Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
−Removed: Our common stock is traded on the NASDAQ Global Select Market under the ticker symbol "VLY".
−Removed: There were 7,183 shareholders of record as of December 31, 2022.
+Added: Our common stock is traded on the NASDAQ Global Select Market under the ticker symbol “VLY.” There were 6,872 shareholders of record as of December 31, 2023.
+Added: We declared cash dividends of $0.11 per share in each of the first, second, third and fourth quarters of 2023.
+Added: The declaration and payment of future dividends to holders of our common stock is at the discretion of our Board and depends upon many factors, including our financial condition, earnings, capital requirements, legal requirements, regulatory constraints and other factors that our Board deems relevant.
Performance Graph
1 unchanged sentence
(a) Valley’s common stock;
−Removed: (b) the KBW Regional Banking Index (KRX) and (c) the Standard and Poor’s (S&P) 500 Stock Index.
+Added: (b) the KBW Regional Banking Index ("KRX");
+Added: and (c) the S&P 500 Stock Index ("S&P 500").
The graph is calculated assuming that all dividends are reinvested during the relevant periods.
2 unchanged sentences
Valley $ 100.00 $ 134.26 $ 120.76 $ 176.03 $ 150.33 $ 151.37
−Removed: KBW Regional Banking Index (KRX) 100.00 82.51 102.20 93.33 127.53 118.71
+Added: 100.00 123.87 113.11 154.57 143.87 143.30
S&P 500 100.00 131.47 155.65 200.29 163.98 207.04
2023 Form 10-K 38
−Removed: The information under “Performance Graph” is not deemed to be “filed” with the SEC and will not be deemed to be incorporated by reference into any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934, except to the extent specifically incorporated by reference into such a filing.
+Added: The information under “Performance Graph” is not deemed to be to be “soliciting material” or to be “filed” with the SEC or subject to Section 18 of the Exchange Act, and the information shall not be deemed to be incorporated by reference in any filing by us under the Securities Act or the Exchange Act, whether made before or after the date hereof and irrespective of any general incorporation language in any such filing, except to the extent specifically incorporated by reference into such a filing.
Issuer Repurchase of Equity Securities
−Removed: The following table presents the purchases of equity securities by the issuer and affiliated purchasers during the three months ended December 31, 2022:
+Added: The following table presents the repurchases of equity securities during the three months ended December 31, 2023:
Period Total Number of
4 unchanged sentences
Publicly Announced
−Removed: Plans (2) (3)
Maximum Number of
2 unchanged sentences
October 1, 2023 to October 31, 2023
+Added: 3,956 $ 8.45 — 24,700,000
November 1, 2023 to November 30, 2023
+Added: 7,642 7.86 — 24,700,000
December 1, 2023 to December 31, 2023
+Added: 11,460 9.40 — 24,700,000
Total 23,058 $ 8.73 —
(1) Includes repurchases made in connection with the vesting of employee restricted stock awards.
−Removed: (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.
−Removed: On April 26, 2022, Valley terminated its 2007 stock repurchase plan.
−Removed: (3) On April 26, 2022, Valley publicly announced a stock repurchase program for up to 25 million shares of Valley common stock.
−Removed: The authorization to repurchase will expire on April 25, 2024.
−Removed: Recent Stock Issuance.
−Removed: On October 8, 2021, Valley acquired certain subsidiaries of Dudley Ventures, LLC (See Note 2 to the consolidated financial statements).
−Removed: Per the terms of the merger agreement, we subsequently issued 327,083 shares of our common stock to the two former principals of Dudley Ventures on February 8, 2023 as partial consideration for the transaction.
−Removed: The value of the issued shares amounted to approximately $3.75 million.
−Removed: The shares were issued pursuant to and in accordance with exemption from registration under Section 4(a)(2) of the Securities Act for transactions by an issuer not involving a public offering.
+Added: (2) On April 26, 2022, Valley publicly announced a stock repurchase program for up to 25 million shares of Valley common stock, which is set to expire on April 25, 2024.
+Added: On February 21, 2024, Valley publicly announced a new stock repurchase program for up to 25 million shares of Valley common stock.
+Added: The authorization to repurchase under the new repurchase program will be effective on April 26, 2024, replacing the current stock repurchase program, and is set to expire on April 26, 2026.
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.