Valley National Bancorp
11/07/2025 | Press release | Distributed by Public on 11/07/2025 15:14
Quarterly Report for Quarter Ending September 30, 2025 (Form 10-Q)
Management's Discussion and Analysis (MD&A) of Financial Condition and Results of Operations
The following MD&A should be read in conjunction with the consolidated financial statements and notes thereto appearing in Part I, Item 1 of this report. The MD&A contains supplemental financial information, described in the sections that follow, which has been determined by methods other than GAAP that management uses in its analysis of our performance. Management believes these non-GAAP financial measures provide information useful to investors in understanding our underlying operational performance, our business and performance trends and facilitate comparisons with the performance of others in the financial services industry. These non-GAAP financial measures should not be considered in isolation, as a substitute for or superior to financial measures calculated in accordance with GAAP. These non-GAAP financial measures may also be calculated differently from similar measures disclosed by other companies.
Cautionary Statement Concerning Forward-Looking Statements
This Quarterly Report on Form 10-Q, both in the MD&A and elsewhere, contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements are not historical facts and include expressions about management's confidence and strategies and management's expectations about our business, new and existing programs and products, acquisitions, relationships, opportunities, taxation, technology, market conditions and economic expectations. These statements may be identified by such forward-looking terminology as "intend," "should," "expect," "believe," "view," "opportunity," "allow," "continues," "reflects," "would," "could," "typically," "usually," "anticipate," "may," "estimate," "outlook," "project," or similar statements or variations of such terms. Such forward-looking statements involve certain risks and uncertainties. Actual results may differ materially from such forward-looking statements. Factors that may cause actual results to differ materially from those contemplated by such forward-looking statements include, but are not limited to:
•the impact of market interest rates and monetary and fiscal policies of the U.S. federal government and its agencies in connection with prolonged inflationary pressures, which could have a material adverse effect on our clients, our business, our employees, and our ability to provide services to our customers;
•the impact of unfavorable macroeconomic conditions or downturns, including instability or volatility in financial markets resulting from the impact of tariffs and other trade policies and practices, any retaliatory actions, related market uncertainty, or other factors; U.S. government debt default or rating downgrade; unanticipated loan delinquencies; loss of collateral; decreased service revenues; increased business disruptions or failures; reductions in employment; and other potential negative effects on our business, employees or clients caused by factors outside of our control, such as new legislation and policy changes under the current U.S. presidential administration, the recent prolonged shutdown of the U.S federal government, geopolitical instabilities or events, natural and other disasters, including severe weather events, health emergencies, acts of terrorism, or other external events;
•the impact of any potential instability within the U.S. financial sector or future bank failures, including the possibility of a run on deposits by a coordinated deposit base, and the impact of any actual or perceived concerns regarding the soundness, or creditworthiness, of other financial institutions, including any resulting disruption within the financial markets, increased expenses, including FDIC insurance assessments, or adverse impact on our stock price, deposits or our ability to borrow or raise capital;
•the impact of negative public opinion regarding Valley or banks in general that damages our reputation and adversely impacts business and revenues;
•changes in the statutes, regulations, policies, or enforcement priorities of the federal bank regulatory agencies;
•the loss of or decrease in lower-cost funding sources within our deposit base;
•damage verdicts, settlements or restrictions related to existing or potential class action litigation or individual litigation arising from claims of violations of laws or regulations, contractual claims, breach of fiduciary responsibility, negligence, fraud, environmental laws, patent, trademark or other intellectual property infringement, misappropriation or other violation, employment-related claims, and other matters;
•a prolonged downturn and contraction in the economy, as well as an unexpected decline in commercial real estate values collateralizing a significant portion of our loan portfolio;
•higher or lower than expected income tax expense or tax rates, including increases or decreases resulting from changes in uncertain tax position liabilities, tax laws, regulations, and case law;
•the inability to grow customer deposits to keep pace with the level of loan growth;
•a material change in our allowance for credit losses due to forecasted economic conditions and/or unexpected credit deterioration in our loan and investment portfolios;
•the need to supplement debt or equity capital to maintain or exceed internal capital thresholds;
•changes in our business, strategy, market conditions or other factors that may negatively impact the estimated fair value of our goodwill and other intangible assets and result in future impairment charges;
•greater than expected technology-related costs due to, among other factors, prolonged or failed implementations, additional project staffing and obsolescence caused by continuous and rapid market innovations;
•increased competitive challenges and competitive pressure on pricing of our products and services;
•our ability to stay current with rapid technological changes in the financial services industry; including the use of artificial intelligence, blockchain and digital currencies and related regulatory developments, as well as our ability to assess and monitor the effects of, and risks associated with, the implementation and use of such technology;
•cyberattacks, ransomware attacks, computer viruses, malware or other cybersecurity incidents that may breach the security of our websites or other systems or networks to obtain unauthorized access to personal, confidential, proprietary or sensitive information, destroy data, disable or degrade service, or sabotage our systems or networks, and the increasing sophistication of such attacks and use of targeted tactics against the financial services industry;
•results of examinations by the OCC, the FRB, the CFPB and other regulatory authorities, including the possibility that any such regulatory authority may, among other things, require us to increase our allowance for credit losses, write-down assets, reimburse customers, change the way we do business, or limit or eliminate certain other banking activities;
•application of the OCC heightened regulatory standards for certain large insured national banks, and the expenses we will incur to develop policies, programs, and systems that comply with the enhanced standards applicable to us;
•our inability or determination not to pay dividends at current levels, or at all, because of inadequate earnings, regulatory restrictions or limitations, changes in our capital requirements, or a decision to increase capital by retaining more earnings;
•unanticipated loan delinquencies, loss of collateral, decreased service revenues, and other potential negative effects on our business caused by severe weather, pandemics or other public health crises, acts of terrorism or other external events;
•our ability to successfully execute our business plan and strategic initiatives; and
•unexpected significant declines in the loan portfolio due to the lack of economic expansion, increased competition, large prepayments, risk mitigation strategies, changes in regulatory lending guidance or other factors.
