VALLEY NATIONAL BANCORP 10-Q

Item 1. Financial Statements VALLEY NATIONAL BANCORP CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION (in thousands, except for share data) June 30, 2023 December 31, 2022 Assets (Unaudited) Cash and due from banks $ 463,318 $ 444,325 Interest bearing deposits with banks 1,491,091 503,622 Investment securities: Equity securities 61,010 48,731 Trading debt securities 3,409 13,438 Available for sale debt securities 1,236,946 1,261,397 Held to maturity debt securities (net of allowance for credit losses of $ 1,351 at June 30, 2023 and $ 1,646 at December 31, 2022) 3,765,487 3,827,338 Total investment securities 5,066,852 5,150,904 Loans held for sale, at fair value 33,044 18,118 Loans 49,877,248 46,917,200 Less: Allowance for loan losses ( 436,432 ) ( 458,655 ) Net loans 49,440,816 46,458,545 Premises and equipment, net 386,584 358,556 Lease right of use assets 359,751 306,352 Bank owned life insurance 717,681 717,177 Accrued interest receivable 225,918 196,606 Goodwill 1,868,936 1,868,936 Other intangible assets, net 177,946 197,456 Other assets 1,471,756 1,242,152 Total Assets $ 61,703,693 $ 57,462,749 Liabilities Deposits: Non-interest bearing $ 12,434,307 $ 14,463,645 Interest bearing: Savings, NOW and money market 22,277,326 23,616,812 Time 14,908,182 9,556,457 Total deposits 49,619,815 47,636,914 Short-term borrowings 1,088,899 138,729 Long-term borrowings 2,443,533 1,543,058 Junior subordinated debentures issued to capital trusts 56,934 56,760 Lease liabilities 420,972 358,884 Accrued expenses and other liabilities 1,498,356 1,327,602 Total Liabilities 55,128,509 51,061,947 Shareholders’ Equity Preferred stock, no par value; 50,000,000 authorized shares: Series A ( 4,600,000 shares issued at June 30, 2023 and December 31, 2022) 111,590 111,590 Series B ( 4,000,000 shares issued at June 30, 2023 and December 31, 2022) 98,101 98,101 Common stock ( no par value, authorized 650,000,000 shares; issued 507,896,910 shares at June 30, 2023 and December 31, 2022) 178,187 178,185 Surplus 4,974,507 4,980,231 Retained earnings 1,379,534 1,218,445 Accumulated other comprehensive loss ( 164,747 ) ( 164,002 ) Treasury stock, at cost ( 277,480 common shares at June 30, 2023 and 1,522,432 common shares at December 31, 2022) ( 1,988 ) ( 21,748 ) Total Shareholders’ Equity 6,575,184 6,400,802 Total Liabilities and Shareholders’ Equity $ 61,703,693 $ 57,462,749 See accompanying notes to consolidated financial statements. 2 VALLEY NATIONAL BANCORP CONSOLIDATED STATEMENTS OF INCOME (Unaudited) (in thousands, except for per share data) Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Interest Income Interest and fees on loans $ 715,172 $ 415,577 $ 1,370,398 $ 732,942 Interest and dividends on investment securities: Taxable 31,919 27,534 64,208 45,973 Tax-exempt 5,575 5,191 10,900 7,708 Dividends 7,517 3,076 12,702 4,752 Interest on federal funds sold and other short-term investments 27,276 1,569 49,481 2,030 Total interest income 787,459 452,947 1,507,689 793,405 Interest Expense Interest on deposits: Savings, NOW and money market 164,842 17,122 315,608 26,749 Time 125,764 3,269 206,062 6,100 Interest on short-term borrowings 50,208 4,083 84,156 4,889 Interest on long-term borrowings and junior subordinated debentures 26,880 10,313 46,078 19,838 Total interest expense 367,694 34,787 651,904 57,576 Net Interest Income 419,765 418,160 855,785 735,829 (Credit) provision for credit losses for available for sale and held to maturity securities ( 282 ) 286 4,705 343 Provision for credit losses for loans 6,332 43,712 15,782 47,212 Net Interest Income After Provision for Credit Losses 413,715 374,162 835,298 688,274 Non-Interest Income Wealth management and trust fees 11,176 9,577 20,763 14,708 Insurance commissions 3,139 3,463 5,559 5,322 Capital markets 16,967 14,711 27,859 29,071 Service charges on deposit accounts 10,542 10,067 21,018 16,279 Gains (losses) on securities transactions, net 217 ( 309 ) 595 ( 1,381 ) Fees from loan servicing 2,702 2,717 5,373 5,498 Gains on sales of loans, net 1,240 3,602 1,729 4,588 Bank owned life insurance 2,443 2,113 5,027 4,159 Other 11,649 12,592 26,451 19,559 Total non-interest income 60,075 58,533 114,374 97,803 Non-Interest Expense Salary and employee benefits expense 149,594 154,798 294,580 262,531 Net occupancy expense 25,949 22,429 49,205 44,420 Technology, furniture and equipment expense 32,476 49,866 68,984 75,880 FDIC insurance assessment 10,426 5,351 19,581 9,509 Amortization of other intangible assets 9,812 11,400 20,331 15,837 Professional and legal fees 21,406 30,409 38,220 45,158 Amortization of tax credit investments 5,018 3,193 9,271 6,089 Other 28,290 22,284 54,965 37,646 Total non-interest expense 282,971 299,730 555,137 497,070 Income Before Income Taxes 190,819 132,965 394,535 289,007 Income tax expense 51,759 36,552 108,924 75,866 Net Income 139,060 96,413 285,611 213,141 Dividends on preferred stock 4,030 3,172 7,904 6,344 Net Income Available to Common Shareholders $ 135,030 $ 93,241 $ 277,707 $ 206,797 Earnings Per Common Share: Basic $ 0.27 $ 0.18 $ 0.55 $ 0.45 Diluted 0.27 0.18 0.55 0.44 See accompanying notes to consolidated financial statements. 3 VALLEY NATIONAL BANCORP CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Unaudited) (in thousands) Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Net income $ 139,060 $ 96,413 $ 285,611 $ 213,141 Other comprehensive loss, net of tax: Unrealized gains and losses on available for sale securities Net losses arising during the period ( 18,051 ) ( 52,269 ) ( 881 ) ( 91,161 ) Less reclassification adjustment for net gains included in net income — — — ( 10 ) Total ( 18,051 ) ( 52,269 ) ( 881 ) ( 91,171 ) Unrealized gains and losses on derivatives (cash flow hedges) Net (losses) gains on derivatives arising during the period ( 3,573 ) ( 23 ) ( 775 ) 195 Less reclassification adjustment for net losses (gains) included in net income 516 ( 80 ) 895 306 Total ( 3,057 ) ( 103 ) 120 501 Defined benefit pension and postretirement benefit plans Amortization of actuarial net loss 8 133 16 265 Total other comprehensive loss ( 21,100 ) ( 52,239 ) ( 745 ) ( 90,405 ) Total comprehensive income $ 117,960 $ 44,174 $ 284,866 $ 122,736 See accompanying notes to consolidated financial statements. 4 CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY (Unaudited) For the Six Months Ended June 30, 2023 Common Stock Accumulated Preferred Stock Shares Amount Surplus Retained Earnings Other Comprehensive Loss Treasury Stock Total Shareholders’ Equity (in thousands) Balance - December 31, 2022 $ 209,691 506,374 $ 178,185 $ 4,980,231 $ 1,218,445 $ ( 164,002 ) $ ( 21,748 ) $ 6,400,802 Adjustment due to the adoption of ASU 2022-02 — — — — 990 — — 990 Balance - January 1, 2023 209,691 506,374 178,185 4,980,231 1,219,435 ( 164,002 ) ( 21,748 ) 6,401,792 Net income — — — — 146,551 — — 146,551 Other comprehensive income, net of tax — — — — — 20,355 — 20,355 Cash dividends declared: Preferred stock, Series A, $ 0.39 per share — — — — ( 1,797 ) — — ( 1,797 ) Preferred stock, Series B, $ 0.52 per share — — — — ( 2,077 ) — — ( 2,077 ) Common stock, $ 0.11 per share — — — — ( 56,488 ) — — ( 56,488 ) Effect of stock incentive plan, net — 1,061 1 ( 12,569 ) ( 3,994 ) — 16,057 ( 505 ) Common stock issued — 327 — — ( 650 ) — 4,400 3,750 Balance - March 31, 2023 $ 209,691 507,762 $ 178,186 $ 4,967,662 $ 1,300,980 $ ( 143,647 ) $ ( 1,291 ) $ 6,511,581 Net income — — — — 139,060 — — 139,060 Other comprehensive loss, net of tax — — — — — ( 21,100 ) — ( 21,100 ) Cash dividends declared: Preferred stock, Series A, $ 0.39 per share — — — — ( 1,797 ) — — ( 1,797 ) Preferred stock, Series B, $ 0.56 per share — — — — ( 2,233 ) — — ( 2,233 ) Common stock, $ 0.11 per share — — — — ( 56,474 ) — — ( 56,474 ) Effect of stock incentive plan, net — 157 1 6,845 ( 2 ) — 1,395 8,239 Common stock repurchased — ( 300 ) — — — — ( 2,092 ) ( 2,092 ) Balance - June 30, 2023 $ 209,691 507,619 $ 178,187 $ 4,974,507 $ 1,379,534 $ ( 164,747 ) $ ( 1,988 ) $ 6,575,184 CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY (Unaudited) (continued) 5 For the Six Months Ended June 30, 2022 Common Stock Accumulated Preferred Stock Shares Amount Surplus Retained Earnings Other Comprehensive Loss Treasury Stock Total Shareholders’ Equity (in thousands) Balance - December 31, 2021 $ 209,691 421,437 $ 148,482 $ 3,883,035 $ 883,645 $ ( 17,932 ) $ ( 22,855 ) $ 5,084,066 Net income — — — — 116,728 — — 116,728 Other comprehensive loss, net of tax — — — — — ( 38,166 ) — ( 38,166 ) Cash dividends declared: Preferred stock, Series A, $ 0.39 per share — — — — ( 1,797 ) — — ( 1,797 ) Preferred stock, Series B, $ 0.34 per share — — — — ( 1,375 ) — — ( 1,375 ) Common stock, $ 0.11 per share — — — — ( 46,803 ) — — ( 46,803 ) Effect of stock incentive plan, net — 972 — ( 10,799 ) ( 5,173 ) — 13,220 ( 2,752 ) Common stock repurchased — ( 1,015 ) — — — — ( 13,517 ) ( 13,517 ) Balance - March 31, 2022 $ 209,691 421,394 $ 148,482 $ 3,872,236 $ 945,225 $ ( 56,098 ) $ ( 23,152 ) $ 5,096,384 Net income — — — — 96,413 — — 96,413 Other comprehensive loss, net of tax — — — — — ( 52,239 ) — ( 52,239 ) Cash dividends declared: Preferred stock, Series A, $ 0.39 per share — — — — ( 1,797 ) — — ( 1,797 ) Preferred stock, Series B, $ 0.34 per share — — — — ( 1,375 ) — — ( 1,375 ) Common stock, $ 0.11 per share — — — — ( 56,211 ) — — ( 56,211 ) Effect of stock incentive plan, net — 72 1 5,125 ( 109 ) — 892 5,909 Common stock issued — 84,863 29,702 1,088,127 — — — 1,117,829 Balance - June 30, 2022 $ 209,691 506,329 $ 178,185 $ 4,965,488 $ 982,146 $ ( 108,337 ) $ ( 22,260 ) $ 6,204,913 See accompanying notes to consolidated financial statements. 6 VALLEY NATIONAL BANCORP CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) (in thousands) Six Months Ended June 30, 2023 2022 Cash flows from operating activities: Net income $ 285,611 $ 213,141 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 21,425 18,297 Stock-based compensation 16,773 13,420 Provision for credit losses 20,487 47,555 Net amortization of premiums and accretion of discounts on securities and borrowings ( 639 ) 9,680 Amortization of other intangible assets 20,331 15,837 Losses (gains) on available for sale and held to maturity debt securities, net 33 ( 69 ) Proceeds from sales of loans held for sale 72,925 331,298 Gains on sales of loans, net ( 1,729 ) ( 4,588 ) Originations of loans held for sale ( 76,943 ) ( 210,048 ) (Gains) losses on sales of assets, net ( 286 ) 265 Net change in: Fair value of borrowings hedged by derivative transactions ( 291 ) ( 20,194 ) Trading debt securities 10,029 39,580 Lease right of use assets ( 53,412 ) 521 Cash surrender value of bank owned life insurance ( 5,722 ) ( 4,159 ) Accrued interest receivable ( 29,312 ) ( 12,083 ) Other assets ( 230,017 ) ( 191,597 ) Accrued expenses and other liabilities 233,419 558,675 Net cash provided by operating activities 282,682 805,531 Cash flows from investing activities: Net loan originations and purchases ( 3,009,649 ) ( 3,495,486 ) Equity securities: Purchases ( 9,662 ) ( 1,538 ) Sales 771 1,110 Held to maturity debt securities: Purchases ( 114,544 ) ( 545,934 ) Maturities, calls and principal repayments 175,492 294,052 Available for sale debt securities: Purchases ( 41,470 ) ( 38,000 ) Sales 17,910 12,846 Maturities, calls and principal repayments 44,534 150,262 Death benefit proceeds from bank owned life insurance 5,218 3,089 Proceeds from sales of real estate property and equipment 490 7,265 Purchases of real estate property and equipment ( 49,468 ) ( 35,164 ) Cash and cash equivalent acquired in acquisitions, net — 321,540 Net cash used in investing activities ( 2,980,378 ) ( 3,325,958 ) 7 VALLEY NATIONAL BANCORP CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) (continued) (in thousands) Six Months Ended June 30, 2023 2022 Cash flows from financing activities: Net change in deposits $ 1,982,901 $ 1,218,642 Net change in short-term borrowings 950,170 763,284 Proceeds from issuance of long-term borrowings, net 1,250,000 — Repayments of long-term borrowings ( 350,000 ) — Cash dividends paid to preferred shareholders ( 7,904 ) ( 6,344 ) Cash dividends paid to common shareholders ( 113,611 ) ( 92,618 ) Purchase of common shares to treasury ( 11,133 ) ( 23,886 ) Common stock issued, net 3,750 106 Other, net ( 15 ) ( 365 ) Net cash provided by financing activities 3,704,158 1,858,819 Net change in cash and cash equivalents 1,006,462 ( 661,608 ) Cash and cash equivalents at beginning of year 947,947 2,049,920 Cash and cash equivalents at end of period $ 1,954,409 $ 1,388,312 Supplemental disclosures of cash flow information: Cash payments for: Interest on deposits and borrowings $ 571,741 $ 57,151 Federal and state income taxes 122,130 77,285 Supplemental schedule of non-cash investing activities: Transfer of loans to other real estate owned $ 903 $ — Transfer of loans to loans held for sale 10,000 — Lease right of use assets obtained in exchange for operating lease liabilities 81,727 24,745 Acquisitions: Non-cash assets acquired: Equity securities — 6,239 Investment securities available for sale — 505,928 Investment securities held to maturity — 806,627 Loans, net — 5,844,070 Premises and equipment, net — 38,827 Lease right of use assets — 49,434 Bank owned life insurance — 126,861 Accrued interest receivable — 25,717 Goodwill — 407,522 Other intangible assets, net — 159,587 Other assets — 158,352 Total non-cash assets acquired $ — $ 8,129,164 Liabilities assumed: Deposits — 7,029,997 Short-term borrowings — 103,794 Lease liabilities — 79,844 Accrued expenses and other liabilities — 119,240 Total liabilities assumed $ — $ 7,332,875 Non-cash net assets acquired — 796,289 Net cash and cash equivalents acquired in acquisition $ — $ 321,540 Common stock issued in acquisition $ — $ 1,117,829 See accompanying notes to consolidated financial statements. 8 VALLEY NATIONAL BANCORP NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) Note 1. Basis of Presentation The unaudited consolidated financial state ments of Valley National Bancorp, a New Jersey Corporation (Valley) include the accounts of Valley National Bank (the Bank) and all other entities in which Valley has a controlling financial interest. All inter-company transactions and balances have been e liminated. The accounting and reporting policies of Valley conform to U.S. generally accepted accounting principles (U.S. GAAP) and general practices within the financial services industry. In accordance with applicable accounting standards, Valley does not consolidate statutory trusts established for the sole purpose of issuing trust preferred securities and related trust common securities. Certain prior period amounts have been reclassified to conform to the current presentation. In the opinion of management, all adjustments (which include only normal recurring adjustments) necessary to present fairly Valley’s financial position, results of operations, changes in shareholders' equity and cash flows at June 30, 2023 and for all periods presented have been made. The results of operations for the three and six months ended June 30, 2023 are not necessarily indicative of the results to be expected for the entire fiscal year or any subsequent interim period. Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. GAAP and industry practice have been condensed or omitted pursuant to rules and regulations of the SEC. These financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in Valley’s Annual Report on Form 10-K for the year ended December 31, 2022. Significant Estimates. In preparing the unaudited consolidated financial statements in conformity with U.S. GAAP, management has made estimates and assumptions that affect the reported amounts of assets and liabilities as of the date of the consolidated statements of financial condition and results of operations for the periods indicated. Material estimates that require application of management’s most difficult, subjective or complex judgment and are particularly susceptible to change include: the allowance for credit losses, the evaluation of goodwill and other intangible assets for impairment and income taxes. Estimates and assumptions are reviewed periodically, and the effects of revisions are reflected in the consolidated financial statements in the period they are deemed necessary. While management uses its best judgment, actual amounts or results could differ significantly from those estimates. The current economic environment has increased the degree of uncertainty inherent in these material estimates. Actual results may differ from those estimates. Also, future amounts and values could differ materially from those estimates due to changes in values and circumstances after the balance sheet date . Note 2. Business Combinations Acquisitions Bank Leumi Le-Israel Corporation. On April 1, 2022, Valley completed its acquisition of Bank Leumi Le-Israel Corporation, the U.S. subsidiary of Bank Leumi Le-Israel B.M., and parent company of Bank Leumi USA, collectively referred to as "Bank Leumi USA". Bank Leumi USA maintained its headquarters in New York City with commercial banking offices in Chicago, Los Angeles, Palo Alto, and Aventura, Florida. The common shareholders of Bank Leumi USA received 3.8025 shares of Valley common stock and $ 5.08 in cash for each Bank Leumi USA common share that they owned. As a result, Valley issued approximately 85 million shares of common stock and paid $ 113.4 million in cash in the transaction. Based on Valley’s closing stock price on March 31, 2022, the transaction was valued at $ 1.2 billion, inclusive of the value of options. As a result of the acquisition, Bank Leumi Le-Israel B.M. owned approximately 14 percent of Valley's common stock as of April 1, 2022 . Merger expenses, primarily consisting of salary and employee benefit expense, totaled $ 4.1 million for the six months ended June 30, 2023. There were no merger expenses for the three months ended June 30, 2023. Merger expenses totaled $ 54.5 million and $ 58.9 million for the three and six months ended June 30, 2022, respectively, 9 and largely consisted of salary and employee benefit expense, professional and legal fees and technology related costs within non-interest expense on the consolidated statements of income. The following table sets forth assets acquired and liabilities assumed in the Bank Leumi USA acquisition, at their estimated fair values as of the closing date of the transaction: April 1, 2022 (in thousands) Assets acquired: Cash and cash equivalents $ 443,588 Equity securities 6,239 Available for sale debt securities 505,928 Held to maturity debt securities 806,627 Loans 5,914,389 Allowance for loan losses ( 70,319 ) Loans, net 5,844,070 Premises and equipment 38,827 Lease right of use assets 49,273 Bank owned life insurance 126,861 Accrued interest receivable 25,717 Goodwill 400,582 Other intangible assets 153,380 Other assets 160,921 Total assets acquired $ 8,562,013 Liabilities assumed: Deposits: Non-interest bearing $ 4,511,537 Interest bearing: Savings, NOW and money market 2,224,834 Time 293,626 Total deposits 7,029,997 Short-term borrowings 103,794 Lease liabilities 79,683 Accrued expense and other liabilities 117,269 Total liabilities assumed $ 7,330,743 Common stock issued in acquisition 1,117,829 Cash paid in acquisition 113,441 10 Note 3. Earnings Per Common Share The following table shows the calculation of both basic and diluted earnings per common share for the three and six months ended June 30, 2023 and 2022: Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 (in thousands, except for share and per share data) Net income available to common shareholders $ 135,030 $ 93,241 $ 277,707 $ 206,797 Basic weighted average number of common shares outstanding 507,690,043 506,302,464 507,402,268 464,172,210 Plus: Common stock equivalents 952,982 2,176,742 1,674,035 2,148,473 Diluted weighted average number of common shares outstanding 508,643,025 508,479,206 509,076,303 466,320,683 Earnings per common share: Basic $ 0.27 $ 0.18 $ 0.55 $ 0.45 Diluted 0.27 0.18 0.55 0.44 Common stock equivalents represent the dilutive effect of additional common shares issuable upon the assumed vesting or exercise, if applicable, of restricted stock units and common stock options to purchase Valley’s common shares. Common stock options with exercise prices that exceed the average market price per share of Valley’s common stock during the periods presented may have an anti-dilutive effect on the diluted earnings per common share calculation and therefore are excluded from the diluted earnings per share calculation along with restricted stock units. Potential anti-dilutive weighted common shares totaled approximately 7.2 million and 2.2 million for the three months ended June 30, 2023 and 2022, respectively, and 3.0 million and 1.1 million for the six months ended June 30, 2023 and 2022, respectively. Note 4. Accumulated Other Comprehensive Loss The following tables present the after-tax changes in the balances of each component of accumulated other comprehensive loss for the three and six months ended June 30, 2023: Components of Accumulated Other Comprehensive Loss Total Accumulated Other Comprehensive Loss Unrealized Gains and Losses on Available for Sale (AFS) Securities Unrealized Gains and Losses on Derivatives Defined Benefit Pension and Postretirement Benefit Plans (in thousands) Balance at March 31, 2023 $ ( 110,648 ) $ 5,410 $ ( 38,409 ) $ ( 143,647 ) Other comprehensive loss before reclassification ( 18,051 ) ( 3,573 ) — ( 21,624 ) Amounts reclassified from other comprehensive loss — 516 8 524 Other comprehensive (loss) income, net ( 18,051 ) ( 3,057 ) 8 ( 21,100 ) Balance at June 30, 2023 $ ( 128,699 ) $ 2,353 $ ( 38,401 ) $ ( 164,747 ) 11 Components of Accumulated Other Comprehensive Loss Total Accumulated Other Comprehensive Loss Unrealized Gains and Losses on Available for Sale (AFS) Securities Unrealized Gains and Losses on Derivatives Defined Benefit Pension and Postretirement Benefit Plans (in thousands) Balance at December 31, 2022 $ ( 127,818 ) $ 2,233 $ ( 38,417 ) $ ( 164,002 ) Other comprehensive loss before reclassification ( 881 ) ( 775 ) — ( 1,656 ) Amounts reclassified from other comprehensive loss — 895 16 911 Other comprehensive (loss) income, net ( 881 ) 120 16 ( 745 ) Balance at June 30, 2023 $ ( 128,699 ) $ 2,353 $ ( 38,401 ) $ ( 164,747 ) The following table presents amounts reclassified from each component of accumulated other comprehensive loss on a gross and net of tax basis for the three and six months ended June 30, 2023 and 2022: Amounts Reclassified from Accumulated Other Comprehensive Loss Three Months Ended June 30, Six Months Ended June 30, Components of Accumulated Other Comprehensive Loss 2023 2022 2023 2022 Income Statement Line Item (in thousands) Unrealized gains on AFS securities before tax $ — $ — $ — $ 14 Gains (losses) on securities transactions, net Tax effect — — — ( 4 ) Total net of tax — — — 10 Unrealized gains (losses) on derivatives (cash flow hedges) before tax ( 725 ) 116 ( 1,256 ) ( 426 ) Interest income, interest expense Tax effect 209 ( 36 ) 361 120 Total net of tax ( 516 ) 80 ( 895 ) ( 306 ) Defined benefit pension and postretirement benefit plans: Amortization of actuarial net loss ( 11 ) ( 184 ) ( 22 ) ( 367 ) * Tax effect 3 51 6 102 Total net of tax ( 8 ) ( 133 ) ( 16 ) ( 265 ) Total reclassifications, net of tax $ ( 524 ) $ ( 53 ) $ ( 911 ) $ ( 561 ) * Amortization of actuarial net loss is included in the computation of net periodic pension cost recognized within other non-interest expense. Note 5. New Authoritative Accounting Guidance New Accounting Guidance Adopted in 2023 Accounting Standards Update (ASU) No. 2022-01, “Derivatives and Hedging (Topic 815): Fair Value Hedging –Portfolio Layer Method” expands and clarifies the current guidance on accounting for fair value hedge basis adjustments under the portfolio layer method for both single-layer and multiple-layer hedges. This method allows entities to designate multiple hedging relationships with a single closed portfolio, and therefore a larger portion of the interest rate risk associated with such a portfolio is eligible to be hedged. ASU No. 2022-01 also clarifies that no assets may be added to a closed portfolio once it is designated in a portfolio layer method hedge. Valley adopted ASU No. 2022-01 on January 1, 2023 and the guidance did not have a significant impact on Valley's consolidated financial statements. ASU No. 2022-02, “Financial Instruments – Credit Losses (Topic 326): Troubled Debt Restructurings and Vintage Disclosures” eliminates the troubled debt restructuring (TDR) accounting model for creditors, such as Valley, that 12 have adopted Topic 326, “Financial Instruments – Credit Losses.” ASU No. 2022-02 requires all loan modifications to be accounted for under the general loan modification guidance in Subtopic 310-20. On a prospective basis, entities are subject to new disclosure requirements covering modifications of receivables to borrowers experiencing financial difficulty. Public business entities within the scope of the Topic 326 vintage disclosure requirements are also required to prospectively disclose current-period gross write-off information by vintage. Entities can elect to adopt the guidance on TDRs using either a prospective or modified retrospective transition method. Valley adopted ASU No. 2022-02 on January 1, 2023 and elected to apply the modified retrospective transition method. The adoption of ASU No. 2022-02 resulted in a $ 1.4 million decrease in the allowance for loan losses, and a $ 990 thousand increase to retained earnings, net of taxes. See Note 8 for required disclosures. New Accounting Guidance Issued in 2023 ASU No. 2023-02, Investments –“Equity Method and Joint Ventures (Topic 323): Accounting for Investments in Tax Credit Structures Using the Proportional Amortization Method,” is intended to improve the accounting and disclosures for investments in certain tax credit structures. ASU No. 2023-02 allows the option to apply the proportional amortization method to account for investments made primarily for the purpose of receiving income tax credits and other income tax benefits when certain requirements are met. ASU No. 2023-02 will be effective on January 1, 2024 and it can be early adopted in any interim period. The new guidance can also be applied either on a modified retrospective or a retrospective basis, with any adjustments resulting from adoption recognized in earnings on the date of adoption. Valley is currently evaluating the impact of ASU No. 2023-02, but it is not expected to have a significant impact on Valley's consolidated financial statements. Note 6. Fair Value Measurement of Assets and Liabilities ASC Topic 820, “Fair Value Measurement” establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy are described below: • Level 1 - Unadjusted exchange quoted prices in active markets for identical assets or liabilities, or identical liabilities traded as assets that the reporting entity has the ability to access at the measurement date. • Level 2 - Quoted prices in markets that are not active, or inputs that are observable either directly or indirectly (i.e., quoted prices on similar assets) for substantially the full term of the asset or liability. • Level 3 - Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (i.e., supported by little or no market activity). Assets and Liabilities Measured at Fair Value on a Recurring and Non-Recurring Basis The following tables present the assets and liabilities that are measured at fair value on a recurring and non-recurring basis by level within the fair value hierarchy as reported on the consolidated statements of financial condition at June 30, 2023 and December 31, 2022. The assets presented under “non-recurring fair value measurements” in the tables below are not measured at fair value on an ongoing basis but are subject to fair value adjustments under certain circumstances (e.g., when an impairment loss is recognized). 