DEFA14A 1 d90535ddefa14a.htm DEFA14A DEFA14A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a)

of the Securities Exchange Act of 1934

(Amendment No.     )

Filed by the Registrant  

Filed by a Party other than the Registrant  

Check the appropriate box:

 

  Preliminary Proxy Statement      Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
  Definitive Proxy Statement   

 

  Definitive Additional Materials   

 

 

 

  Soliciting Material Pursuant to §240.14a-12   

 

 

 

Valley National Bancorp

(Name of Registrant as Specified In Its Charter)

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

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  No fee required.

  Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.

 

(1)

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(3)

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paid previously with preliminary materials.

  Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.

 

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*** Exercise Your Right to Vote ***

Important Notice Regarding the Availability of Proxy Materials for the

Shareholder Meeting to Be Held on April 19, 2021.

 

 

VALLEY NATIONAL BANCORP

 

 

 

Meeting Information

 

Meeting Type:             Annual Meeting

For holders as of:        February 22, 2021

Date:   April 19, 2021       Time: 3:00 p.m., Eastern Time

   
   
    Location:  Meeting live via the Internet-please visit
                             www.virtualshareholdermeeting.com/VLY2021.
   

 

The company will be hosting the meeting live via the Internet

this year. To attend the meeting via the Internet please visit

www.virtualshareholdermeeting.com/VLY2021 and be sure to have the information that is printed in the box marked by the arrow LOGO (located on the following page).

 

LOGO  

VALLEY NATIONAL BANK

FOR RETURNED BAD ADDRESS

C/O PROXY SERVICES

P.O. BOX 9163

FARMINGDALE, NY 11735

 

 

You are receiving this communication because you hold shares in the company named above.

 

This is not a ballot. You cannot use this notice to vote these

shares. This communication presents only an overview of the more complete proxy materials that are available to you on the Internet. You may view the proxy materials online at www.proxyvote.com or easily request a paper copy (see reverse side).

 

We encourage you to access and review all of the important information contained in the proxy materials before voting.

 

    See the reverse side of this notice to obtain proxy materials and voting instructions.
   
   


— Before You Vote —

How to Access the Proxy Materials

 

  

 

Proxy Materials Available to VIEW or RECEIVE:

   COMBINED DOCUMENT
   How to View Online:    
  

Have the information that is printed in the box marked by the arrow LOGO (located on the following page) and visit: www.proxyvote.com.

 

   How to Request and Receive a PAPER or E-MAIL Copy:
                 If you want to receive a paper or e-mail copy of these documents, you must request one. There is NO charge for requesting a copy.Please choose one of the following methods to make your request:
   1)   BY INTERNET:   www.proxyvote.com
   2)   BY TELEPHONE:   1-800-579-1639
   3)   BY E-MAIL*:   sendmaterial@proxyvote.com
  

 

*  If requesting materials by e-mail, please send a blank e-mail with the information that is printed in the box marked by the arrow LOGO (located on the following page) in the subject line.

  

Requests, instructions and other inquiries sent to this e-mail address will NOT be forwarded to your investment advisor. Please make the request as instructed above on or before April 5, 2021 to facilitate timely delivery.

 

— How To Vote —

Please Choose One of the Following Voting Methods

 

LOGO             

  

 

Vote By Internet:

  

Before The Meeting:

  

Go to www.proxyvote.com. Have the information that is printed in the box marked by the arrow LOGO (located on the following page) available and follow the instructions.

  

During The Meeting:

  

Go to www.virtualshareholdermeeting.com/VLY2021. Have the information that is printed in the box marked by the arrow LOGO (located on the following page) available and follow the instructions.

  

Vote By Mail: You can vote by mail by requesting a paper copy of the materials, which will include a proxy card.

 


 

 

Voting Items

  
 

 

The Board of Directors recommends you vote FOR

the following proposals:

 

1.  ELECTION OF 11 DIRECTORS:

 

1a.   Andrew B. Abramson

 

1b.  Peter J. Baum

 

1c.   Eric P. Edelstein

 

1d.  Marc J. Lenner

 

1e.   Peter V. Maio

 

1f.   Ira Robbins

 

1g.  Suresh L. Sani

 

1h.  Lisa J. Schultz

 

1i.   Jennifer W. Steans

 

1j.   Jeffrey S. Wilks

 

1k.  Dr. Sidney S. Williams, Jr.

  

 

 

 

2.  An advisory vote on named executive officer compensation;

 

3.  Ratification of the appointment of KPMG LLP as Valley’s independent registered public accounting firm for the fiscal year ending December 31, 2021;

 

4.  Adoption of the Valley National Bancorp 2021 Incentive Compensation Plan; and

 

The Board of Directors recommends you vote AGAINST the following proposal:

 

5.  A shareholder proposal if properly presented at the Annual Meeting.

 

NOTE: Such other business as may properly come before the meeting or any adjournment thereof.

LOGO

 

 

 

 

 

 

 

 

 

 

 

 

    


 

 

 

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