A detailed discussion of factors that could affect our results is included in our SEC filings, including Item 1A. "Risk Factors" of our Annual Report on Form 10-K for the year ended December 31, 2024.
We undertake no duty to update any forward-looking statement to conform the statement to actual results or changes in our expectations, except as required by law. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements.
Critical Accounting Estimates
Valley's accounting policies are fundamental to understanding management's discussion and analysis of its financial condition and results of operations. In preparing the consolidated financial statements, management has made estimates, judgments and assumptions in accordance with these policies that affect the reported amounts of assets and liabilities as of the date of the consolidated statements of financial condition and results of operations for the periods indicated. At September 30, 2025, we identified our policies on the allowance for credit losses, goodwill and other intangible assets, and income taxes to be critical accounting policies because management has to make subjective and/or complex judgments about matters that are inherently uncertain and because it is likely that materially different amounts would be reported under different conditions or using different assumptions. Management has reviewed the application of these policies and estimates with the Audit Committee of Valley's Board. Our critical accounting policies and estimates are described in detail in Part II, Item 7 in Valley's Annual Report, and there have been no material changes in such policies and estimates since the date of Valley's Annual Report.
New Authoritative Accounting Guidance
See Note 4 to the consolidated financial statements for a description of new authoritative accounting guidance, including the dates of adoption and effects on results of operations and financial condition.
Executive Summary
Company Overview.At September 30, 2025, Valley had consolidated total assets of approximately $63.0 billion, total net loans of $48.7 billion, total deposits of $51.2 billion and total shareholders' equity of $7.7 billion. Valley operates many convenient branch office locations and commercial banking offices in northern and central New Jersey, the New York City boroughs of Manhattan, Brooklyn and Queens, Long Island, Westchester County, New York, Florida, California, Alabama, and Illinois. Of our current 229 branch network, 55 percent, 18 percent, and 18
percent of the branches are located in New Jersey, New York, and Florida, respectively, with the remaining 9 percent of the branches in Alabama, California, and Illinois combined.
Financial Condition. During the third quarter 2025, we continued to strengthen our balance sheet to best perform in the current uncertain economic environment, while also prudently managing the overall risk of our loan portfolio. The following items, including key balance sheet initiatives, are highlights at September 30, 2025.
•Commercial Real Estate Loan Concentration: Total commercial real estate loans (including construction loans) totaled $28.7 billion, or 58.2 percent of total loans at September 30, 2025, as compared to $28.8 billion, or 58.4 percent of total loans at June 30, 2025. The decrease of $142.5 million was mostly due to the targeted runoff of transactional commercial real estate loans. As a result, our CRE loan concentration ratio declined to approximately 337 percent at September 30, 2025 from 349 percent at June 30, 2025. Our current balance sheet goal is a continued gradual reduction of the CRE loan concentration ratio and to maintain the ratio below 350 percent through December 31, 2025. See further details of our loan activities under the "Loan Portfolio" section below.
•Allowance for Credit Losses for Loans: The ACL for loans totaled $598.6 million and $594.0 million at September 30, 2025 and June 30, 2025, respectively, representing 1.21 percent and 1.20 percent of total loans at each respective date. The increase reflects, among other factors, moderate increases in both the economic forecast and non-economic qualitative reserve components of the ACL for loans and higher specific reserves associated with collateral dependent loans, partially offset by a decline in quantitative reserves in certain loan categories at September 30, 2025. Given our current projections and credit trends within our loan portfolio, we anticipate the ACL will range between 1.20 percent and 1.25 percent of total loans through December 31, 2025. See the "Allowance for Credit Losses for Loans" section for additional information.
•Credit Quality:Net loan charge-offs totaled $14.6 million for the third quarter 2025 as compared to $37.8 million and $42.9 million for the second quarter 2025 and third quarter 2024, respectively. Total accruing past due loans (i.e., loans past due 30 days or more and still accruing interest) decreased $114.4 million to $84.8 million, or 0.17 percent of total loans, at September 30, 2025 as compared to $199.2 million, or 0.40 percent of total loans, at June 30, 2025. Non-accrual loans totaled $421.5 million, or 0.86 percent of total loans, at September 30, 2025 as compared to $354.4 million, or 0.72 percent of total loans, at June 30, 2025. The increase in non-accrual loans was mostly due to three new non-performing CRE and construction loans totaling $67.0 million. These loans are largely well-collateralized and have total allocated reserves of $8.8 million within the ACL for loans at September 30, 2025. See the "Non-Performing Assets" section for additional information.
•Liquid Assets:Our liquid assets totaled $5.7 billion at September 30, 2025, representing 9.9 percent of interest earning assets, as compared with $5.4 billion, or 9.3 percent of interest earning assets at June 30, 2025. We continue to maintain significant access to readily available, diverse funding sources to fulfill both short-term and long-term funding needs. See the "Bank Liquidity" section for additional information.
•Deposits: Total deposit balances increased $450.5 million to $51.2 billion at September 30, 2025 as compared to $50.7 billion at June 30, 2025 mainly due to deposit inflows from commercial customer and government deposits in the savings, NOW and money market deposit category during the third quarter 2025, partially offset by a $629.9 million decline in indirect customer deposits. Non-interest bearing deposits were $11.7 billion at both September 30, 2025 and June 30, 2025. See the "Deposits and Other Borrowings" section below for more details.
•Investment Securities: Total investment securities increased $231.7 million to $7.7 billion, or 12.3 percent of total assets, at September 30, 2025 as compared to June 30, 2025 mainly due to targeted purchases of residential mortgage backed securities and, to a lesser extent, corporate debt and U.S. Treasury securities that were classified as AFS during the third quarter 2025. See the "Investment Securities Portfolio" section for more details.