13 June 30, 2023 Fair Value Measurements at Reporting Date Using: Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) (in thousands) Recurring fair value measurements: Assets Investment securities: Equity securities $ 23,635 $ 23,635 $ — $ — Equity securities at net asset value (NAV) 12,328 — — — Trading debt securities 3,409 3,409 — — Available for sale debt securities: U.S. Treasury securities 282,398 282,398 — — U.S. government agency securities 24,192 — 24,192 — Obligations of states and political subdivisions 171,043 — 171,043 — Residential mortgage-backed securities 594,636 — 594,636 — Corporate and other debt securities 164,677 — 164,677 — Total available for sale debt securities 1,236,946 282,398 954,548 — Loans held for sale (1) 23,044 — 23,044 — Other assets (2) 571,620 — 571,620 — Total assets $ 1,870,982 $ 309,442 $ 1,549,212 $ — Liabilities Other liabilities (2) $ 599,226 $ — $ 599,226 $ — Total liabilities $ 599,226 $ — $ 599,226 $ — Non-recurring fair value measurements: Non-performing loans held for sale $ 10,000 $ — $ 10,000 $ — Collateral dependent loans 63,972 — — 63,972 Foreclosed assets 2,132 — — 2,132 Total $ 76,104 $ — $ 10,000 $ 66,104 14 Fair Value Measurements at Reporting Date Using: December 31, 2022 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) (in thousands) Recurring fair value measurements: Assets Investment securities: Equity securities $ 23,494 $ 23,494 $ — $ — Equity securities at net asset value (NAV) 10,099 — — — Trading debt securities 13,438 3,282 10,156 — Available for sale debt securities: U.S. Treasury securities 279,498 279,498 — — U.S. government agency securities 26,964 — 26,964 — Obligations of states and political subdivisions 146,811 — 146,811 — Residential mortgage-backed securities 629,818 — 629,818 — Corporate and other debt securities 178,306 — 178,306 — Total available for sale debt securities 1,261,397 279,498 981,899 — Loans held for sale (1) 18,118 — 18,118 — Other assets (2) 467,127 — 467,127 — Total assets $ 1,793,673 $ 306,274 $ 1,477,300 $ — Liabilities Other liabilities (2) $ 607,237 $ — $ 607,237 $ — Total liabilities $ 607,237 $ — $ 607,237 $ — Non-recurring fair value measurements: Collateral dependent loans $ 92,923 $ — $ — $ 92,923 Foreclosed assets 1,937 — — 1,937 Total $ 94,860 $ — $ — $ 94,860 (1) Represents residential mortgage loans held for sale that are carried at fair value and had contractual unpaid principal balances totaling approximately $ 23.0 million and $ 17.9 million at June 30, 2023 and December 31, 2022, respectively. (2) Derivative financial instruments are included in this category. Assets and Liabilities Measured at Fair Value on a Recurring Basis The following valuation techniques were used for financial instruments measured at fair value on a recurring basis. All the valuation techniques described below apply to the unpaid principal balance, excluding any accrued interest or dividends at the measurement date. Interest income and expense are recorded within the consolidated statements of income depending on the nature of the instrument using the effective interest method based on acquired discount or premium. Equity securitie s. The fair value of equity securities consists of a publicly traded mutual fund, a Community Reinvestment Act (CRA) investment fund and an investment related to the development of new financial technologies that are carried at quoted prices in active markets. 15 Equity securities at NAV . Valley also has privately held CRA funds at fair value measured at NAV using the most recently available financial information from the investee. Investments measured at NAV (or its equivalent) as a practical expedient are excluded from fair value hierarchy levels in the tables above. Trading debt securities . The fair value of trading debt securitie s, consisting of U.S. Treasury securities are reported at fair value utilizing Level 1 inputs at June 30, 2023. At December 31, 2022, trading debt securities consisted of U.S. Treasury securities and municipal bonds reported at fair value utilizing Level 1 and Level 2 inputs, respectively. The prices for municipal bonds investments were derived from market quotations and matrix pricing obtained through an independent pricing service. Management reviews the data and assumptions used in pricing the securities by its third-party provider to ensure the highest level of significant inputs are derived from market observable data. Available for sale debt securities. U.S. Treasury securities are reported at fair value utilizing Level 1 inputs. The majority of other investment securities are reported at fair value utilizing Level 2 inputs. The prices for these instruments are obtained through an independent pricing service or dealer market participants with whom Valley has historically transacted both purchases and sales of investment securities. Prices obtained from these sources include prices derived from market quotations and matrix pricing. The fair value measurements consider observable data that may include dealer quotes, market spreads, cash flows, the U.S. Treasury yield curve, live trading levels, trade execution data, market consensus prepayment speeds, credit information and the bond’s terms and conditions, among other things. Management reviews the data and assumptions used in pricing the securities by its third-party provider to ensure the highest level of significant inputs are derived from market observable data. In addition, Valley reviews the volume and level of activity for all available for sale debt securities and attempts to identify transactions which may not be orderly or reflective of a significant level of activity and volume. Loans held for sale. Residential mortgage loans originated for sale are reported at fair value using Level 2 inputs. The fair values were calculated utilizing quoted prices for similar assets in active markets. The market prices represent a delivery price, which reflects the underlying price each institution would pay Valley for an immediate sale of an aggregate pool of mortgages. Non-performance risk did not materially impact the fair value of mortgage loans held for sale at June 30, 2023 and December 31, 2022 based on the short duration these assets were held, and the credit quality of these loans. Derivatives. Derivatives are reported at fair value utilizing Level 2 inputs. The fair values of Valley’s derivatives are determined using third-party prices that are based on discounted cash flow analysis using observed market inputs, such as the Overnight Index Swap and Secured Overnight Financing Rate (SOFR) curves. The fair value of mortgage banking derivatives, consisting of interest rate lock commitments to fund residential mortgage loans and forward commitments for the future delivery of such loans (including certain loans held for sale at June 30, 2023 and December 31, 2022), is determined based on the current market prices for similar instruments. The fair values of most of the derivatives incorporate credit valuation adjustments, which consider the impact of any credit enhancements to the contracts, to account for potential nonperformance risk of Valley and its counterparties. The credit valuation adjustments were not significant to the overall valuation of Valley’s derivatives at June 30, 2023 and December 31, 2022. Assets and Liabilities Measured at Fair Value on a Non-recurring Basis The following valuation techniques were used for certain non-financial assets measured at fair value on a non-recurring basis, including collateral dependent loans reported at the fair value of the underlying collateral and foreclosed assets, which are reported at fair value upon initial recognition or subsequent impairment as described below. Non-performing loans held for sale . Valley transferred one non-performing construction loan totaling $ 10.0 million, net of charge-offs, to loans held for sale at June 30, 2023. The transfer at the loan's fair value resulted in a $ 4.2 million charge-off to the allowance of loan losses for the three months ended June 30, 2023. The fair value of the loan was determined using Level 2 inputs, including bids from a third party broker engaged to solicit interest from potential purchasers. The broker coordinated loan level due diligence with interested parties and established a 16 formal bidding process in which each participant was required to provide an indicative non-binding bid. Fair value was determined based on a non-binding sale agreement selected by Valley during the bidding process that is expected to close during the third quarter 2023. Collateral dependent loans . Collateral dependent loans are loans when foreclosure of the collateral is probable, or where the borrower is experiencing financial difficulty and substantially all of the repayment is expected from the collateral. Collateral dependent loans are reported at the fair value of the underlying collateral. Collateral values are estimated using Level 3 inputs, consisting of individual third-party appraisals that may be adjusted based on certain discounting criteria. Certain real estate appraisals may be discounted based on specific market data by location and property type. At June 30, 2023, collateral dependent loans were individually re-measured and reported at fair value through direct loan charge-offs to the allowance for loan losses based on the fair value of the underlying collateral. At June 30, 2023, collateral dependent loans with a total amortized cost of $ 125.0 million, including our taxi medallion loan portfolio, were reduced by specific allowance for loan losses allocations totaling $ 61.0 million to a reported total net carrying amount of $ 64.0 million. Foreclosed assets . Certain foreclosed assets (consisting of other real estate owned and other repossessed assets included in other assets), upon initial recognition and transfer from loans, are re-measured and reported at fair value using Level 3 inputs, consisting of a third-party appraisal less estimated cost to sell. When an asset is acquired, the excess of the loan balance over fair value, less estimated selling costs, is charged to the allowance for loan losses. If further declines in the estimated fair value of the asset occur, an asset is re-measured and reported at fair value through a write-down recorded in non-interest expense. There were no adjustments to the appraisals of foreclosed assets at June 30, 2023 and December 31, 2022. Other Fair Value Disclosures ASC Topic 825, “Financial Instruments,” requires disclosure of the fair value of financial assets and financial liabilities, including those financial assets and financial liabilities that are not measured and reported at fair value on a recurring basis or non-recurring basis. The fair value estimates presented in the following table were based on pertinent market data and relevant information on the financial instruments available as of the valuation date. These estimates do not reflect any premium or discount that could result from offering for sale at one time the entire portfolio of financial instruments. Because no market exists for a portion of the financial instruments, fair value estimates may be based on judgments regarding future expected loss experience, current economic conditions, risk characteristics of various financial instruments and other factors. These estimates are subjective in nature and involve uncertainties and matters of significant judgment and therefore cannot be determined with precision. Changes in assumptions could significantly affect the estimates. Fair value estimates are based on existing balance sheet financial instruments without attempting to estimate the value of anticipated future business and the value of assets and liabilities that are not considered financial instruments. For instance, Valley has certain fee-generating business lines (e.g., its mortgage servicing operations, trust and investment management departments) that were not considered in these estimates since these activities are not financial instruments. In addition, the tax implications related to the realization of the unrealized gains and losses can have a significant effect on fair value estimates and have not been considered in any of the estimates. 17 The carrying amounts and estimated fair values of financial instruments not measured and not reported at fair value on the consolidated statements of financial condition at June 30, 2023 and December 31, 2022 were as follows: Fair Value Hierarchy June 30, 2023 December 31, 2022 Carrying Amount Fair Value Carrying Amount Fair Value (in thousands) Financial assets Cash and due from banks Level 1 $ 463,318 $ 463,318 $ 444,325 $ 444,325 Interest bearing deposits with banks Level 1 1,491,091 1,491,091 503,622 503,622 Equity securities (1) Level 3 25,047 25,047 15,138 15,138 Held to maturity debt securities: U.S. Treasury securities Level 1 66,579 65,675 66,911 65,889 U.S. government agency securities Level 2 261,197 215,039 260,392 212,712 Obligations of states and political subdivisions Level 2 465,115 438,991 480,298 453,195 Residential mortgage-backed securities Level 2 2,861,227 2,461,519 2,909,106 2,495,797 Trust preferred securities Level 2 37,052 29,344 37,043 31,106 Corporate and other debt securities Level 2 75,668 68,380 75,234 70,771 Total held to maturity debt securities (2) 3,766,838 3,278,948 3,828,984 3,329,470 Net loans Level 3 49,440,816 47,472,065 46,458,545 44,910,049 Accrued interest receivable Level 1 225,918 225,918 196,606 196,606 Federal Reserve Bank and Federal Home Loan Bank stock (3) Level 2 326,959 326,959 238,056 238,056 Financial liabilities Deposits without stated maturities Level 1 34,711,633 34,711,633 38,080,457 38,080,457 Deposits with stated maturities Level 2 14,908,182 14,783,271 9,556,457 9,443,253 Short-term borrowings Level 1 1,088,899 1,066,450 138,729 138,729 Long-term borrowings Level 2 2,443,533 2,340,324 1,543,058 1,395,991 Junior subordinated debentures issued to capital trusts Level 2 56,934 48,117 56,760 50,923 Accrued interest payable (4) Level 1 125,873 125,873 45,617 45,617 (1) Represents equity securities without a readily determinable fair value measured at cost less impairment, if any. (2) The carrying amount is presented gross without the allowance for credit losses. (3) Included in other assets. (4) Included in accrued expenses and other liabilities. Note 7. Investment Securities Equity Securities Equity securities totaled $ 61.0 million and $ 48.7 million at June 30, 2023 and December 31, 2022, respectively. See Note 6 for further details on equity securities. Trading Debt Securities The fair value of trading debt securities totaled $ 3.4 million and $ 13.4 million at June 30, 2023 and December 31, 2022, respectively. Net trading gains and losses were included in net gains and losses on securities transactions within non-interest income. We recorded net trading gains of $ 226 thousand and $ 628 thousand for the three and six months ended June 30, 2023, respectively. We recorded net trading losses of $ 387 thousand and $ 1.4 million for the three and six months ended June 30, 2022, respectively. 