VALLEY NATIONAL BANCORP — Director's Dealing 2014

Feb 4, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: VALLEY NATIONAL BANCORP (VLY)
CIK: 0000714310
Period of Report: 2014-01-31

Reporting Person: ESKOW ALAN D (Director, Senior EVP & CFO, Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-01-31	Common Stock	F	5918	$9.92	Disposed	152626	Direct
2014-01-31	Common Stock	A	60484	—	Acquired	213110	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	1254	Indirect
Common Stock	51796	Indirect
Common Stock (401k Plan)	4690	Direct
Common Stock (Roth IRA)	10578	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock Option/NQ	$11.91	2020-11-15	Common Stock (21170)	21170	Direct
Stock Options	$18.93	2014-11-16	Common Stock (17732)	17732	Direct
Stock Options	$17.54	2015-11-14	Common Stock (20401)	20401	Direct
Stock Options	$19.19	2016-11-13	Common Stock (22112)	22112	Direct
Stock Options	$14.65	2018-02-12	Common Stock (21059)	21059	Direct

Footnotes

F1: Adjusted for additional shares acquired through Dividend Reinvestment Plan.

F2: Restricted shares granted under the Valley National Bancorp 2009 Long Term Incentive Stock Plan. 30,242 of the shares are time-based with three-year equal vesting beginning at grant date. 30,242 of the shares are subject to performance-based vesting conditions over a three-year performance period, all of which may be forfeited in the event performance conditions are not satisfied.

F3: Holdings under the Valley 401K Plan has been updated to reflect reporting person's balance in the Plan.