•Regulatory Capital and Shareholders' Equity:Total shareholders' equity increased $120.0 million to $7.7 billion at September 30, 2025 as compared to June 30, 2025. Valley's total risk-based capital, common equity Tier 1 capital, Tier 1 capital and Tier 1 leverage capital ratios were 13.83 percent, 11.00 percent, 11.72 percent, and 9.52 percent, respectively, at September 30, 2025 as compared to 13.67 percent, 10.85 percent, 11.57 percent and 9.49 percent, respectively, at June 30, 2025. During the third quarter 2025, we repurchased 1.3 million shares of our common stock at an average price of $9.39 under our current stock repurchase plan. During the nine months ended September 30, 2025, we repurchased a total of 1.8 million shares of our common stock at an average price of $9.18 under this plan. We expect Valley's common equity Tier 1 capital to remain at approximately 11 percent through December 31, 2025. See the "Capital Adequacy" section below for more information.
Quarterly Results.Net income for the third quarter 2025 was $163.4 million, or $0.28 per diluted common share, as compared to $97.9 million, or $0.18 per diluted common share, for the third quarter 2024. The $65.5 million increase in quarterly net income as compared to the same quarter one year ago was mainly due to the following changes:
•a $35.7 million increase in net interest income mainly driven by lower interest rates on most interest bearing deposit products in the third quarter 2025 and additional interest income from investment security purchases, partially offset by lower yields on adjustable-rate loans and a decline in average loans;
•a $55.9 million decrease in our provision for credit losses partly due to a decline in the impact of specific reserves for collateral dependent commercial loans and the comparative change in quantitative reserves on a linked quarter basis; and
•a $4.2 million increase in non-interest income that was driven by increases in several categories, including net gains on sales of loans, service charges on deposit accounts and capital markets income, partially offset by a decline in income from litigation settlements.
Which were partially offset by:
•a $12.5 million increase in non-interest expense primarily due to increases in salary and employee benefits expense, professional and legal fees and amortization of tax credit investments, partially offset by lower FDIC insurance assessment and net occupancy expenses; and
•a $17.8 million increase in income taxes mainly due to higher pre-tax income, partially offset by our increased investment in tax credits.
See the "Net Interest Income," "Non-Interest Income," "Non-Interest Expense" and "Income Taxes" sections below for more details on the impact of the items above and other infrequent non-core items impacting our third quarter 2025 results.
U.S. Economic Conditions.During the third quarter 2025, real GDP increased at an estimated annual rate of 3.8 percent as compared to an increase of 3.0 percent during the second quarter 2025. The third quarter increase from the second quarter 2025 was driven by several factors, including but not limited to consumer spending, decreased imports, and technology related business investment. While core inflation moderately increased during the third quarter 2025, it still came in slightly below most forecasts. Overall, the rate of inflation has increased to 3.0 percent in the third quarter 2025 as compared to 2.7 percent for the second quarter 2025.
Over the last four months of 2024 at its FOMC meetings, the Federal Reserve lowered the target range for the federal funds rate from 5.25 - 5.50 percent to 4.25 - 4.50 percent. This range held steady until the FOMC lowered the target range to 4.00 - 4.25 percent in September 2025 and again to a range of 3.75 - 4.00 percent in October 2025 mainly due to a combination of an increase in downside risks to employment in recent months and moderating inflation as compared to forecasts. Based on the Federal Reserve Chairman's recent comments, the market expectation for another rate cut at the December 2025 meeting has declined from prior forecasts. The FOMC also indicated that the Federal Reserve will halt the reduction in its asset holdings starting December 1, 2025. The
primary concerns of (1) supporting maximum employment and (2) returning inflation to its 2 percent target remain a central focus of any future FOMC interest rate cut and other monetary policy decisions.
The 10-year U.S. Treasury note yield ended the third quarter 2025 at 4.16 percent, or 8 basis points lower as compared to the second quarter 2025, and the 2-year U.S. Treasury note yield ended the third quarter 2025 at 3.60 percent, or 12 basis points lower as compared to the second quarter 2025.
The third quarter 2025 economic outlook remained pressured by the ongoing instability of U.S. tariff policies and trade discussions, continued geopolitical strains, tighter immigration measures, slowing labor markets, and the prolonged U.S. federal government shutdown combined with persistent concerns about the federal deficit. Additionally, inflation and fiscal uncertainty have kept recession risks elevated in analysts' forecasts, and banks continue to face a difficult operating climate. As a result of these factors, many market analysts have increased the likelihood of a recession in their forecast for the coming year, and foresee an overall challenging bank operating environment. If these trends continue or worsen, they could negatively impact our banking clients and financial performance, as noted elsewhere in this MD&A.
Deposits and Other Borrowings
We define cumulative deposit beta as the change in our cost of total deposits relative to the change in the average Fed Funds (upper bound) rate. We differentiate between the cumulative deposit beta during the "rate increase cycle," which began in the first quarter of 2022 and ended in the second quarter of 2024, and the cumulative deposit beta during the "rate decrease cycle," which started in the third quarter of 2024. Our cumulative deposit beta in the interest rate increase cycle (between December 31, 2021 and June 30, 2024) was approximately 58 percent. Our cumulative deposit beta in this current interest rate decrease cycle (between June 30, 2024 and September 30, 2025) was 47 percent as compared to 51 percent (between June 30, 2024 and June 30, 2025) one quarter ago. The decline of our cumulative deposit beta in the third quarter 2025 as compared to the second quarter 2025 was mainly driven by one additional day in the third quarter and a modest increase in the cost of newly originated customer deposits. These factors were partly mitigated by our ongoing efforts to reduce interest rates on existing customer deposits. See the "Net Interest Income" section for additional details on the changes in our cost of deposits during the third quarter 2025.