18 Available for Sale Debt Securities The amortized cost, gross unrealized gains and losses and fair value of available for sale debt securities at June 30, 2023 and December 31, 2022 were as follows: Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value (in thousands) June 30, 2023 U.S. Treasury securities $ 310,936 $ — $ ( 28,538 ) $ 282,398 U.S. government agency securities 26,799 19 ( 2,626 ) 24,192 Obligations of states and political subdivisions: Obligations of states and state agencies 9,425 — ( 776 ) 8,649 Municipal bonds 193,920 — ( 31,526 ) 162,394 Total obligations of states and political subdivisions 203,345 — ( 32,302 ) 171,043 Residential mortgage-backed securities 681,513 20 ( 86,897 ) 594,636 Corporate and other debt securities 192,087 — ( 27,410 ) 164,677 Total $ 1,414,680 $ 39 $ ( 177,773 ) $ 1,236,946 December 31, 2022 U.S. Treasury securities $ 308,137 $ — $ ( 28,639 ) $ 279,498 U.S. government agency securities 29,494 47 ( 2,577 ) 26,964 Obligations of states and political subdivisions: Obligations of states and state agencies 10,899 — ( 493 ) 10,406 Municipal bonds 171,586 — ( 35,181 ) 136,405 Total obligations of states and political subdivisions 182,485 — ( 35,674 ) 146,811 Residential mortgage-backed securities 719,868 64 ( 90,114 ) 629,818 Corporate and other debt securities 197,927 — ( 19,621 ) 178,306 Total $ 1,437,911 $ 111 $ ( 176,625 ) $ 1,261,397 Accrued interest on investments, which is excluded from the amortized cost of available for sale debt securities, totaled $ 4.9 million and $ 5.6 million at June 30, 2023 and December 31, 2022, respectively, and is presented within total accrued interest receivable on the consolidated statements of financial condition. 19 The age of unrealized losses and fair value of the related available for sale debt securities at June 30, 2023 and December 31, 2022 were as follows: Less than 12 Months More than 12 Months Total Fair Value Unrealized Losses Fair Value Unrealized Losses Fair Value Unrealized Losses (in thousands) June 30, 2023 U.S. Treasury securities $ — $ — $ 282,398 $ ( 28,538 ) $ 282,398 $ ( 28,538 ) U.S. government agency securities — — 22,818 ( 2,626 ) 22,818 ( 2,626 ) Obligations of states and political subdivisions: Obligations of states and state agencies 1,223 ( 20 ) 7,426 ( 756 ) 8,649 ( 776 ) Municipal bonds 1,405 ( 20 ) 137,180 ( 31,506 ) 138,585 ( 31,526 ) Total obligations of states and political subdivisions 2,628 ( 40 ) 144,606 ( 32,262 ) 147,234 ( 32,302 ) Residential mortgage-backed securities 30,949 ( 1,919 ) 562,383 ( 84,978 ) 593,332 ( 86,897 ) Corporate and other debt securities 44,404 ( 7,239 ) 120,273 ( 20,171 ) 164,677 ( 27,410 ) Total $ 77,981 $ ( 9,198 ) $ 1,132,478 $ ( 168,575 ) $ 1,210,459 $ ( 177,773 ) December 31, 2022 U.S. Treasury securities $ 279,498 $ ( 28,639 ) $ — $ — $ 279,498 $ ( 28,639 ) U.S. government agency securities 22,831 ( 2,538 ) 1,116 ( 39 ) 23,947 ( 2,577 ) Obligations of states and political subdivisions: Obligations of states and state agencies 2,943 ( 54 ) 7,462 ( 439 ) 10,405 ( 493 ) Municipal bonds 112,029 ( 26,044 ) 24,127 ( 9,137 ) 136,156 ( 35,181 ) Total obligations of states and political subdivisions 114,972 ( 26,098 ) 31,589 ( 9,576 ) 146,561 ( 35,674 ) Residential mortgage-backed securities 311,836 ( 27,152 ) 314,834 ( 62,962 ) 626,670 ( 90,114 ) Corporate and other debt securities 144,924 ( 12,581 ) 33,382 ( 7,040 ) 178,306 ( 19,621 ) Total $ 874,061 $ ( 97,008 ) $ 380,921 $ ( 79,617 ) $ 1,254,982 $ ( 176,625 ) Within the available for sale debt securities portfolio, the total number of security positions in an unrealized loss position was 725 and 730 at June 30, 2023 and December 31, 2022, respectively. As of June 30, 2023, the fair value of available for sale debt securities that were pledged to secure public deposits, repurchase agreements, lines of credit, and for other purposes required by law was $ 847.1 million. The contractual maturities of available for sale debt securities at June 30, 2023 are set forth in the following table. Maturities may differ from contractual maturities in residential mortgage-backed securities because the mortgages underlying the securities may be prepaid without any penalties. Therefore, residential mortgage-backed securities are not included in the maturity categories in the following summary. 20 June 30, 2023 Amortized Cost Fair Value (in thousands) Due in one year $ 2,350 $ 2,322 Due after one year through five years 282,534 265,870 Due after five years through ten years 175,056 148,811 Due after ten years 273,227 225,307 Residential mortgage-backed securities 681,513 594,636 Total $ 1,414,680 $ 1,236,946 Actual maturities of available for sale debt securities may differ from those presented above since certain obligations provide the issuer the right to call or prepay the obligation prior to scheduled maturity without penalty. The weighted average remaining expected life for residential mortgage-backed securities available for sale was 7.68 years at June 30, 2023. Impairment Analysis of Available For Sale Debt Securities Valley's available for sale debt securities portfolio includes corporate bonds and revenue bonds, among other securities. These types of securities may pose a higher risk of future impairment charges by Valley as a result of the changes in market interest rates, unpredictable nature of the U.S. economy and their potential negative effect on the future performance of the security issuers. Available for sale debt securities in unrealized loss positions are evaluated for impairment related to credit losses on a quarterly basis. Based on a comparison of the present value of expected cash flows to the amortized cost, Valley recognized a credit related impairment of one corporate bond issued by Signature Bank resulting in a provision for credit losses and full charge-off of the bond totaling $ 5.0 million during the three months ended March 31, 2023. Valley also evaluated available for sale debt securities that are in an unrealized loss position as of June 30, 2023 included in the table above and has determined that the declines in fair value are mainly attributable to interest rates, credit spreads, market volatility and liquidity conditions, not credit quality or other factors. There was no impairment recognized during the three months ended June 30, 2023 and the three and six months ended June 30, 2022. The following table details the activity in the allowance for credit losses for the six months ended June 30, 2023. Six Months Ended June 30, 2023 (in thousands) Beginning balance $ — Provision for credit losses 5,000 Charge-offs ( 5,000 ) Ending balance $ — Valley does not intend to sell any of its available for sale debt securities in an unrealized loss position prior to recovery of their amortized cost basis, and it is more likely than not that Valley will not be required to sell any of its securities prior to recovery of their amortized cost basis. None of the available for sale debt securities were past due as of June 30, 2023 and there was no allowance for credit losses for available for sale debt securities at June 30, 2023, December 31, 2022 and June 30, 2022. 21 Held to Maturity Debt Securities The amortized cost, gross unrealized gains and losses and fair value of debt securities held to maturity at June 30, 2023 and December 31, 2022 were as follows: Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value Allowance for Credit Losses Net Carrying Value (in thousands) June 30, 2023 U.S. Treasury securities $ 66,579 $ — $ ( 904 ) $ 65,675 $ — $ 66,579 U.S. government agency securities 261,197 — ( 46,158 ) 215,039 — 261,197 Obligations of states and political subdivisions: Obligations of states and state agencies 88,561 91 ( 5,112 ) 83,540 409 88,152 Municipal bonds 376,554 27 ( 21,130 ) 355,451 57 376,497 Total obligations of states and political subdivisions 465,115 118 ( 26,242 ) 438,991 466 464,649 Residential mortgage-backed securities 2,861,227 906 ( 400,614 ) 2,461,519 — 2,861,227 Trust preferred securities 37,052 1 ( 7,709 ) 29,344 559 36,493 Corporate and other debt securities 75,668 — ( 7,288 ) 68,380 326 75,342 Total $ 3,766,838 $ 1,025 $ ( 488,915 ) $ 3,278,948 $ 1,351 $ 3,765,487 December 31, 2022 U.S. Treasury securities $ 66,911 $ — $ ( 1,022 ) $ 65,889 $ — $ 66,911 U.S. government agency securities 260,392 — ( 47,680 ) 212,712 — 260,392 Obligations of states and political subdivisions: Obligations of states and state agencies 99,238 305 ( 3,869 ) 95,674 252 98,986 Municipal bonds 381,060 76 ( 23,615 ) 357,521 41 381,019 Total obligations of states and political subdivisions 480,298 381 ( 27,484 ) 453,195 293 480,005 Residential mortgage-backed securities 2,909,106 1,723 ( 415,032 ) 2,495,797 — 2,909,106 Trust preferred securities 37,043 1 ( 5,938 ) 31,106 888 36,155 Corporate and other debt securities 75,234 — ( 4,463 ) 70,771 465 74,769 Total $ 3,828,984 $ 2,105 $ ( 501,619 ) $ 3,329,470 $ 1,646 $ 3,827,338 Accrued interest on investments, which is excluded from the amortized cost of held to maturity debt securities, totaled $ 13.6 million and $ 13.5 million at June 30, 2023 and December 31, 2022, respectively, and is presented within total accrued interest receivable on the consolidated statements of financial condition. Held to maturity debt securities are carried net of an allowance for credit losses. 22 The age of unrealized losses and fair value of related debt securities held to maturity at June 30, 2023 and December 31, 2022 were as follows: Less than 12 Months More than 12 Months Total Fair Value Unrealized Losses Fair Value Unrealized Losses Fair Value Unrealized Losses (in thousands) June 30, 2023 U.S. Treasury securities $ 30,998 $ ( 598 ) $ 34,677 $ ( 306 ) $ 65,675 $ ( 904 ) U.S. government agency securities — — 213,885 ( 46,158 ) 213,885 ( 46,158 ) Obligations of states and political subdivisions: Obligations of states and state agencies 25,298 ( 623 ) 44,869 ( 4,489 ) 70,167 ( 5,112 ) Municipal bonds 84,224 ( 1,437 ) 200,924 ( 19,693 ) 285,148 ( 21,130 ) Total obligations of states and political subdivisions 109,522 ( 2,060 ) 245,793 ( 24,182 ) 355,315 ( 26,242 ) Residential mortgage-backed securities 182,290 ( 6,756 ) 2,107,464 ( 393,858 ) 2,289,754 ( 400,614 ) Trust preferred securities — — 28,343 ( 7,709 ) 28,343 ( 7,709 ) Corporate and other debt securities 18,056 ( 1,194 ) 50,324 ( 6,094 ) 68,380 ( 7,288 ) Total $ 340,866 $ ( 10,608 ) $ 2,680,486 $ ( 478,307 ) $ 3,021,352 $ ( 488,915 ) December 31, 2022 U.S. Treasury securities $ 65,889 $ ( 1,022 ) $ — $ — $ 65,889 $ ( 1,022 ) U.S. government agency securities 209,863 ( 47,508 ) 1,673 ( 172 ) 211,536 ( 47,680 ) Obligations of states and political subdivisions: Obligations of states and state agencies 62,443 ( 2,020 ) 18,231 ( 1,849 ) 80,674 ( 3,869 ) Municipal bonds 251,970 ( 20,457 ) 15,534 ( 3,158 ) 267,504 ( 23,615 ) Total obligations of states and political subdivisions 314,413 ( 22,477 ) 33,765 ( 5,007 ) 348,178 ( 27,484 ) Residential mortgage-backed securities 962,690 ( 109,532 ) 1,413,590 ( 305,500 ) 2,376,280 ( 415,032 ) Trust preferred securities — — 30,105 ( 5,938 ) 30,105 ( 5,938 ) Corporate and other debt securities 57,245 ( 2,989 ) 13,525 ( 1,474 ) 70,770 ( 4,463 ) Total $ 1,610,100 $ ( 183,528 ) $ 1,492,658 $ ( 318,091 ) $ 3,102,758 $ ( 501,619 ) Within the held to maturity portfolio, the total number of security positions in an unrealized loss position was 811 and 802 at June 30, 2023 and December 31, 2022, respectively. As of June 30, 2023, the fair value of debt securities held to maturity that were pledged to secure public deposits, repurchase agreements, lines of credit, and for other purposes required by law was $ 2.4 billion. 23 The contractual maturities of investments in debt securities held to maturity at June 30, 2023 are set forth in the table below. Maturities may differ from contractual maturities in residential mortgage-backed securities because the mortgages underlying the securities may be prepaid without any penalties. Therefore, residential mortgage-backed securities are not included in the maturity categories in the following summary. June 30, 2023 Amortized Cost Fair Value (in thousands) Due in one year $ 68,033 $ 67,619 Due after one year through five years 126,908 123,033 Due after five years through ten years 95,472 87,948 Due after ten years 615,198 538,829 Residential mortgage-backed securities 2,861,227 2,461,519 Total $ 3,766,838 $ 3,278,948 Actual maturities of held to maturity debt securities may differ from those presented above since certain obligations provide the issuer the right to call or prepay the obligation prior to scheduled maturity without penalty. The weighted-average remaining expected life for residential mortgage-backed securities held to maturity was 10.05 years at June 30, 2023. 24 Credit Quality Indicators Valley monitors the credit quality of the held to maturity debt securities through the use of the most current credit ratings from external rating agencies. The following table summarizes the amortized cost of held to maturity debt securities by external credit rating at June 30, 2023 and December 31, 2022. AAA/AA/A Rated BBB rated Non-investment grade rated Non-rated Total (in thousands) June 30, 2023 U.S. Treasury securities $ 66,579 $ — $ — $ — $ 66,579 U.S. government agency securities 261,197 — — — 261,197 Obligations of states and political subdivisions: Obligations of states and state agencies 65,768 — 5,416 17,377 88,561 Municipal bonds 321,860 — — 54,694 376,554 Total obligations of states and political subdivisions 387,628 — 5,416 72,071 465,115 Residential mortgage-backed securities 2,861,227 — — — 2,861,227 Trust preferred securities — — — 37,052 37,052 Corporate and other debt securities — 6,000 — 69,668 75,668 Total $ 3,576,631 $ 6,000 $ 5,416 $ 178,791 $ 3,766,838 December 31, 2022 U.S. Treasury securities $ 66,911 $ — $ — $ — $ 66,911 U.S. government agency securities 260,392 — — — 260,392 Obligations of states and political subdivisions: Obligations of states and state agencies 74,943 — 5,497 18,798 99,238 Municipal bonds 333,488 — — 47,572 381,060 Total obligations of states and political subdivisions 408,431 — 5,497 66,370 480,298 Residential mortgage-backed securities 2,909,106 — — — 2,909,106 Trust preferred securities — — — 37,043 37,043 Corporate and other debt securities 2,000 6,000 — 67,234 75,234 Total $ 3,646,840 $ 6,000 $ 5,497 $ 170,647 $ 3,828,984 Obligations of states and political subdivisions include municipal bonds and revenue bonds issued by various municipal corporations. At June 30, 2023, most of the obligations of states and political subdivisions were rated investment grade and a large portion of the "non-rated" category included tax exempt mortgage securities (TEMS) secured by Ginnie Mae securities. Trust preferred securities consist of non-rated single-issuer securities, issued by bank holding companies. Corporate and other debt securities in the non-rated category mostly consist of high quality foreign issued bonds. Allowance for Credit Losses for Held to Maturity Debt Securities Valley has a zero-loss expectation for certain securities within the held to maturity portfolio, and therefore it is not required to estimate an allowance for credit losses related to these securities under the CECL standard. After an evaluation of qualitative factors, Valley identified the following securities types which it believes qualify for this exclusion: U.S. Treasury securities, U.S. government agency securities, residential mortgage-backed securities issued by Ginnie Mae, Fannie Mae and Freddie Mac, and TEMS collateralized municipal bonds. 