months are not automatically reclaimed. Investors care because the rule clarifies when insider trades are permissible and reduces uncertainty about potential clawbacks.

tax withholding obligations financial

"Shares withheld to satisfy tax withholding obligations arising upon the vesting"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did Mark Saeger report for VLY on August 3, 2026?

Mark Saeger reported a tax-withholding disposition of 5,487 common shares. The shares were delivered to cover tax obligations triggered by vesting restricted stock units, rather than an open-market sale, and are treated as a transaction exempt under Rule 16b-3.

How many Valley National Bancorp (VLY) shares were withheld and at what price?

5,487 Valley National Bancorp common shares were withheld at $14.29 per share. This per-share value reflects the price used to satisfy Saeger’s tax withholding obligations related to the vesting of restricted stock units on August 3, 2026.

How many VLY shares does Mark Saeger hold after this tax-withholding event?

After the transaction, Mark Saeger holds 217,799 Valley National Bancorp shares directly. This figure represents his reported direct ownership following the 5,487-share tax-withholding disposition tied to vesting restricted stock units.

Why were Valley National Bancorp (VLY) shares withheld from Mark Saeger?

The shares were withheld to satisfy tax withholding obligations from vesting restricted stock units. Instead of paying cash taxes, Saeger had 5,487 shares withheld in a transaction characterized as exempt under Rule 16b-3 for insider compensation-related events.

Was Mark Saeger’s VLY transaction executed under a Rule 10b5-1 trading plan?

The Rule 10b5-1 checkbox was not marked as an affirming trading plan for this transaction. The disposition is instead described as tax withholding on vesting restricted stock units, exempt under Rule 16b-3, rather than as part of a preset trading program.

What type of security was involved in Mark Saeger’s VLY insider transaction?

The transaction involved Valley National Bancorp common stock. These common shares were withheld to satisfy taxes arising from the vesting of restricted stock units, and the event is identified as a non-derivative tax-withholding disposition rather than a derivative exercise or open-market trade.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 08/04/2026 - 03:21 PM EDT Learn about SEC filing dates

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^*

SAEGER MARK

(Last) (First) (Middle)

C/O VALLEY NATIONAL BANCORP

ONE PENN PLAZA

(Street)

NEW YORK NEW YORK 10119

(City) (State) (Zip)

UNITED STATES

(Country)

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 Credit Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
08/03/2026

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

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

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

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	08/03/2026		F		5,487(1)	D	$14.29	217,799	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. Shares withheld to satisfy tax withholding obligations arising upon the vesting of restricted stock units in a transaction exempt under Rule 16b-3.

Remarks:

	/s/ MARK SAEGER	08/04/2026
	** 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.
* Form 4: SEC 1474 (03-26)