Total average deposits increased by $1.3 billion to $51.2 billion for the third quarter 2025 as compared to the second quarter 2025. Average savings, NOW and money market deposits increased $554.4 million to $27.0 billion for the third quarter 2025 as compared to the second quarter 2025 mainly due to deposit inflows from commercial customer and government deposit accounts. Average time deposit balances increased $501.7 million from the second quarter 2025 largelydue to new direct retail customer CDs from promotional offerings over the last six month period. Average non-interest bearing deposits increased $204.0 million to $11.5 billion for the third quarter 2025 as compared to the second quarter 2025 mostly due to normal fluctuations in commercial customer deposit balances. Average non-interest-bearing deposits; savings, NOW and money market deposits; and time deposits represented approximately 22 percent, 53 percent, and 25 percent of total deposits for the third quarter 2025, respectively, as compared to 23 percent, 53 percent, and 24 percent of total deposits for the second quarter 2025, respectively.
Actual ending balances for deposits increased $450.5 million to $51.2 billion at September 30, 2025 from June 30, 2025 mainly due to a $1.2 billion increase in savings, NOW and money market deposit balances due to the aforementioned deposit inflows during the third quarter 2025, partially offset by a $616.8 million decrease in time deposits. The decrease in time deposit balances was mainly driven by the repayment of maturing indirect customer CDs during the third quarter 2025. Total indirect customer deposits (consisting of brokered time and money market deposits) totaled $5.8 billion and $6.5 billion at September 30, 2025 and June 30, 2025, respectively. Non-interest bearing deposits were approximately $11.7 billion at both September 30, 2025 and June 30, 2025 and remained relatively stable across our customer base during the third quarter 2025. Non-interest bearing deposits; savings, NOW and money market deposits; and time deposits represented approximately 23 percent, 53 percent and 24
percent of total deposits as of September 30, 2025, respectively, as compared to 23 percent, 52 percent and 25 percent of total deposits as of June 30, 2025, respectively.
The following table summarizes CDs included in time deposits in excess of the FDIC insurance limit by maturity at September 30, 2025:
| September 30, 2025 | ||||||||
| (in thousands) | ||||||||
| Less than three months | $ | 970,757 | ||||||
| Three to six months | 741,629 | |||||||
| Six to twelve months | 543,818 | |||||||
| More than twelve months | 343,795 | |||||||
| Total | $ | 2,599,999 | ||||||
Total estimated uninsured deposits, excluding collateralized government deposits and intercompany deposits (i.e., deposits eliminated in consolidation), totaled approximately $13.7 billion, or 27 percent of total deposits, at September 30, 2025 as compared to $13.1 billion, or 26 percent of total deposits, at June 30, 2025.
We gathered approximately $1 billion of core deposits during the third quarter 2025 mostly through commercial channels reflecting our proactive business development efforts and the continued success of our treasury management sales efforts. While we maintained a diversified commercial and consumer deposit base at September 30, 2025, deposit gathering initiatives and our current direct customer deposit base could be challenged due to market competition, attractive non-deposit investment alternatives in the financial markets and other factors. As a result, we cannot guarantee that we will be able to maintain deposit levels at or near those reported at September 30, 2025. Management continuously monitors liquidity and all available funding sources including non-deposit borrowings discussed below. See the "Liquidity and Cash Requirements" section of this MD&A for additional information.
The following table presents average short-term and long-term borrowings for the periods indicated:
| Three Months Ended | Nine Months Ended | ||||||||||||||||||||||||||||
| September 30, 2025 | June 30, 2025 | September 30, 2024 | September 30, 2025 | September 30, 2024 | |||||||||||||||||||||||||
| (in thousands) | |||||||||||||||||||||||||||||
| Average short-term borrowings: | |||||||||||||||||||||||||||||
| FHLB advances | $ | 30,978 | $ | 128,846 | $ | 3,804 | $ | 133,150 | $ | 499,544 | |||||||||||||||||||
| Securities sold under repurchase agreements | 57,082 | 61,052 | 63,860 | 59,596 | 64,853 | ||||||||||||||||||||||||
| Federal funds purchased | 1,087 | 6,593 | 13,587 | 4,212 | 6,022 | ||||||||||||||||||||||||
| Total | $ | 89,147 | $ | 196,491 | $ | 81,251 | $ | 196,958 | $ | 570,419 | |||||||||||||||||||
| Average long-term borrowings: | |||||||||||||||||||||||||||||
| FHLB advances | $ | 2,463,604 | $ | 2,456,681 | $ | 2,624,905 | $ | 2,407,391 | $ | 2,394,359 | |||||||||||||||||||
| Subordinated debt | 440,233 | 632,166 | 642,761 | 572,949 | 639,275 | ||||||||||||||||||||||||
| Junior subordinated debentures issued to capital trusts | 57,673 | 57,587 | 57,326 | 57,587 | 57,240 | ||||||||||||||||||||||||
| Total | $ | 2,961,510 | $ | 3,146,434 | $ | 3,324,992 | $ | 3,037,927 | $ | 3,090,874 | |||||||||||||||||||
Average short-term borrowings for the third quarter 2025 decreased $107.3 million from the second quarter 2025 and increased $7.9 million from the third quarter 2024. The decrease from the second quarter 2025 was mainly due to the maturity and repayment of FHLB advances. Average long-term borrowings (including junior subordinated debentures issued to capital trusts which are presented separately on the consolidated statements of financial condition) decreased $184.9 million and $363.5 million as compared to the second quarter 2025 and third quarter
2024, respectively. The decrease as compared to the second quarter 2025 was mainly due to the redemption of $215.0 million of subordinated notes during June 2025. The decrease compared to the third quarter 2024 was mostly due to maturity and repayment of $273.0 million of FHLB advances in January 2025 and the aforementioned subordinated notes redeemed in June 2025.