25 The following table details the activity in the allowance for credit losses for the three and six months ended June 30, 2023 and 2022: Three months ended June 30, Six months ended June 30, 2023 2022 2023 2022 (in thousands) Beginning balance $ 1,633 $ 1,222 $ 1,646 $ 1,165 (Credit) provision for credit losses ( 282 ) 286 ( 295 ) 343 Ending balance $ 1,351 $ 1,508 $ 1,351 $ 1,508 There were no sales of available for sale and held to maturity debt securities during the three and six months ended June 30, 2023 and 2022, respectively. Note 8. Loans and Allowance for Credit Losses for Loans The detail of the loan portfolio as of June 30, 2023 and December 31, 2022 was as follows: June 30, 2023 December 31, 2022 (in thousands) Loans: Commercial and industrial $ 9,287,309 $ 8,804,830 Commercial real estate: Commercial real estate 27,793,072 25,732,033 Construction 3,815,761 3,700,835 Total commercial real estate loans 31,608,833 29,432,868 Residential mortgage 5,560,356 5,364,550 Consumer: Home equity 535,493 503,884 Automobile 1,632,875 1,746,225 Other consumer 1,252,382 1,064,843 Total consumer loans 3,420,750 3,314,952 Total loans $ 49,877,248 $ 46,917,200 Total loans include net unearned discounts and deferred loan fees of $ 119.1 million and $ 120.5 million at June 30, 2023 and December 31, 2022, respectively. Accrued interest on loans, which is excluded from the amortized cost of loans held for investment, totaled $ 202.1 million and $ 175.9 million at June 30, 2023 and December 31, 2022, respectively, and is presented within total accrued interest receivable on the consolidated statements of financial condition. During the three months ended June 30, 2023, Valley transferred a non-performing construction loan totaling $ 10.0 million, net of $ 4.2 million charge-offs from the held for investment loan portfolio to loans held for sale. See Note 6 for further details. There we re no sales of loans from the held for investment portfolio during the three and six months ended June 30, 2023 and 2022. Credit Risk Management For all of its loan types, Valley adheres to a credit policy designed to minimize credit risk while generating the maximum income given the level of risk appetite. Management reviews and approves these policies and procedures on a regular basis with subsequent approval by the Board of Directors annually. Credit authority relating to a 26 significant dollar percentage of the overall portfolio is centralized and controlled by the Credit Risk Management Division and by the Credit Committee. A reporting system supplements the management review process by providing management with frequent reports concerning loan production, loan quality, internal loan classification, concentrations of credit, loan delinquencies, non-performing, and potential problem loans. Loan portfolio diversification is an important factor utilized by Valley to manage its risk across business sectors and through cyclical economic circumstances. Additionally, Valley does not accept crypto assets as loan collateral for any of its loan portfolio classes. See Valley’s Annual Report on Form 10-K for the year ended December 31, 2022 for further details. Credit Quality The following table presents past due, current and non-accrual loans without an allowance for loan losses by loan portfolio class at June 30, 2023 and December 31, 2022: Past Due and Non-Accrual Loans 30-59 Days Past Due Loans 60-89 Days Past Due Loans 90 Days or More Past Due Loans Non-Accrual Loans Total Past Due Loans Current Loans Total Loans Non-Accrual Loans Without Allowance for Loan Losses (in thousands) June 30, 2023 Commercial and industrial $ 6,229 $ 7,468 $ 6,599 $ 84,449 $ 104,745 $ 9,182,564 $ 9,287,309 $ 8,221 Commercial real estate: Commercial real estate 3,612 — 2,242 82,712 88,566 27,704,506 27,793,072 76,438 Construction — — 3,990 63,043 67,033 3,748,728 3,815,761 15,476 Total commercial real estate loans 3,612 — 6,232 145,755 155,599 31,453,234 31,608,833 91,914 Residential mortgage 15,565 1,348 1,165 20,819 38,897 5,521,459 5,560,356 16,151 Consumer loans: Home equity 959 46 — 2,737 3,742 531,751 535,493 — Automobile 5,963 568 332 248 7,111 1,625,764 1,632,875 — Other consumer 1,509 3,512 674 83 5,778 1,246,604 1,252,382 — Total consumer loans 8,431 4,126 1,006 3,068 16,631 3,404,119 3,420,750 — Total $ 33,837 $ 12,942 $ 15,002 $ 254,091 $ 315,872 $ 49,561,376 $ 49,877,248 $ 116,286 27 Past Due and Non-Accrual Loans 30-59 Days Past Due Loans 60-89 Days Past Due Loans 90 Days or More Past Due Loans Non-Accrual Loans Total Past Due Loans Current Loans Total Loans Non-Accrual Loans Without Allowance for Loan Losses (in thousands) December 31, 2022 Commercial and industrial $ 11,664 $ 12,705 $ 18,392 $ 98,881 $ 141,642 $ 8,663,188 $ 8,804,830 $ 5,659 Commercial real estate: Commercial real estate 6,638 3,167 2,292 68,316 80,413 25,651,620 25,732,033 66,066 Construction — — 3,990 74,230 78,220 3,622,615 3,700,835 16,120 Total commercial real estate loans 6,638 3,167 6,282 142,546 158,633 29,274,235 29,432,868 82,186 Residential mortgage 16,146 3,315 1,866 25,160 46,487 5,318,063 5,364,550 14,224 Consumer loans: Home equity 955 254 — 2,810 4,019 499,865 503,884 117 Automobile 5,974 630 1 271 6,876 1,739,349 1,746,225 — Other consumer 2,158 695 46 93 2,992 1,061,851 1,064,843 — Total consumer loans 9,087 1,579 47 3,174 13,887 3,301,065 3,314,952 117 Total $ 43,535 $ 20,766 $ 26,587 $ 269,761 $ 360,649 $ 46,556,551 $ 46,917,200 $ 102,186 Credit quality indicators. Valley utilizes an internal loan classification system as a means of reporting problem loans within commercial and industrial, commercial real estate, and construction loan portfolio classes. Under Valley’s internal risk rating system, loan relationships could be classified as "Pass," "Special Mention," "Substandard," "Doubtful," and "Loss." Substandard loans include loans that exhibit well-defined weakness and are characterized by the distinct possibility that Valley will sustain some loss if the deficiencies are not corrected. Loans classified as Doubtful have all the weaknesses inherent in those classified as Substandard with the added characteristic that the weaknesses present make collection or liquidation in full, based on currently existing facts, conditions and values, highly questionable and improbable. Loans classified as Loss are those considered uncollectible with insignificant value and are charged-off immediately to the allowance for loan losses, and, therefore, not presented in the table below. Loans that do not currently pose a sufficient risk to warrant classification in one of the aforementioned categories but pose weaknesses that deserve management’s close attention are deemed Special Mention. Pass rated loans do not currently pose any identified risk and can range from the highest to average quality, depending on the degree of potential risk. Risk ratings are updated any time the situation warrants. 28 The following table presents the internal loan classification risk by loan portfolio class by origination year based on the most recent analysis performed at June 30, 2023 and December 31, 2022, as well as the gross loan charge-offs by year of origination for the six months ended June 30, 2023: Term Loans Amortized Cost Basis by Origination Year June 30, 2023 2023 2022 2021 2020 2019 Prior to 2019 Revolving Loans Amortized Cost Basis Revolving Loans Converted to Term Loans Total (in thousands) Commercial and industrial Risk Rating: Pass $ 978,383 $ 1,233,039 $ 987,984 $ 490,159 $ 267,719 $ 565,910 $ 4,420,712 $ 306 $ 8,944,212 Special Mention 16,582 43,260 3,257 19,948 4,125 7,005 131,677 1,488 227,342 Substandard 6,056 754 3,288 1,706 1,703 2,819 25,681 — 42,007 Doubtful 1,500 669 2,768 — 2,674 63,427 2,710 — 73,748 Total commercial and industrial $ 1,002,521 $ 1,277,722 $ 997,297 $ 511,813 $ 276,221 $ 639,161 $ 4,580,780 $ 1,794 $ 9,287,309 Commercial real estate Risk Rating: Pass $ 3,006,116 $ 6,675,372 $ 4,997,069 $ 3,073,019 $ 2,453,918 $ 6,040,604 $ 542,644 $ 3,310 $ 26,792,052 Special Mention 86,078 52,939 51,208 111,268 100,524 205,971 6,621 — 614,609 Substandard 10,972 30,664 35,577 27,280 36,320 237,578 7,830 — 386,221 Doubtful — — — 190 — — — — 190 Total commercial real estate $ 3,103,166 $ 6,758,975 $ 5,083,854 $ 3,211,757 $ 2,590,762 $ 6,484,153 $ 557,095 $ 3,310 $ 27,793,072 Construction Risk Rating: Pass $ 390,550 $ 702,031 $ 342,403 $ 32,129 $ 18,878 $ 20,230 $ 2,251,552 $ — $ 3,757,773 Substandard 8,538 12,969 7,427 — 955 17,668 3,501 — 51,058 Doubtful — 6,930 — — — — — — 6,930 Total construction $ 399,088 $ 721,930 $ 349,830 $ 32,129 $ 19,833 $ 37,898 $ 2,255,053 $ — $ 3,815,761 Gross loan charge-offs $ — $ 7,288 $ 24,658 $ 6,479 $ 908 $ 2,524 $ 26 $ — $ 41,883 29 Term Loans Amortized Cost Basis by Origination Year December 31, 2022 2022 2021 2020 2019 2018 Prior to 2018 Revolving Loans Amortized Cost Basis Revolving Loans Converted to Term Loans Total (in thousands) Commercial and industrial Risk Rating: Pass $ 1,600,747 $ 1,089,386 $ 590,406 $ 322,564 $ 250,031 $ 386,085 $ 4,307,163 $ 144 $ 8,546,526 Special Mention 31,557 3,367 19,492 4,732 4,369 3,558 51,021 7 118,103 Substandard 288 1,734 4,121 1,412 4,256 4,879 31,698 — 48,388 Doubtful 886 20,844 — 2,692 — 64,158 3,233 — 91,813 Total commercial and industrial $ 1,633,478 $ 1,115,331 $ 614,019 $ 331,400 $ 258,656 $ 458,680 $ 4,393,115 $ 151 $ 8,804,830 Commercial real estate Risk Rating: Pass $ 6,815,115 $ 5,168,127 $ 3,246,885 $ 2,672,223 $ 1,536,327 $ 5,027,128 $ 452,461 $ 3,504 $ 24,921,770 Special Mention 93,286 48,007 60,169 45,447 62,111 125,414 8,188 — 442,622 Substandard 15,088 34,475 32,630 34,622 59,337 183,341 7,986 — 367,479 Doubtful — — — — — 162 — — 162 Total commercial real estate $ 6,923,489 $ 5,250,609 $ 3,339,684 $ 2,752,292 $ 1,657,775 $ 5,336,045 $ 468,635 $ 3,504 $ 25,732,033 Construction Risk Rating: Pass $ 942,380 $ 512,046 $ 61,131 $ 22,845 $ 8,676 $ 20,599 $ 2,040,866 $ — $ 3,608,543 Special Mention — — — — — — 14,268 — 14,268 Substandard 12,969 12,601 — 974 — 17,599 20,138 — 64,281 Doubtful — — — — — 13,743 — — 13,743 Total construction $ 955,349 $ 524,647 $ 61,131 $ 23,819 $ 8,676 $ 51,941 $ 2,075,272 $ — $ 3,700,835 30 For residential mortgages, automobile, home equity and other consumer loan portfolio classes, Valley also evaluates credit quality based on the aging status of the loan and by payment activity. The following table presents the amortized cost in those loan classes based on payment activity, by origination year as of June 30, 2023 and December 31, 2022, as well as the gross loan charge-offs by year of origination for the six months ended June 30, 2023: Term Loans Amortized Cost Basis by Origination Year June 30, 2023 2023 2022 2021 2020 2019 Prior to 2019 Revolving Loans Amortized Cost Basis Revolving Loans Converted to Term Loans Total (in thousands) Residential mortgage Performing $ 369,607 $ 1,304,327 $ 1,524,988 $ 562,263 $ 455,463 $ 1,263,659 $ 73,983 $ — $ 5,554,290 90 days or more past due — 178 — — 797 5,091 — — 6,066 Total residential mortgage $ 369,607 $ 1,304,505 $ 1,524,988 $ 562,263 $ 456,260 $ 1,268,750 $ 73,983 $ — $ 5,560,356 Consumer loans Home equity Performing $ 19,442 $ 45,601 $ 11,873 $ 4,326 $ 4,660 $ 17,396 $ 392,898 $ 38,391 $ 534,587 90 days or more past due — — — — — — 263 643 906 Total home equity 19,442 45,601 11,873 4,326 4,660 17,396 393,161 39,034 535,493 Automobile Performing 205,170 633,269 437,528 161,245 123,616 71,682 — — 1,632,510 90 days or more past due 47 105 73 — 9 131 — — 365 Total automobile 205,217 633,374 437,601 161,245 123,625 71,813 — — 1,632,875 Other consumer Performing 17,973 20,979 ( 1,549 ) 3,729 8,720 12,707 1,189,191 — 1,251,750 90 days or more past due — — — — — 38 594 — 632 Total other consumer 17,973 20,979 ( 1,549 ) 3,729 8,720 12,745 1,189,785 — 1,252,382 Total consumer $ 242,632 $ 699,954 $ 447,925 $ 169,300 $ 137,005 $ 101,954 $ 1,582,946 $ 39,034 $ 3,420,750 Gross loan charge-offs $ 11 $ 226 $ 206 $ 90 $ 428 $ 953 $ 103 $ — $ 2,017 31 Term Loans Amortized Cost Basis by Origination Year December 31, 2022 2022 2021 2020 2019 2018 Prior to 2018 Revolving Loans Amortized Cost Basis Revolving Loans Converted to Term Loans Total (in thousands) Residential mortgage Performing $ 1,302,279 $ 1,502,622 $ 571,390 $ 500,197 $ 338,062 $ 1,073,995 $ 66,706 $ — $ 5,355,251 90 days or more past due — 197 217 1,835 2,876 4,174 — — 9,299 Total residential mortgage $ 1,302,279 $ 1,502,819 $ 571,607 $ 502,032 $ 340,938 $ 1,078,169 $ 66,706 $ — $ 5,364,550 Consumer loans Home equity Performing $ 47,084 $ 12,432 $ 4,592 $ 5,024 $ 5,581 $ 13,007 $ 376,608 $ 38,570 $ 502,898 90 days or more past due — — — — — — 276 710 986 Total home equity 47,084 12,432 4,592 5,024 5,581 13,007 376,884 39,280 503,884 Automobile Performing 724,557 525,017 204,578 166,103 80,012 45,415 — — 1,745,682 90 days or more past due 38 116 36 180 101 72 — — 543 Total automobile 724,595 525,133 204,614 166,283 80,113 45,487 — — 1,746,225 Other consumer Performing 24,140 10,144 8,206 7,435 7,406 15,736 991,737 — 1,064,804 90 days or more past due — — — — — 38 1 — 39 Total other consumer 24,140 10,144 8,206 7,435 7,406 15,774 991,738 — 1,064,843 Total consumer $ 795,819 $ 547,709 $ 217,412 $ 178,742 $ 93,100 $ 74,268 $ 1,368,622 $ 39,280 $ 3,314,952 Loan modifications to borrowers experiencing financial difficulty. From time to time, Valley may extend, restructure, or otherwise modify the terms of existing loans, on a case-by-case basis, to remain competitive and retain certain customers, as well as assist other customers who may be experiencing financial difficulties. Prior to 2023, a loan was classified as a troubled debt restructuring (TDR) if the borrower was experiencing financial difficulties and a concession has been made at the time of such modification. Effective January 1, 2023, Valley adopted ASU No. 2022-02 which eliminated the accounting guidance for TDR loans while enhancing disclosure requirements for certain loan modifications by creditors when a borrower is experiencing financial difficulty. Valley adopted ASU No. 2022-02 using the modified retrospective transition method. At the date of adoption, Valley was no longer required to utilize a loan-level discounted cash flow approach for determining the allowance for certain modified loans previously classified as TDR loans. As a result, Valley elected to utilize its collective reserve methodology for pools of loans that share common risk characteristic for determining the reserves for the modified loans formerly classified as TDR loans. This change resulted in the recognition of a cumulative-effect adjustment which decreased the allowance for loan losses with an offsetting entry to retained earnings, net of deferred taxes, at January 1, 2023. 