VALLEY NATIONAL BANCORP (NYSE:VLY) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain OfficersItem 5.02
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On November 2, 2017, Valley National Bancorp (the “Company”) announced the retirement of Gerald H. Lipkin as Chief Executive Officer of the Company, effective as of December 31, 2017. Mr. Lipkin will remain the Chairman of the Company’s Board of Directors (“Board”).
Ira D. Robbins, age 43, Senior Executive Vice President of the Company and President of Valley National Bank, was elected by the Board to assume the position of Chief Executive Officer of the Company. The Board also increased the size of the Board to 13 directors and appointed Mr. Robbins to serve as a member of the Board. Mr. Robbins’ appointment as Chief Executive Officer and as a member of the Board are effective as of December 31, 2017. Except as modified herein, the information required by Regulation S-K Item 401 is hereby incorporated by reference to the Company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission (the “Commission”) on February 28, 2017 (“2016 Form 10-K”).
As a result of the promotion, it is expected that Mr. Robbins’s compensation will be increased, but no decision as to the new compensation terms have been made as of the date of this filing. As Chief Executive Officer, Mr. Robbins will continue to receive compensation to certain plans provided by the Company, including an executive incentive plan, a long-term stock incentive plan, and health and benefit plans typically available to other executive officers. A description of these compensation plans can be found in the Company’s proxy statement filed on Schedule 14A with the Commission on March 17, 2017. These compensation plans are also listed as exhibits to the Company’s 2016 Form 10-K.
A press release announcing the retirement of Mr. Lipkin and the appointment of Mr. Robbins is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
Also on November 2, 2017, the Company announced the retirement of Rudy E. Schupp as President of the Company effective as of January 15, 2018.
A press release announcing the retirement of Mr. Schupp is attached hereto as Exhibit 99.2 and is incorporated herein by reference.
On October 31, 2017, the Company entered into an amended employment agreement with Mr. Schupp (the “Amended Employment Agreement”).
The Amended Employment Agreement provides that, if Mr. Schupp retires during the term of his employment, his retirement shall be treated as a qualified retirement under the Company’s stock plans and award agreements, and he shall be entitled to receive his equity award and cash bonus for 2017 if such retirement occurs prior to the date of the Company’s Compensation and Human Resources Committee meeting, at which such awards are made.
The foregoing description of the Amended Employment Agreement is qualified by the full terms of the Amended Employment Agreement which is attached hereto as Exhibit 10 and incorporated herein by reference.
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Item 9.01 |
Financial Statements and Exhibits. |
VALLEY NATIONAL BANCORP ExhibitEX-10 2 ex10.htm EXHIBIT 10 Exhibit 10 Second Amendment to Employment Agreement This Amendment (“Amendment”) is made and entered into as of October 31,…To view the full exhibit click here
About VALLEY NATIONAL BANCORP (NYSE:VLY)
Valley National Bancorp is the bank holding company for Valley National Bank (the Bank). The Bank provides a range of commercial, retail, insurance and wealth management financial services products. The Company’s segments include Consumer Lending; Commercial Lending; Investment Management, and Corporate and Other Adjustments. The consumer lending segment includes its residential mortgages, home equity loans and automobile loans. The commercial lending segment primarily includes floating rate and adjustable rate commercial and industrial loans, as well as fixed rate owner occupied and commercial real estate loans. The investment management segment includes the Company’s investments in various types of securities, its federal funds sold and interest-bearing deposits with banks (primarily the Federal Reserve Bank of New York). The Bank has over 230 branches serving northern and central New Jersey, the New York City boroughs of Manhattan, Brooklyn, Queens and Long Island, and Florida.