Actual ending balances of short-term borrowings decreased $111.2 million to $51.1 million at September 30, 2025 from June 30, 2025 largely due to the repayment of $100 million of maturing short-term FHLB advances. Long-term borrowings totaled $2.9 billion at September 30, 2025 and remained relatively unchanged compared to June 30, 2025.
Non-GAAP Financial Measures
The table below presents selected performance indicators, their comparative non-GAAP measures and the (non-GAAP) efficiency ratio for the periods indicated. Valley believes that the non-GAAP financial measures provide useful supplemental information to both management and investors in understanding Valley's underlying operational performance, business, and performance trends, and may facilitate comparisons of our current and prior performance with the performance of others in the financial services industry. Management utilizes these measures for internal planning, forecasting, and analysis purposes. Management believes that Valley's presentation and discussion of this supplemental information, together with the accompanying reconciliations to the GAAP financial measures, also allows investors to view performance in a manner similar to management. These non-GAAP financial measures should not be considered in isolation, as a substitute for or superior to financial measures calculated in accordance with GAAP. These non-GAAP financial measures may also be calculated differently from similar measures disclosed by other companies.
The following table presents our annualized performance ratios:
|
Three Months Ended September 30, |
Nine Months Ended September 30, |
||||||||||||||||||||||
| 2025 | 2024 | 2025 | 2024 | ||||||||||||||||||||
| Selected Performance Indicators | ($ in thousands) | ||||||||||||||||||||||
| GAAP measures: | |||||||||||||||||||||||
| Net income, as reported | $ | 163,355 | $ | 97,856 | $ | 402,580 | $ | 264,560 | |||||||||||||||
| Return on average assets | 1.04 | % | 0.63 | % | 0.86 | % | 0.57 | % | |||||||||||||||
| Return on average shareholders' equity | 8.58 | 5.70 | 7.13 | 5.20 | |||||||||||||||||||
| Non-GAAP measures: | |||||||||||||||||||||||
| Net income, as adjusted | $ | 164,088 | $ | 96,754 | $ | 404,569 | $ | 267,845 | |||||||||||||||
| Return on average assets, as adjusted | 1.04 | % | 0.62 | % | 0.87 | % | 0.58 | % | |||||||||||||||
| Return on average shareholders' equity, as adjusted | 8.62 | 5.64 | 7.16 | 5.27 | |||||||||||||||||||
| Return on average tangible shareholders' equity (ROATE) | 11.59 | 8.06 | 9.68 | 7.40 | |||||||||||||||||||
| ROATE, as adjusted | 11.64 | 7.97 | 9.73 | 7.50 | |||||||||||||||||||
| Efficiency ratio, as adjusted | 53.37 | 56.13 | 54.79 | 58.26 | |||||||||||||||||||
|
September 30, 2025 |
December 31, 2024 |
||||||||||
| Common Equity Per Share Data: | |||||||||||
| Book value per common share (GAAP) | $ | 13.09 | $ | 12.67 | |||||||
| Tangible book value per common share (non-GAAP) | 9.57 | 9.10 | |||||||||
Non-GAAP Reconciliations to GAAP Financial Measures
Adjusted net income is computed as follows:
|
Three Months Ended September 30, |
Nine Months Ended September 30, |
||||||||||||||||||||||
| 2025 | 2024 | 2025 | 2024 | ||||||||||||||||||||
| (in thousands) | |||||||||||||||||||||||
| Net income, as reported (GAAP) | $ | 163,355 | $ | 97,856 | $ | 402,580 | $ | 264,560 | |||||||||||||||
| Non-GAAP adjustments: | |||||||||||||||||||||||
| Add: Loss on extinguishment of debt | - | - | 922 | - | |||||||||||||||||||
|
Add: FDIC special assessment(1)
|
(3,817) | - | (3,817) | 8,757 | |||||||||||||||||||
|
Add: Net losses on the sale of commercial real estate loans (2)
|
- | 5,794 | - | 5,794 | |||||||||||||||||||
|
Add: Restructuring charge (3)
|
3,854 | - | 4,654 | 954 | |||||||||||||||||||
|
Add: Litigation reserve (4)
|
1,012 | - | 1,012 | - | |||||||||||||||||||
|
Less: (Gains) losses on available for sale and held to maturity debt securities, net (5)
|
(28) | 1 | (17) | 12 | |||||||||||||||||||
|
Less: Litigation settlements (6)
|
- | (7,334) | - | (7,334) | |||||||||||||||||||
|
Less: Gain on sale of commercial premium finance lending division (7)
|
- | - | - | (3,629) | |||||||||||||||||||
| Total non-GAAP adjustments to net income | $ | 1,021 | $ | (1,539) | $ | 2,754 | $ | 4,554 | |||||||||||||||
|
Income tax adjustments related to non-GAAP adjustments (8)
|
(288) | 437 | (765) | (1,269) | |||||||||||||||||||
| Net income, as adjusted (non-GAAP) | $ | 164,088 | $ | 96,754 | $ | 404,569 | $ | 267,845 | |||||||||||||||
|
(1)
|
Represents the change in estimated special assessment losses included in the FDIC insurance assessment expense. | |||||||||||||||||||||||||||||||
|
(2)
|
Represents actual and mark to market losses on bulk performing commercial real estate loan sales included in gains (losses) on sales of loans, net. | |||||||||||||||||||||||||||||||
|
(3)
|
Represents severance expense related to workforce reductions within salary and employee benefits expense. | |||||||||||||||||||||||||||||||
|
(4)
|
Represents legal reserves and settlement charges included in professional and legal fees. | |||||||||||||||||||||||||||||||
|
(5)
|
Included in gains on securities transactions, net. | |||||||||||||||||||||||||||||||
|
(6)
|
Represents recoveries from legal settlements included in other income. | |||||||||||||||||||||||||||||||
|
(7)
|
Included in other income within non-interest income. | |||||||||||||||||||||||||||||||
|
(8)
|
Calculated using the appropriate blended statutory tax rate for the applicable period. | |||||||||||||||||||||||||||||||
In addition to the items used to calculate net income, as adjusted, in the table above, our net income is, from time to time, impacted by fluctuations in the overall level of net gains on sales of loans, wealth management and trust fees, and capital markets income. These amounts can vary widely from period to period due to, among other factors, the amount and timing of residential mortgage loans originated for sale, brokerage and tax credit investment advisory activities and commercial loan customer demand for certain interest rate swap products. See the "Non-Interest Income" section below for more details.