32 The following table shows the amortized cost basis of loans to borrowers experiencing financial difficulty at June 30, 2023 that were modified during the three and six months ended June 30, 2023, disaggregated by class of financing receivable and type of modification. Each of the types of modifications was less than one percent of their respective loan categories. Three Months Ended June 30, 2023 Six Months Ended June 30, 2023 Term extension Term extension and interest rate reduction Total Term extension Term extension and interest rate reduction Total ($ in thousands) Commercial and industrial $ 37,762 $ 1,482 $ 39,244 $ 39,033 $ 2,003 $ 41,036 Commercial real estate 3,512 3,754 7,266 49,617 3,754 53,371 Residential mortgage 578 — 578 790 — 790 Consumer — — — 53 — 53 Total $ 41,852 $ 5,236 $ 47,088 $ 89,493 $ 5,757 $ 95,250 The following table describes the types of modifications made to borrowers experiencing financial difficulty during the three and six months ended June 30, 2023: Types of Modifications Commercial and industrial 12 month term extensions; and one 12 month term extension combined with a reduction in interest rate from 9.38 percent to 6.50 percent Commercial real estate 6 to 36 month term extensions and one term extension combined with a reduction in interest rate from 8.75 percent to 6.00 percent Residential mortgage 12 month term extensions Consumer 60 month term extensions Valley closely monitors the performance of modified loans to borrowers experiencing financial difficulty to understand the effectiveness of modification efforts. All loans to borrowers experiencing financial difficulty that have been modified during the three and six months ended June 30, 2023 were current to their contractual payments as of June 30, 2023. Valley did not extend any commitments to lend additional funds to borrowers experiencing financial difficulty whose loans had been modified during the three and six months ended June 30, 2023. Troubled debt restructured loans. The following tables present the pre- and post-modification amortized cost of TDR loans by loan class during the three and six months ended June 30, 2022. Post-modification amounts are presented as of June 30, 2022 using the allowance methodology for TDRs prior to the adoption of ASU 2022-02. Three Months Ended June 30, 2022 Troubled Debt Restructurings Number of Contracts Pre-Modification Outstanding Recorded Investment Post-Modification Outstanding Recorded Investment ($ in thousands) Commercial and industrial 49 $ 82,120 $ 78,051 Commercial real estate 1 8,811 8,735 Residential mortgage 7 4,970 4,969 Consumer 1 125 124 Total 58 $ 96,026 $ 91,879 33 Six Months Ended June 30, 2022 Troubled Debt Restructurings Number of Contracts Pre-Modification Outstanding Recorded Investment Post-Modification Outstanding Recorded Investment ($ in thousands) Commercial and industrial 60 $ 91,804 $ 87,685 Commercial real estate 3 14,072 13,986 Residential mortgage 8 5,090 5,087 Consumer 1 125 124 Total 72 $ 111,091 $ 106,882 The total TDRs presented in the above tables had allocated allowance for loan losses of $ 56.0 million at June 30, 2022. There were $ 1.5 million in charge-offs related to TDRs for the three and six months ended June 30, 2022. Valley did not extend any commitments to lend additional funds to borrowers whose loans have been modified as TDRs during the three and six months ended June 30, 2022. Performing TDRs (not reported as non-accrual loans) and non-performing TDRs totaled $ 67.3 million and $ 154.4 million as of June 30, 2022. Loans modified as TDRs within the previous 12 months and for which there was a payment default ( 90 or more days past due) for the three and six months ended June 30, 2022 were as follows: Three Months Ended June 30, 2022 Six Months Ended June 30, 2022 Troubled Debt Restructurings Subsequently Defaulted Number of Contracts Recorded Investment Number of Contracts Recorded Investment ($ in thousands) Construction 2 $ 17,599 2 $ 17,599 Total 2 $ 17,599 2 $ 17,599 Loans in process of foreclosure. Other real estate owned (OREO) totaled $ 824 thousand and $ 286 thousand at June 30, 2023 and December 31, 2022, respectively. There were no foreclosed residential real estate properties included in OREO at June 30, 2023 and December 31, 2022. Residential mortgage and consumer loans secured by residential real estate properties for which formal foreclosure proceedings are in process totaled $ 454 thousand and $ 2.6 million at June 30, 2023 and December 31, 2022, respectively. Collateral dependent loans. Loans are collateral-dependent when the debtor is experiencing financial difficulty and repayment is expected to be provided substantially through the sale or operation of the collateral. When Valley determines that foreclosure is probable, the collateral dependent loan balances are written down to the estimated current fair value (less estimated selling costs) resulting in an immediate charge-off to the allowance, excluding any consideration for personal guarantees that may be pursued in the Bank’s collection process. 34 The following table presents collateral dependent loans by class as of June 30, 2023 and December 31, 2022: June 30, 2023 December 31, 2022 (in thousands) Collateral dependent loans: Commercial and industrial * $ 77,364 $ 94,433 Commercial real estate 138,032 130,199 Residential mortgage 16,151 33,865 Home equity — 195 Total $ 231,547 $ 258,692 * Commercial and industrial loans presented in the table above are primarily collateralized by taxi medallions. Allowance for Credit Losses for Loans The allowance for credit losses (ACL) for loans consists of the allowance for loan losses and the allowance for unfunded credit commitments. The ACL for loans decreased $ 24.6 million at June 30, 2023 as compared to December 31, 2022. The following table summarizes the ACL for loans at June 30, 2023 and December 31, 2022: June 30, 2023 December 31, 2022 (in thousands) Components of allowance for credit losses for loans: Allowance for loan losses $ 436,432 $ 458,655 Allowance for unfunded credit commitments 22,244 24,600 Total allowance for credit losses for loans $ 458,676 $ 483,255 The following table summarizes the provision for credit losses for loans for the periods indicated: Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 (in thousands) Components of provision for credit losses for loans: Provision for loan losses $ 8,159 $ 38,310 $ 18,138 $ 41,568 (Credit) provision for unfunded credit commitments ( 1,827 ) 5,402 ( 2,356 ) 5,644 Total provision for credit losses for loans $ 6,332 $ 43,712 $ 15,782 $ 47,212 35 The following table details the activity in the allowance for loan losses by loan portfolio segment for the three and six months ended June 30, 2023 and 2022: Commercial and Industrial Commercial Real Estate Residential Mortgage Consumer Total (in thousands) Three Months Ended June 30, 2023 Allowance for loan losses: Beginning balance $ 127,992 $ 243,332 $ 41,708 $ 23,866 $ 436,898 Loans charged-off ( 3,865 ) ( 6,273 ) ( 149 ) ( 1,040 ) ( 11,327 ) Charged-off loans recovered 2,173 4 135 390 2,702 Net charge-offs ( 1,692 ) ( 6,269 ) ( 14 ) ( 650 ) ( 8,625 ) Provision for loan losses 1,945 2,632 2,459 1,123 8,159 Ending balance $ 128,245 $ 239,695 $ 44,153 $ 24,339 $ 436,432 Three Months Ended June 30, 2022 Allowance for loan losses: Beginning balance $ 101,203 $ 219,949 $ 28,189 $ 13,169 $ 362,510 Allowance for purchased credit deteriorated (PCD) loans * 33,452 36,618 206 43 70,319 Loans charged-off ( 4,540 ) — ( 1 ) ( 726 ) ( 5,267 ) Charged-off loans recovered 1,952 224 74 697 2,947 Net (charge-offs) recoveries ( 2,588 ) 224 73 ( 29 ) ( 2,320 ) Provision for loan losses 12,472 20,436 1,421 3,981 38,310 Ending balance $ 144,539 $ 277,227 $ 29,889 $ 17,164 $ 468,819 Six Months Ended June 30, 2023 Allowance for loan losses: Beginning balance $ 139,941 $ 259,408 $ 39,020 $ 20,286 $ 458,655 Impact of the adoption of ASU No. 2022-02 ( 739 ) ( 589 ) ( 12 ) ( 28 ) ( 1,368 ) Beginning balance, adjusted $ 139,202 $ 258,819 $ 39,008 $ 20,258 $ 457,287 Loans charged-off ( 29,912 ) ( 11,971 ) ( 149 ) ( 1,868 ) ( 43,900 ) Charged-off loans recovered 3,572 28 156 1,151 4,907 Net (charge-offs) recoveries ( 26,340 ) ( 11,943 ) 7 ( 717 ) ( 38,993 ) Provision (credit) for loan losses 15,383 ( 7,181 ) 5,138 4,798 18,138 Ending balance $ 128,245 $ 239,695 $ 44,153 $ 24,339 $ 436,432 Six Months Ended June 30, 2022 Allowance for loan losses: Beginning balance $ 103,090 $ 217,490 $ 25,120 $ 13,502 $ 359,202 Allowance for PCD loans * 33,452 36,618 206 43 70,319 Loans charged-off ( 6,111 ) ( 173 ) ( 27 ) ( 1,551 ) ( 7,862 ) Charged-off loans recovered 2,776 331 531 1,954 5,592 Net (charge-offs) recoveries ( 3,335 ) 158 504 403 ( 2,270 ) Provision for loan losses 11,332 22,961 4,059 3,216 41,568 Ending balance $ 144,539 $ 277,227 $ 29,889 $ 17,164 $ 468,819 * Represents the allowance for acquired PCD loans, net of PCD loan charge-offs totaling $ 62.4 million in the second quarter 2022. 36 The following table represents the allocation of the allowance for loan losses and the related loans by loan portfolio segment disaggregated based on the allowance measurement methodology at June 30, 2023 and December 31, 2022. Commercial and Industrial Commercial Real Estate Residential Mortgage Consumer Total (in thousands) June 30, 2023 Allowance for loan losses: Individually evaluated for credit losses $ 54,311 $ 6,749 $ 34 $ — $ 61,094 Collectively evaluated for credit losses 73,934 232,946 44,119 24,339 375,338 Total $ 128,245 $ 239,695 $ 44,153 $ 24,339 $ 436,432 Loans: Individually evaluated for credit losses $ 77,364 $ 138,032 $ 16,151 $ — $ 231,547 Collectively evaluated for credit losses 9,209,945 31,470,801 5,544,205 3,420,750 49,645,701 Total $ 9,287,309 $ 31,608,833 $ 5,560,356 $ 3,420,750 $ 49,877,248 December 31, 2022 Allowance for loan losses: Individually evaluated for credit losses $ 68,745 $ 13,174 $ 337 $ 4,338 $ 86,594 Collectively evaluated for credit losses 71,196 246,234 38,683 15,948 372,061 Total $ 139,941 $ 259,408 $ 39,020 $ 20,286 $ 458,655 Loans: Individually evaluated for credit losses $ 117,644 $ 213,522 $ 28,869 $ 14,058 $ 374,093 Collectively evaluated for credit losses 8,687,186 29,219,346 5,335,681 3,300,894 46,543,107 Total $ 8,804,830 $ 29,432,868 $ 5,364,550 $ 3,314,952 $ 46,917,200 Note 9. Goodwill and Other Intangible Assets The carrying amounts of goodwill allocated to Valley's business segments, or reporting units thereof, for goodwill impairment analysis at both June 30, 2023 and December 31, 2022 were as follows: Business Segment / Reporting Unit * Wealth Management Consumer Banking Commercial Banking Total (in thousands) $ 49,767 $ 284,873 $ 1,534,296 $ 1,868,936 * Valley’s Wealth Management and Insurance Division is comprised of trust, asset management, brokerage, insurance and tax credit advisory services. This reporting unit is included in the Consumer Banking segment for financial reporting purposes. During the second quarter 2023, Valley performed the annual goodwill impairment test at its normal assessment date. The results of the 2023 annual impairment test resulted in no impairment of goodwill. During the six months ended June 30, 2023, there were no triggering events that would more likely than not reduce the fair value of any reporting unit below its carrying amount. There was no impairment of goodwill recognized during the three and six months ended June 30, 2022. 37 The following table summarizes other intangible assets as of June 30, 2023 and December 31, 2022: Gross Intangible Assets Accumulated Amortization Net Intangible Assets (in thousands) June 30, 2023 Loan servicing rights $ 120,764 $ ( 98,453 ) $ 22,311 Core deposits 215,620 ( 99,129 ) 116,491 Other 50,393 ( 11,249 ) 39,144 Total other intangible assets $ 386,777 $ ( 208,831 ) $ 177,946 December 31, 2022 Loan servicing rights $ 119,943 $ ( 96,136 ) $ 23,807 Core deposits 223,670 ( 92,486 ) 131,184 Other 51,299 ( 8,834 ) 42,465 Total other intangible assets $ 394,912 $ ( 197,456 ) $ 197,456 Loan servicing rights are accounted for using the amortization method. Under this method, Valley amortizes the loan servicing assets over the period of the economic life of the assets arising from estimated net servicing revenues. On a quarterly basis, Valley stratifies its loan servicing assets into groupings based on risk characteristics and assesses each group for impairment based on fair value. Impairment charges on loan servicing rights are recognized in earnings when the book value of a stratified group of loan servicing rights exceeds its estimated fair value. There was no net impairment recognized during the three and six months ended June 30, 2023 and 2022. Core deposits are amortized using an accelerated method over a period of 10.0 years. The line item labeled “Other” included in the table above primarily consists of customer lists, certain financial asset servicing contracts and covenants not to compete, which are amortized over their expected lives generally using a straight-line method and have a weighted average amortization period of approximately 13.4 years. Valley evaluates core deposits and other intangibles for impairment when an indication of impairment exists. No impairment was recognized during the three and six months ended June 30, 2023 and 2022. The following table presents the estimated future amortization expense of other intangible assets for the remainder of 2023 through 2027: Year Loan Servicing Rights Core Deposits Other (in thousands) 2023 $ 1,579 $ 14,054 $ 3,201 2024 2,863 24,897 5,951 2025 2,506 21,048 5,380 2026 2,181 17,223 4,805 2027 1,890 13,544 4,205 Valley recognized amortization expense on other intangible assets totaling approximately $ 9.8 million and $ 11.4 million for the three months ended June 30, 2023 and 2022, respectively and $ 20.3 million and $ 15.8 million for the six months ended June 30, 2023 and 2022, respectively. 