Valley National Bancorp Prices $500 Million of 6.219% Fixed-to-Floating Rate Subordinated Notes Due 2036

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Valley National Bancorp (NASDAQ:VLY), the holding company for Valley National Bank, priced $500 million of its 6.219% Fixed-to-Floating Rate Subordinated Notes due 2036. The notes are intended to qualify as Tier 2 capital for regulatory purposes.

Terms of the subordinated notes

Interest on the Notes will accrue at a rate equal to:

6.219% per annum from the original issue date to, but excluding, June 1, 2031, payable semiannually in arrears; and
A floating rate per annum equal to a benchmark rate expected to be Three-Month Term SOFR (as defined in the Notes) plus a spread of 243 basis points, from and including June 1, 2031, payable quarterly in arrears.

Use of proceeds

Valley intends to use an amount equal to the net proceeds from the offering to redeem, repurchase, repay, satisfy and discharge or otherwise repay, in part or in full, its 3.00% fixed-to-floating rate subordinated notes due June 15, 2031. The company also plans to use proceeds for general corporate purposes.

The offering is expected to close on May 14, 2026, subject to customary closing conditions.

Book-running managers and offering documentation

Keefe, Bruyette & Woods, A Stifel Company and Morgan Stanley & Co. LLC are acting as joint book-running managers, with RBC Capital Markets, LLC and R. Seelaus & Co., LLC acting as co-managers.

The offering is being made pursuant to an effective shelf registration statement (File No. 333-278527), including a base prospectus, along with a preliminary prospectus supplement filed with the SEC on May 11, 2026 and a final prospectus supplement to be filed with the SEC.

This press release does not constitute an offer to sell or a solicitation of an offer to buy, nor shall there be any sale of the Notes in any state or jurisdiction where such offer, solicitation or sale would be unlawful prior to registration or qualification under applicable securities laws.

Company overview

Valley National Bank is a regional financial institution and the principal subsidiary of Valley National Bancorp. It has over $64 billion in assets. Founded in 1927, Valley has more than 220 offices nationwide and serves clients across New Jersey, New York, Florida, Alabama, California, Illinois, Pennsylvania and Arizona.

Valley provides consumer, commercial and wealth management solutions, and emphasizes a relationship-led approach focused on understanding people first. The company also highlights its commitment to community investment and responsible corporate citizenship.