Adjusted annualized return on average assets is computed by dividing adjusted net income by average assets, as follows:
|
Three Months Ended September 30, |
Nine Months Ended September 30, |
||||||||||||||||||||||
| 2025 | 2024 | 2025 | 2024 | ||||||||||||||||||||
| ($ in thousands) | |||||||||||||||||||||||
| Net income, as adjusted (non-GAAP) | $ | 164,088 | $ | 96,754 | $ | 404,569 | $ | 267,845 | |||||||||||||||
| Average assets (GAAP) | $ | 63,046,215 | $ | 62,242,022 | $ | 62,224,382 | $ | 61,674,588 | |||||||||||||||
| Annualized return on average assets, as adjusted (non-GAAP) | 1.04 | % | 0.62 | % | 0.87 | % | 0.58 | % | |||||||||||||||
Adjusted annualized return on average shareholders' equity is computed by dividing adjusted net income by average shareholders' equity, as follows:
|
Three Months Ended September 30, |
Nine Months Ended September 30, |
||||||||||||||||||||||
| 2025 | 2024 | 2025 | 2024 | ||||||||||||||||||||
| ($ in thousands) | |||||||||||||||||||||||
| Net income, as adjusted (non-GAAP) | $ | 164,088 | $ | 96,754 | $ | 404,569 | $ | 267,845 | |||||||||||||||
| Average shareholders' equity (GAAP) | $ | 7,616,810 | $ | 6,862,555 | $ | 7,533,660 | $ | 6,781,022 | |||||||||||||||
| Annualized return on average shareholders' equity, as adjusted (non-GAAP) | 8.62 | % | 5.64 | % | 7.16 | % | 5.27 | % | |||||||||||||||
ROATE and adjusted ROATE are computed by dividing net income and adjusted net income, respectively, by average shareholders' equity less average goodwill and average other intangible assets, as follows:
|
Three Months Ended September 30, |
Nine Months Ended September 30, |
||||||||||||||||||||||
| 2025 | 2024 | 2025 | 2024 | ||||||||||||||||||||
| ($ in thousands) | |||||||||||||||||||||||
| Net income, as reported (GAAP) | $ | 163,355 | $ | 97,856 | $ | 402,580 | $ | 264,560 | |||||||||||||||
| Net income, as adjusted (non-GAAP) | $ | 164,088 | $ | 96,754 | $ | 404,569 | $ | 267,845 | |||||||||||||||
| Average shareholders' equity (GAAP) | $ | 7,616,810 | $ | 6,862,555 | $ | 7,533,660 | $ | 6,781,022 | |||||||||||||||
| Less: Average goodwill and other intangible assets (GAAP) | 1,980,434 | 2,008,692 | 1,987,242 | 2,016,790 | |||||||||||||||||||
| Average tangible shareholders' equity (non-GAAP) | $ | 5,636,376 | $ | 4,853,863 | $ | 5,546,418 | $ | 4,764,232 | |||||||||||||||
| Annualized ROATE (non-GAAP) | 11.59 | % | 8.06 | % | 9.68 | % | 7.40 | % | |||||||||||||||
| Annualized ROATE, as adjusted (non-GAAP) | 11.64 | % | 7.97 | % | 9.73 | % | 7.50 | % | |||||||||||||||
The efficiency ratio is computed as follows:
|
Three Months Ended September 30, |
Nine Months Ended September 30, |
||||||||||||||||||||||
| 2025 | 2024 | 2025 | 2024 | ||||||||||||||||||||
| ($ in thousands) | |||||||||||||||||||||||
| Total non-interest expense, as reported (GAAP) | $ | 281,985 | $ | 269,471 | $ | 842,725 | $ | 827,278 | |||||||||||||||
| Less: Loss on extinguishment of debt (pre-tax) | - | - | 922 | - | |||||||||||||||||||
|
Less: FDIC special assessment (pre-tax)(1)
|
(3,817) | - | (3,817) | 8,757 | |||||||||||||||||||
|
Less: Restructuring charge (pre-tax)(2)
|
3,854 | - | 4,654 | 954 | |||||||||||||||||||
| Less: Amortization of tax credit investments (pre-tax) | 8,147 | 5,853 | 26,601 | 17,206 | |||||||||||||||||||
|
Less: Litigation reserve (pre-tax) (3)
|
1,012 | - | 1,012 | - | |||||||||||||||||||
| Total non-interest expense, as adjusted (non-GAAP) | $ | 272,789 | $ | 263,618 | $ | 813,353 | $ | 800,361 | |||||||||||||||
| Net interest income, as reported (GAAP) | 446,224 | 410,498 | 1,298,737 | 1,205,731 | |||||||||||||||||||
| Total non-interest income, as reported (GAAP) | 64,887 | 60,671 | 185,785 | 173,299 | |||||||||||||||||||
|
Add: Net losses on the sale of commercial real estate loans (pre-tax) (4)
|
- | 5,794 | - | 5,794 | |||||||||||||||||||
|
Less: (Gains) losses on available for sale and held to maturity debt securities, net (pre-tax) (5)
|
(28) | 1 | (17) | 12 | |||||||||||||||||||
|
Less: Litigation settlements (pre-tax)(6)
|
- | (7,334) | - | (7,334) | |||||||||||||||||||
|
Less: Gain on sale of commercial premium finance lending division (pre-tax) (7)
|
- | - | - | (3,629) | |||||||||||||||||||
| Gross operating income, as adjusted (non-GAAP) | $ | 511,083 | $ | 469,630 | $ | 1,484,505 | $ | 1,373,873 | |||||||||||||||
| Efficiency ratio (non-GAAP) | 53.37 | % | 56.13 | % | 54.79 | % | 58.26 | % | |||||||||||||||
|
(1)
|
Represents the change in estimated special assessment losses included in the FDIC insurance assessment expense. | |||||||||||||||||||||||||||||||
|
(2)
|
Represents severance expense related to workforce reductions within salary and employee benefits expense.