38 Note 10. Deposits Included in time deposits are certificates of deposit over $250 thousand totaling $ 2.0 billion and $ 1.8 billion at June 30, 2023 and December 31, 2022, respectively. Interest expense on time deposits of $250 thousand or more total ed $ 5.1 million and $ 444 thousand for the three months ended June 30, 2023 and 2022, respectively and $ 7.5 million and $ 545 thousand for the six months ended June 30, 2023 and 2022, respectively. The scheduled maturities of time deposits as of June 30, 2023 were as follows: Year Amount (in thousands) 2023 8,020,778 2024 6,574,934 2025 70,994 2026 160,144 2027 41,691 Thereafter 39,641 Total time deposits $ 14,908,182 Note 11. Borrowed Funds Short-Term Borrowings Short-term borrowings at June 30, 2023 and December 31, 2022 consisted of the following: June 30, 2023 December 31, 2022 (in thousands) FHLB advances $ 1,000,000 $ 24,035 Securities sold under agreements to repurchase 88,899 114,694 Total short-term borrowings $ 1,088,899 $ 138,729 The weighted average interest rate for short-term FHLB advances was 5.30 percent and 1.60 percent at June 30, 2023 and December 31, 2022, respectively. Long-Term Borrowings Long-term borrowings at June 30, 2023 and December 31, 2022 consisted of the following: June 30, 2023 December 31, 2022 (in thousands) FHLB advances, net (1) $ 1,688,311 $ 788,419 Subordinated debt, net (2) 755,222 754,639 Total long-term borrowings $ 2,443,533 $ 1,543,058 (1) FHLB advances are presented net of unamortized premiums totaling $ 311 thousand and $ 419 thousand at June 30, 2023 and December 31, 2022, respectively. (2) Subordinated debt is presented net of unamortized debt issuance costs totaling $ 6.0 million and $ 6.9 million at June 30, 2023 and December 31, 2022, respectively. FHLB Advances. Long-term FHLB advances had a weighted average interest rate of 3.75 percent and 1.88 percent at June 30, 2023 and December 31, 2022, respectively. FHLB advances are secured by pledges of certain eligible collateral, including but not limited to, U.S. government and agency mortgage-backed securities and a blanket 39 assignment of qualifying first lien mortgage loans, consisting of both residential mortgage and commercial real estate loans. The long-term FHLB advances at June 30, 2023 are scheduled for contractual balance repayments as follows: Year Amount (in thousands) 2024 $ 165,000 2025 273,000 2026 350,000 2027 675,000 Thereafter 225,000 Total long-term FHLB advances $ 1,688,000 There a re no FHLB advances reported in the table above, which are callable for early redemption by the FHLB during the next 12 months. Subordinated debt. There were no new issuances of the subordinated debt during the six months ended June 30, 2023. See Note 10 in Valley’s Annual Report on Form 10-K for the year ended December 31, 2022 for details on the outstanding subordinated debt. Note 12. Stock–Based Compensation On April 25, 2023, Valley's shareholders approved the Valley National Bancorp 2023 Incentive Compensation Plan (the 2023 Plan). The purpose of the 2023 Plan is to provide additional long-term incentives to employees, directors and officers whose contributions are essential to the continued growth and success of Valley. Upon shareholder approval of the 2023 Plan, Valley ceased granting awards under the Valley National Bancorp 2021 Incentive Compensation Plan (the 2021 Plan). Under the 2023 Plan, Valley may issue awards to its officers, employees and non-employee directors in amounts up to 14.5 million shares of common stock, less one share for every share granted after December 31, 2022 under the 2021 Plan. Restricted stock units are awarded as performance-based RSUs and time-based RSUs. The perfor mance-based RSU awards are granted to certain officers and include RSUs with vesting conditions based upon certain levels of growth in Valley's tangible book value per share, plus dividends; and RSUs, with vesting conditions based upon Valley's total shareholder return as compared to its peer group. The table below summarizes RSU awards granted and average grant date fair values for the three and six months ended June 30, 2023 and 2022: Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 (in thousands, except per share data) Award shares granted: Performance-based RSUs — 52 723 619 Time-based RSUs 178 937 1,731 2,104 Average grant date fair value per share: Performance-based RSUs $ — $ 13.60 $ 12.80 $ 14.72 Time-based RSUs $ 8.35 $ 12.85 $ 11.55 $ 13.51 Stock award fair values are expensed over the shorter of the vesting or required service period. Valley recorded total stock-based compensation expense of $ 8.7 million and $ 6.2 million for the three months ended June 30, 2023 40 and 2022, respectively and $ 16.8 million and $ 13.4 million for the six months ended June 30, 2023 and 2022, respectively. As of June 30, 2023, the unrecognized amortization expense for all stock-based employee compensation totaled approximately $ 49.4 million. This expense will be recognized over an average remaining vesting period of approximately 2.0 years. See Note 12 in Valley’s Annual Report on Form 10-K for the year ended December 31, 2022 for details on the stock-based compensation awards. Note 13. Derivative Instruments and Hedging Activities Valley enters into derivative financial instruments to manage exposures that arise from business activities that result in the payment of future known and uncertain cash amounts, the value of which are determined by interest and currency rates. Cash Flow Hedges of Interest Rate Risk. Valley’s objectives in using interest rate derivatives are to add stability to interest expense and to manage its exposure to interest rate movements. To accomplish this objective, Valley uses interest rate swaps as part of its interest rate risk management strategy. Interest rate swaps designated as cash flow hedges involve the payment of either fixed or variable-rate amounts in exchange for the receipt of variable or fixed-rate amounts from a counterparty, respectively. During the second quarter 2023, Valley terminated six interest rate swaps with a total notional amount of $ 600 million. The terminated swaps, originally maturing between November 2024 to November 2026, were used to hedge the changes in cash flows associated with certain variable rate loans. The transaction resulted in a pre-tax gain totaling $ 3.6 million reported in accumulated other comprehensive loss within shareholders' equity that will be amortized to interest income over the life of the previously hedged loans. Fair Value Hedges of Fixed Rate Assets and Liabilities. Valley is exposed to changes in the fair value of fixed-rate subordinated debt due to changes in interest rates. Valley uses interest rate swaps to manage its exposure to changes in fair value on fixed rate debt instruments attributable to changes in the designated benchmark interest rate. Interest rate swaps designated as fair value hedges involve the receipt of variable rate payments from a counterparty in exchange for Valley making fixed rate payments over the life of the agreements without the exchange of the underlying notional amount. For derivatives that are designated and qualify as fair value hedges, the gain or loss on the derivative as well as the loss or gain on the hedged item attributable to the hedged risk are recognized in earnings. Non-designated Hedges. Derivatives not designated as hedges may be used to manage Valley’s exposure to interest rate movements or to provide a service to customers but do not meet the requirements for hedge accounting under U.S. GAAP. Derivatives not designated as hedges are not entered into for speculative purposes. Valley executes interest rate swaps with commercial lending customers to facilitate their respective risk management strategies. These interest rate swaps with customers are simultaneously offset by interest rate swaps that Valley executes with a third party, such that Valley minimizes its net risk exposure resulting from such transactions. As these interest rate swaps do not meet the strict hedge accounting requirements, changes in the fair value of both the customer swaps and the offsetting swaps are recognized directly in earnings. Valley sometimes enters into risk participation agreements with external lenders where the banks are sharing their risk of default on the interest rate swaps on participated loans. Valley either pays or receives a fee depending on the participation type. Risk participation agreements are credit derivatives not designated as hedges. Credit derivatives are not speculative and are not used to manage interest rate risk in assets or liabilities. Changes in the fair value in credit derivatives are recognized directly in earnings. At June 30, 2023, Valley had 36 credit swaps with an aggregate notional amount of $ 492.8 million related to risk participation agreements. At June 30, 2023, Valley had two “steepener” swaps, each with a current notional amount of $ 10.4 million where the receive rate on the swap mirrors the pay rate on the brokered deposits and the rates paid on these types of hybrid instruments are based on a formula derived from the spread between the long and short ends of the constant maturity swap (CMS) rate curve. Although these types of instruments do not meet the hedge accounting requirements, the change in fair value of both the bifurcated derivative and the stand alone swap tend to move in 41 opposite directions with changes in the three-month LIBOR rate (modified to the three-month Term SOFR rate effective July 1, 2023) and, therefore, provide an effective economic hedge. Valley regularly enters into mortgage banking derivatives which are non-designated hedges. These derivatives include interest rate lock commitments provided to customers to fund certain residential mortgage loans to be sold into the secondary market and forward commitments for the future delivery of such loans. Valley enters into forward commitments for the future delivery of residential mortgage loans when interest rate lock commitments are entered into in order to economically hedge the effect of future changes in interest rate on Valley's commitments to fund the loans as well as on its portfolio of mortgage loans held for sale. Valley enters into foreign currency forward and option contracts, primarily to accommodate our customers, that are not designated as hedging instruments. Upon the origination of a certain foreign currency denominated transactions (including foreign currency holdings and non-U.S. dollar denominated loans) with a client, we enter into a respective hedging contract with a third party financial institution to mitigate the economic impact of foreign currency exchange rate fluctuation. Amounts included in the consolidated statements of financial condition related to the fair value of Valley’s derivative financial instruments were as follows: June 30, 2023 December 31, 2022 Fair Value Fair Value Other Assets Other Liabilities Notional Amount Other Assets Other Liabilities Notional Amount (in thousands) Derivatives designated as hedging instruments: Cash flow hedge interest rate swaps $ — $ — $ — $ 3,971 $ 4 $ 600,000 Fair value hedge interest rate swaps — 28,992 300,000 — 29,794 300,000 Total derivatives designated as hedging instruments $ — $ 28,992 $ 300,000 $ 3,971 $ 29,798 $ 900,000 Derivatives not designated as hedging instruments: Interest rate swaps and other contracts * $ 548,592 $ 548,217 $ 15,837,195 $ 449,280 $ 564,678 $ 14,753,330 Foreign currency derivatives 22,635 21,710 1,331,575 13,709 12,604 1,273,735 Mortgage banking derivatives 393 307 105,948 167 157 31,299 Total derivatives not designated as hedging instruments $ 571,620 $ 570,234 $ 17,274,718 $ 463,156 $ 577,439 $ 16,058,364 * Other derivative contracts include risk participation agreements. During the second quarter 2023, certain cash flow hedges and other non-designated derivative hedging instruments previously cleared through the Chicago Mercantile Exchange and London Clearing House were no longer subject to the variation margin netting under the single-unit of account . At December 31, 2022, fair value of these non-designated derivative instruments were reported net of variation margin as settlements using a single-unit of account. 42 Gains (losses) included in the consolidated statements of income and other comprehensive loss, on a pre-tax basis, related to interest rate derivatives designated as hedges of cash flows were as follows: Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 (in thousands) Amount of (loss) gain reclassified from accumulated other comprehensive loss to interest income and expense $ ( 725 ) $ 116 $ ( 1,256 ) $ ( 426 ) Amount of (loss) gain recognized in other comprehensive loss ( 4,991 ) 121 ( 1,093 ) 441 The accumulated after-tax gains related to effective cash flow hedges included in accumulated other comprehensive loss were $ 2.4 million and $ 2.2 million at June 30, 2023 and December 31, 2022, respectively. Amounts reported in accumulated other comprehensive loss related to cash flow interest rate derivatives are reclassified to interest income and expense as interest payments are received and paid on the hedged variable interest rate assets and liabilities. Valley estimates that $ 1.2 million and $ 238 thousand (before tax) will be reclassified as an increase to interest income and a decrease to interest expense, respectively, over the next 12 months. (Losses) gains included in the consolidated statements of income related to interest rate derivatives designated as hedges of fair value were as follows: Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 (in thousands) Derivative - interest rate swap: Interest expense $ ( 3,790 ) $ 76 $ 902 $ 606 Hedged item - subordinated debt Interest expense $ 3,952 $ ( 147 ) $ ( 820 ) $ ( 477 ) The changes in the fair value of the hedged item designated as a qualifying hedge are captured as an adjustment to the carrying amount of the hedged item (basis adjustment). The following table presents the hedged item related to interest rate derivatives designated as fair value hedges and the cumulative basis fair value adjustment included in the net carrying amount of the hedged item at June 30, 2023 and December 31, 2022, respectively. Line Item in the Statement of Financial Position in Which the Hedged Item is Included Net Carrying Amount of the Hedged Liability * Cumulative Amount of Fair Value Hedging Adjustment Included in the Carrying Amount of the Hedged Liability (in thousands) June 30, 2023 Long-term borrowings $ 268,300 $ ( 29,312 ) December 31, 2022 Long-term borrowings $ 267,076 $ ( 30,132 ) * Net carrying amount includes unamortized debt issuance costs of $ 2.4 million and $ 2.8 million at June 30, 2023 and December 31, 2022, respectively. 