Sec Form 4 Filing - MENDELSON AVNER @ VALLEY NATIONAL BANCORP - 2022-04-01

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person MENDELSON AVNER 2. Issuer Name and Ticker or Trading Symbol VALLEY NATIONAL BANCORP [ VLY] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) 1455 VALLEY ROAD 3. Date of Earliest Transaction (MM/DD/YY) 04/01/2022 (Street) WAYNE, NJ07470 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 04/01/2022 A 132,162( 1 ) A $ 0 133,262 D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Common Stock $ 8.47 04/01/2022 A 1,207,141 04/01/2022 08/22/2025 Common Stock 1,207,141( 2 ) $ 0( 2 ) 1,207,141 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other MENDELSON AVNER 1455 VALLEY ROAD WAYNE, NJ07470 X Signatures /s/ Avner Mendelson 04/05/2022 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Effective April 1, 2022, Valley National Bancorp ("Valley") completed its acquisition of Bank Leumi le-Israel Corporation, a New York corporation ("Leumi USA"), pursuant to the Agreement and Plan of Merger, dated as of September 22, 2021 (the "Merger Agreement"). In connection with the merger, Valley assumed the reporting person's non-competition agreement with Leumi USA and the related restricted stock unit ("RSU") award. The RSU award will vest in equal increments on April 1, 2023, April 1, 2024 and April 1, 2025. ( 2 )Pursuant to the Merger Agreement, at the effective time of the merger, each fully vested outstanding Leumi USA stock option held by an active employee of Leumi USA was converted into a stock option to acquire shares of Valley Common Stock, with the number of shares underlying each such stock option and the applicable exercise price adjusted based on an exchange ratio of 4.225 shares of Valley Common Stock per share of Leumi USA Common Stock.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

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