|
|||||||||||||||||||||||||||||||
|
(3)
|
Represents legal reserves and settlement charges included in professional and legal fees. | |||||||||||||||||||||||||||||||
|
(4)
|
Represents actual and mark to market losses on bulk performing commercial real estate loan sales included in gains (losses) on sales of loans, net. | |||||||||||||||||||||||||||||||
|
(5)
|
Included in gains on securities transactions, net.
|
|||||||||||||||||||||||||||||||
|
(6)
|
Represents recoveries from legal settlements included in other income. | |||||||||||||||||||||||||||||||
|
(7)
|
Included in other income within non-interest income. | |||||||||||||||||||||||||||||||
Tangible book value per common share is computed by dividing shareholders' equity less preferred stock, goodwill and other intangible assets by common shares outstanding, as follows:
|
September 30, 2025 |
December 31, 2024 |
||||||||||
| ($ in thousands, except for share data) | |||||||||||
| Common shares outstanding | 560,784,352 | 558,786,093 | |||||||||
| Shareholders' equity (GAAP) | $ | 7,695,374 | $ | 7,435,127 | |||||||
| Less: Preferred stock | 354,345 | 354,345 | |||||||||
| Less: Goodwill and other intangible assets | 1,976,594 | 1,997,597 | |||||||||
| Tangible common shareholders' equity (non-GAAP) | $ | 5,364,435 | $ | 5,083,185 | |||||||
| Book value per common share (GAAP) | $ | 13.09 | $ | 12.67 | |||||||
| Tangible book value per common share (non-GAAP) | $ | 9.57 | $ | 9.10 | |||||||
Net Interest Income
Net interest income on a tax equivalent basis of $447.5 million for the third quarter 2025 increased $13.8 million compared to the second quarter 2025 and increased $35.7 million as compared to the third quarter 2024. Interest income on a tax equivalent basis increased $21.9 million to $828.2 million for the third quarter 2025 as compared to the second quarter 2025. The increase was mostly driven by (i) higher yields on most new loan originations, (ii) increases in average loans and taxable investments and (iii) one additional day in the third quarter 2025. Total interest expense increased $8.1 million to $380.7 million for the third quarter 2025 as compared to the second quarter 2025. The increase was largely due to a $1.1 billion increase in average interest bearing deposit balances, partially offset by the positive impact of the early redemption of $115 million of subordinated notes on June 15, 2025, lower utilization of short-term FHLB borrowings and the repayment of higher-cost indirect customer deposits throughout the third quarter 2025.
Average interest earning assets increased $971.5 million to $58.6 billion for the third quarter 2025 as compared to the third quarter 2024 mainly due to a $1.5 billion increase in average taxable investments largely resulting from purchases of residential mortgage-backed securities classified as available for sale over the past 12 months and, to a lesser extent, higher excess liquidity held in overnight interest-bearing deposits with banks. These items were partially offset by a $856.1 million decrease in average loan balances mostly caused by our strategic efforts to reduce the level of transactional commercial real estate loans in our portfolio. Compared to the second quarter 2025, average interest earning assets increased by $1.1 billion during the third quarter 2025. The increase was primarily driven by increases of $663.6 million, $238.2 million, and $171.5 million in average overnight interest bearing cash, loans and taxable investment balances, respectively.
Average interest bearing liabilities increased $20.7 million to $42.7 billion for the third quarter 2025 as compared to the third quarter 2024 primarily due to an increase of $376.3 million in average interest bearing deposits, partially offset by a decrease of $363.5 million in long-term borrowings. As compared to the second quarter 2025, average interest bearing liabilities increased by $763.9 millionfor the third quarter 2025 largelydue to an increases in both average savings, NOW and money market and time deposit balances, partially offset by lower long and short-term average FHLB advances and the redemption of certain subordinated notes in June 2025. See additional information under "Deposits and Other Borrowings"in the Executive Summary section above.
Net interest margin on a tax equivalent basis of 3.05 percent for the third quarter 2025 increased by 4 basis points from 3.01 percent for the second quarter 2025 and increased 19 basis points from 2.86 percent for the third quarter 2024. The increase as compared to the second quarter 2025 was mostly due to the 5 basis point increase in the yield on average interest earning assets largely caused by higher interest rates on most new loan originations in the third quarter 2025 and higher yielding investment purchases during the last six months, which were both partially offset by our elevated cash position. The overall cost of average interest bearing liabilities increased 1 basis points to 3.57 percent for the third quarter 2025 as compared to the second quarter 2025 mostly due to a 4 basis point increase in the cost of non-maturity interest bearing deposits, partially offset by a lower overall cost of time deposits mostly driven by the repayment of indirect customer CD maturities. Our cost of total average deposits was 2.69 percent for the third quarter 2025 as compared to 2.67 percent and 3.25 percent for the second quarter 2025 and the third quarter 2024, respectively.
In Valley's Annual Report, we provided guidance that we anticipated net interest income growth of approximately 9 to 12 percent for the full year of 2025 as compared to $1.6 billion reported for 2024. Based upon our current projections, we now expect 8 percent growth in our net interest income for 2025 largely due to lower anticipated loan growth of approximately 2 percent for same period. Our forecasts include additional assumptions and, therefore, we cannot provide any assurances that our future net interest income or margin will meet our current estimates or remain near the levels reported for the third quarter 2025. For a detailed discussion on the risks related to interest rates please refer to Part I, Item 1A. "Risk Factors" in Valley's Annual Report.