43 The net (gains) losses included in the consolidated statements of income related to derivative instruments not designated as hedging instruments were as follows: Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 (in thousands) Non-designated hedge interest rate swaps and credit derivatives Other non-interest expense $ ( 368 ) $ 1,143 $ ( 160 ) $ ( 1,654 ) Capital markets income reported in non-interest income included fee income related to non-designated hedge derivative interest rate swaps executed with commercial loan customers and foreign exchange contracts (not designated as hedging instruments) with a combined total of $ 14.1 million and $ 13.2 million for the three months ended June 30, 2023 and 2022, respectively and $ 24.0 million and $ 27.6 million for the six months ended June 30, 2023 and 2022, respectively. Collateral Requirements and Credit Risk Related Contingent Features . By using derivatives, Valley is exposed to credit risk if counterparties to the derivative contracts do not perform as expected. Management attempts to minimize counterparty credit risk through credit approvals, limits, monitoring procedures and obtaining collateral where appropriate. Credit risk exposure associated with derivative contracts is managed at Valley in conjunction with Valley’s consolidated counterparty risk management process. Valley’s counterparties and the risk limits monitored by management are periodically reviewed and approved by the Board of Directors. Valley has agreements with its derivative counterparties providing that if Valley defaults on any of its indebtedness, including default where repayment of the indebtedness has not been accelerated by the lender, then Valley could also be declared in default on its derivative counterparty agreements. Additionally, Valley has an agreement with several of its derivative counterparties that contains provisions that require Valley’s debt to maintain an investment grade credit rating from each of the major credit rating agencies from which it receives a credit rating. If Valley’s credit rating is reduced below investment grade, or such rating is withdrawn or suspended, then the counterparties could terminate the derivative positions and Valley would be required to settle its obligations under the agreements. As of June 30, 2023, Valley was in compliance with all of the provisions of its derivative counterparty agreements. The aggregate fair value of all derivative financial instruments with credit risk-related contingent features in a net liability position at June 30, 2023 was not material. Valley has derivative counterparty agreements that require minimum collateral posting thresholds for certain counterparties. Note 14. Balance Sheet Offsetting Certain financial instruments, including certain over-the-counter (OTC) derivatives (mostly interest rate swaps) and repurchase agreements (accounted for as secured long-term borrowings), may be eligible for offset in the consolidated statements of financial condition and/or subject to master netting arrangements or similar agreements. OTC derivatives include interest rate swaps executed and settled bilaterally with counterparties without the use of an organized exchange or central clearing house (presented in the table below). The credit risk associated with bilateral OTC derivatives is managed through obtaining collateral and enforceable master netting agreements. Valley is party to master netting arrangements with its financial institution counterparties; however, Valley does not offset assets and liabilities under these arrangements for financial statement presentation purposes. The master netting arrangements provide for a single net settlement of all swap agreements, as well as collateral, in the event of default on, or termination of, any one contract. Collateral, usually in the form of cash or marketable investment securities, is posted by the counterparty with net liability positions in accordance with contract thresholds. Master repurchase agreements which include “right of set-off” provisions generally have a legally enforceable right to offset recognized amounts. In such cases, the collateral would be used to settle the fair value of the swap or repurchase agreement should Valley be in default. The total amount of collateral held or pledged cannot exceed the net derivative fair values with the counterparty. 44 The table below presents information about Valley’s financial instruments eligible for offset in the consolidated statements of financial condition as of June 30, 2023 and December 31, 2022. Gross Amounts Not Offset Gross Amounts Recognized Gross Amounts Offset Net Amounts Presented Financial Instruments Cash Collateral * Net Amount (in thousands) June 30, 2023 Assets Interest rate swaps $ 548,592 $ — $ 548,592 $ 9,929 $ ( 468,200 ) $ 90,321 Liabilities Interest rate swaps $ 577,209 $ — $ 577,209 $ ( 9,929 ) $ — $ 567,280 December 31, 2022 Assets Interest rate swaps $ 453,251 $ — $ 453,251 $ 12,766 $ ( 342,480 ) $ 123,537 Liabilities Interest rate swaps $ 594,476 $ — $ 594,476 $ ( 12,766 ) $ ( 432 ) $ 581,278 * Cash collateral received from or pledged to our counterparties in relation to market value exposures of OTC derivative contacts in an asset/liability position. Note 15. Tax Credit Investments Valley’s tax credit investments are primarily related to investments promoting qualified affordable housing projects, and other investments related to community development and renewable energy sources. Some of these tax-advantaged investments support Valley’s regulatory compliance with the Community Reinvestment Act. Valley’s investments in these entities generate a return primarily through the realization of federal income tax credits, and other tax benefits, such as tax deductions from operating losses of the investments, over specified time periods. These tax credits and deductions are recognized as a reduction of income tax expense. Valley’s tax credit investments are carried in other assets on the consolidated statements of financial condition. Valley’s unfunded capital and other commitments related to the tax credit investments are carried in accrued expenses and other liabilities on the consolidated statements of financial condition. Valley recognizes amortization of tax credit investments, including impairment losses, within non-interest expense in the consolidated statements of income using the equity method of accounting. After initial measurement, the carrying amounts of tax credit investments with non-readily determinable fair values are increased to reflect Valley's share of income of the investee and are reduced to reflect its share of losses of the investee, dividends received and impairments, if applicable. The following table presents the balances of Valley’s affordable housing tax credit investments, other tax credit investments, and related unfunded commitments at June 30, 2023 and December 31, 2022: June 30, 2023 December 31, 2022 (in thousands) Other Assets: Affordable housing tax credit investments, net $ 21,427 $ 24,198 Other tax credit investments, net 80,145 56,551 Total tax credit investments, net $ 101,572 $ 80,749 Other Liabilities: Unfunded affordable housing tax credit commitments $ 1,327 $ 1,338 Total unfunded tax credit commitments $ 1,327 $ 1,338 45 The following table presents other information relating to Valley’s affordable housing tax credit investments and other tax credit investments for the three and six months ended June 30, 2023 and 2022: Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 (in thousands) Components of Income Tax Expense: Affordable housing tax credits and other tax benefits $ 1,460 $ 1,614 $ 2,919 $ 2,358 Other tax credit investment credits and tax benefits 3,430 2,539 6,651 5,090 Total reduction in income tax expense $ 4,890 $ 4,153 $ 9,570 $ 7,448 Amortization of Tax Credit Investments: Affordable housing tax credit investment losses $ 938 $ 653 $ 1,875 $ 1,068 Affordable housing tax credit investment impairment losses 448 363 896 625 Other tax credit investment losses 719 386 725 695 Other tax credit investment impairment losses 2,913 1,791 5,775 3,701 Total amortization of tax credit investments recorded in non-interest expense $ 5,018 $ 3,193 $ 9,271 $ 6,089 Note 16. Operating Segments Valley manages its business operations under reportable segments consisting of Consumer Banking, Commercial Banking and Treasury and Corporate Other. Each operating segment is reviewed routinely for its asset growth, contribution to income before income taxes and return on average interest earning assets and impairment (if events or circumstances indicate a possible inability to realize the carrying amount). Valley regularly assesses its strategic plans, operations and reporting structures to identify its reportable segments and no changes to the reportable segments were determined necessary d uring the first half of 2023. Consumer Banking is mainly comprised of residential mortgages and automobile loans, and to a lesser extent, secured personal lines of credit, home equity loans and other consumer loans. The duration of the residential mortgage loan portfolio is subject to movements in the market level of interest rates and forecasted prepayment speeds. The average weighted life of the automobile loans within the portfolio is relatively unaffected by movements in the market level of interest rates. However, the average life may be impacted by new loans as a result of the availability of credit within the automobile marketplace and consumer demand for purchasing new or used automobiles. Consumer Banking also includes the Wealth Management and Insurance Services Division, comprised of trust, asset management, brokerage, insurance and tax credit advisory services. Commercial Banking is comprised of floating rate and adjustable rate commercial and industrial loans and construction loans, as well as fixed rate owner occupied and commercial real estate loans. Due to the portfolio’s interest rate characteristics, Commercial Banking is Valley’s operating segment that is most sensitive to movements in market interest rates. Treasury and Corporate Other largely consists of the Treasury managed held to maturity debt securities and available for sale debt securities portfolios mainly utilized in the liquidity management needs of our lending segments and income and expense items resulting from support functions not directly attributable to a specific segment. Interest income is generated through investments in various types of securities (mainly comprised of fixed rate securities) and interest-bearing deposits with other banks (primarily the Federal Reserve Bank of New York). Expenses related to the branch network, all other components of retail banking, along with the back office departments of the Bank are allocated from Treasury and Corporate Other to the Consumer and Commercial Banking segments. Interest expense and internal transfer expense (for general corporate expenses) are allocated to each operating segment utilizing a transfer pricing methodology, which involves the allocation of operating and 46 funding costs based on each segment's respective mix of average interest earning assets and or liabilities outstanding for the period. The accounting for each segment includes internal accounting policies designed to measure consistent and reasonable financial reporting and may result in income and expense measurements that differ from amounts under U.S. GAAP. The financial reporting for each segment contains allocations and reporting in line with Valley’s operations, which may not necessarily be comparable to any other financial institution. Furthermore, changes in management structure or allocation methodologies and procedures may result in changes in reported segment financial data. The following tables represent the financial data for Valley’s operating segments for the three and six months ended June 30, 2023 and 2022: Three Months Ended June 30, 2023 Consumer Banking Commercial Banking Treasury and Corporate Other Total ($ in thousands) Average interest earning assets $ 8,904,483 $ 40,553,454 $ 7,893,871 $ 57,351,808 Interest income $ 90,602 $ 624,569 $ 72,288 $ 787,459 Interest expense 55,198 250,871 61,625 367,694 Net interest income 35,404 373,698 10,663 419,765 Provision (credit) for credit losses 3,492 2,840 ( 282 ) 6,050 Net interest income after provision for credit losses 31,912 370,858 10,945 413,715 Non-interest income 25,529 14,361 20,185 60,075 Non-interest expense 23,223 35,365 224,383 282,971 Internal transfer expense (income) 22,018 102,395 ( 124,413 ) — Income (loss) before income taxes $ 12,200 $ 247,459 $ ( 68,840 ) $ 190,819 Return on average interest earning assets (pre-tax) 0.55 % 2.44 % ( 3.49 ) % 1.33 % Three Months Ended June 30, 2022 Consumer Banking Commercial Banking Treasury and Corporate Other Total ($ in thousands) Average interest earning assets $ 7,967,305 $ 34,549,982 $ 6,373,943 $ 48,891,230 Interest income $ 63,137 $ 352,440 $ 37,370 $ 452,947 Interest expense 4,723 19,735 10,329 34,787 Net interest income 58,414 332,705 27,041 418,160 Provision for credit losses 5,402 38,310 286 43,998 Net interest income after provision for credit losses 53,012 294,395 26,755 374,162 Non-interest income 17,086 14,425 27,022 58,533 Non-interest expense 18,791 24,448 256,491 299,730 Internal transfer expense (income) 37,629 157,365 ( 194,994 ) — Income (loss) before income taxes $ 13,678 $ 127,007 $ ( 7,720 ) $ 132,965 Return on average interest earning assets (pre-tax) 0.69 % 1.47 % ( 0.48 ) % 1.09 % 47 Six Months Ended June 30, 2023 Consumer Banking Commercial Banking Treasury and Corporate Other Total ($ in thousands) Average interest earning assets $ 8,836,859 $ 39,826,630 $ 7,699,305 $ 56,362,794 Interest income $ 175,918 $ 1,194,479 $ 137,292 $ 1,507,689 Interest expense 98,204 442,594 111,106 651,904 Net interest income 77,714 751,885 26,186 855,785 Provision for credit losses 9,936 5,846 4,705 20,487 Net interest income after provision for credit losses 67,778 746,039 21,481 835,298 Non-interest income 39,819 30,108 44,447 114,374 Non-interest expense 41,472 71,088 442,577 555,137 Internal transfer expense (income) 52,901 233,990 ( 286,891 ) — Income (loss) before income taxes $ 13,224 $ 471,069 $ ( 89,758 ) $ 394,535 Return on average interest earning assets (pre-tax) 0.30 % 2.37 % ( 2.33 ) % 1.40 % Six Months Ended June 30, 2022 Consumer Banking Commercial Banking Treasury and Corporate Other Total ($ in thousands) Average interest earning assets $ 7,848,764 $ 30,743,387 $ 6,017,817 $ 44,609,968 Interest income $ 122,596 $ 610,346 $ 60,463 $ 793,405 Interest expense 7,930 31,062 18,584 57,576 Net interest income 114,666 579,284 41,879 735,829 Provision for credit losses 7,275 39,937 343 47,555 Net interest income after provision for credit losses 107,391 539,347 41,536 688,274 Non-interest income 30,903 31,305 35,595 97,803 Non-interest expense 35,359 49,533 412,178 497,070 Internal transfer expense (income) 66,276 257,281 ( 323,557 ) — Income (loss) before income taxes $ 36,659 $ 263,838 $ ( 11,490 ) $ 289,007 Return on average interest earning assets (pre-tax) 0.93 % 1.72 % ( 0.38 ) % 1.30 %