Valley National Bancorp (a New Jersey corporation) 4,000,000 SharesUnderwriting Agreement • August 1st, 2017 • Valley National Bancorp • National commercial banks • New York
Valley National Bancorp, a New Jersey corporation (the “Company”), confirms its agreement with Keefe, Bruyette & Woods, Inc. (“KBW”) and each of the other Underwriters named in Schedule A hereto (collectively, the “Underwriters”, which term shall also include any underwriter substituted as hereinafter provided in Section 10 hereof), for whom KBW is acting as representative (in such capacity, the “Representative”) with respect to (i) the issue and sale by the Company, and the purchase by the Underwriters of 4,000,000 shares of 5.50% Fixed-to-Floating Rate Non-Cumulative Perpetual Preferred Stock, Series B, no par value (the “Series B Preferred Stock”), of the Company (the “Firm Securities”), and (ii) at the election of the Underwriters, an additional 600,000 shares of Series B Preferred Stock of the Company (the “Additional Securities” and together with the Firm Securities, the “Securities”).
