What changed in this filing

/stocks — the workspaceLOADING

Item 5. Market for Registrant’s Common Equity

2021-02-26 compared with 2020-03-10 · 8 added, 82 removed, 24 unchanged (79% of the section changed)

2 unchanged sentences

There were 7,638 shareholders of record as of December 31, 2020.

2019 Form 10-K

Performance Graph

4 unchanged sentences

The graph shows how a $100 investment would increase or decrease in value over time based on dividends (stock or cash) and increases or decreases in the market price of the stock.

12/15 12/16 12/17 12/18 12/19 12/20

Valley $ 100.00 $ 123.55 $ 123.65 $ 101.66 $ 136.48 $ 122.76

KBW Regional Banking Index (KRX) 100.00 139.12 141.63 116.86 144.76 132.18

S&P 500 100.00 111.95 136.38 130.39 171.44 202.96

Issuer Repurchase of Equity Securities

The following table presents the purchases of equity securities by the issuer and affiliated purchasers during the three months ended December 31, 2020:

Total Number of

Period Total Number of

Shares Purchased (1)

Average Price

Total Number of Shares Purchased as Part of Publicly Announced Plans (2)

Share Total Number of Shares Purchased as Part of Publicly Announced Plans (2)

Maximum Number of Shares that May Yet Be Purchased

3 unchanged sentences

December 1, 2020 to December 31, 2020 31,301 9.98 — 4,112,465

Total 43,194 —

(1) Represents repurchases made in connection with the vesting of employee stock awards.

2020 Form 10-K 32

(2) On January 17, 2007, Valley publicly announced its intention to repurchase up to 4.7 million outstanding common shares in the open market or in privately negotiated transactions.

1 unchanged sentence

No repurchase plans or programs expired or terminated during the three months ended December 31, 2020.

2019 Form 10-K

Selected Financial Data

The following selected financial data should be read in conjunction with Valley’s consolidated financial statements and the accompanying notes thereto presented herein in response to Item 8 of this Annual Report.

As of or for the Years Ended December 31,

($ in thousands, except for share data)

Summary of Operations:

Interest income—tax equivalent basis (1)

Interest expense

Net interest income—tax equivalent basis (1)

tax equivalent adjustment

Net interest income

Provision for credit losses

Net interest income after provisions for credit losses

Non-interest income:

(Losses) gains on securities transactions, net

Gains on sales of loans, net

Gains (losses) on sales of assets, net

Other non-interest income

Total non-interest income

Non-interest expense:

Loss on extinguishment of debt

Amortization of tax credit investments

Other non-interest expense

Total non-interest expense

Income before income taxes

Income tax expense

Dividends on preferred stock

Net income available to common shareholders

Per Common Share:

Earnings per share:

Dividends declared

Tangible book value (2)

Weighted average shares outstanding:

Return on average assets

Return on average shareholders’ equity

Return on average tangible shareholders’ equity (3)

Average shareholders’ equity to average assets

Tangible common equity to tangible assets (4)

Efficiency ratio (5)

Dividend payout

Tier 1 leverage capital

Common equity Tier 1 capital

Tier 1 risk-based capital

Total risk-based capital

Financial Condition:

Shareholders’ equity

See Notes to the Selected Financial Data that follow .

2019 Form 10-K

Notes to Selected Financial Data

In this report a number of amounts related to net interest income and net interest margin are presented on a tax equivalent basis using a federal tax rate of 21 percent for 2019 and 2018 and 35 percent for 2017, 2016, and 2015.

Valley believes that this presentation provides comparability of net interest income and net interest margin arising from both taxable and tax-exempt sources and is consistent with industry practice and SEC rules.

This Annual Report on Form 10-K contains supplemental financial information which has been determined by methods other than U.S.

GAAP that management uses in its analysis of our performance.

Management believes these non-GAAP financial measures provide information useful to investors in understanding our underlying operational performance, our business and performance trends, and facilitates comparisons with the performance of others in the financial services industry.

These non-GAAP financial measures should not be considered in isolation or as a substitute for or superior to financial measures calculated in accordance with U.S.

Tangible book value per common share, which is a non-GAAP measure, is computed by dividing shareholders’ equity less goodwill and other intangible assets by common shares outstanding as follows:

At December 31,

($ in thousands, except for share data)

Common shares outstanding

Shareholders’ equity

Preferred stock

Goodwill and other intangible assets

Tangible common shareholders’ equity

Tangible book value per common share

Return on average tangible shareholders’ equity, which is a non-GAAP measure, is computed by dividing net income by average shareholders’ equity less average goodwill and average other intangible assets, as follows:

Years Ended December 31,

($ in thousands)

Average shareholders’ equity

Average goodwill and other intangible assets

Average tangible shareholders’ equity

Return on average tangible shareholders’ equity

Tangible common shareholders’ equity to tangible assets, which is a non-GAAP measure, is computed by dividing tangible shareholders’ equity (shareholders’ equity less goodwill and other intangible assets) by tangible assets, as follows:

At December 31,

($ in thousands)

Tangible common shareholders’ equity

Goodwill and other intangible assets

Tangible assets

Tangible common shareholders’ equity to tangible assets

The efficiency ratio measures total non-interest expense as a percentage of net interest income plus total non-interest income.

2019 Form 10-K

Not applicable.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 5. Market for Registrant’s Common Equity