The following table reflects the components of net interest income for the three months ended September 30, 2025, June 30, 2025 and September 30, 2024:
Quarterly Analysis of Average Assets, Liabilities and Shareholders' Equity and
Net Interest Income on a Tax Equivalent Basis
| Three Months Ended | |||||||||||||||||||||||||||||||||||||||||||||||||||||
| September 30, 2025 | June 30, 2025 | September 30, 2024 | |||||||||||||||||||||||||||||||||||||||||||||||||||
|
Average Balance |
Interest |
Average Rate |
Average Balance |
Interest |
Average Rate |
Average Balance |
Interest |
Average Rate |
|||||||||||||||||||||||||||||||||||||||||||||
| ($ in thousands) | |||||||||||||||||||||||||||||||||||||||||||||||||||||
| Assets | |||||||||||||||||||||||||||||||||||||||||||||||||||||
| Interest earning assets: | |||||||||||||||||||||||||||||||||||||||||||||||||||||
|
Loans (1)(2)
|
$ | 49,270,853 | $ | 733,214 | 5.95 | % | $ | 49,032,637 | $ | 720,305 | 5.88 | % | $ | 50,126,963 | $ | 786,704 | 6.28 | % | |||||||||||||||||||||||||||||||||||
|
Taxable investments (3)
|
7,522,290 | 75,102 | 3.99 | 7,350,792 | 72,692 | 3.96 | 5,977,211 | 55,629 | 3.72 | ||||||||||||||||||||||||||||||||||||||||||||
|
Tax-exempt investments (1)(3)
|
540,491 | 5,837 | 4.32 | 544,302 | 5,925 | 4.35 | 573,059 | 6,145 | 4.29 | ||||||||||||||||||||||||||||||||||||||||||||
| Interest bearing deposits with banks | 1,289,519 | 14,019 | 4.35 | 625,893 | 7,357 | 4.70 | 974,417 | 13,385 | 5.49 | ||||||||||||||||||||||||||||||||||||||||||||
| Total interest earning assets | 58,623,153 | 828,172 | 5.65 | 57,553,624 | 806,279 | 5.60 | 57,651,650 | 861,863 | 5.98 | ||||||||||||||||||||||||||||||||||||||||||||
| Allowance for credit losses | (594,033) | (593,858) | (529,100) | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Cash and due from banks | 327,594 | 427,930 | 428,342 | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Other assets | 4,821,632 | 4,863,028 | 4,868,455 | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Unrealized losses on securities available for sale, net | (132,131) | (143,779) | (177,325) | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Total assets | $ | 63,046,215 | $ | 62,106,945 | $ | 62,242,022 | |||||||||||||||||||||||||||||||||||||||||||||||
| Liabilities and Shareholders' Equity | |||||||||||||||||||||||||||||||||||||||||||||||||||||
| Interest bearing liabilities: | |||||||||||||||||||||||||||||||||||||||||||||||||||||
| Savings, NOW and money market deposits | $ | 27,005,791 | $ | 210,921 | 3.12 | % | $ | 26,451,349 | $ | 203,390 | 3.08 | % | $ | 25,017,504 | $ | 235,371 | 3.76 | % | |||||||||||||||||||||||||||||||||||
| Time deposits | 12,621,182 | 133,108 | 4.22 | 12,119,461 | 129,324 | 4.27 | 14,233,209 | 174,741 | 4.91 | ||||||||||||||||||||||||||||||||||||||||||||
| Total interest bearing deposits | 39,626,973 | 344,029 | 3.47 | 38,570,810 | 332,714 | 3.45 | 39,250,713 | 410,112 | 4.18 | ||||||||||||||||||||||||||||||||||||||||||||
| Short-term borrowings | 89,147 | 555 | 2.49 | 196,491 | 1,736 | 3.53 | 81,251 | 451 | 2.22 | ||||||||||||||||||||||||||||||||||||||||||||
|
Long-term borrowings (4)
|
2,961,510 | 36,115 | 4.88 | 3,146,434 | 38,154 | 4.85 | 3,324,992 | 39,488 | 4.75 | ||||||||||||||||||||||||||||||||||||||||||||
| Total interest bearing liabilities | 42,677,630 | 380,699 | 3.57 | 41,913,735 | 372,604 | 3.56 | 42,656,956 | 450,051 | 4.22 | ||||||||||||||||||||||||||||||||||||||||||||
| Non-interest bearing deposits | 11,540,351 | 11,336,314 | 11,158,521 | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Other liabilities | 1,211,424 | 1,332,665 | 1,563,990 | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Shareholders' equity | 7,616,810 | 7,524,231 | 6,862,555 | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Total liabilities and shareholders' equity | $ | 63,046,215 | $ | 62,106,945 | $ | 62,242,022 | |||||||||||||||||||||||||||||||||||||||||||||||
|
Net interest income/interest rate spread (5)
|
$ | 447,473 | 2.08 | % | $ | 433,675 | 2.04 | % | $ | 411,812 | 1.76 | % | |||||||||||||||||||||||||||||||||||||||||
| Tax equivalent adjustment | (1,249) | (1,267) | (1,314) | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Net interest income, as reported | $ | 446,224 | $ | 432,408 | $ | 410,498 | |||||||||||||||||||||||||||||||||||||||||||||||
|
Net interest margin (6)
|
3.04 | % | 3.01 | % | 2.85 | % | |||||||||||||||||||||||||||||||||||||||||||||||
| Tax equivalent effect | 0.01 | 0.00 | 0.01 | ||||||||||||||||||||||||||||||||||||||||||||||||||
|
Net interest margin on a fully tax equivalent basis (6)
|
3.05 | % | 3.01 | % | 2.86 | % | |||||||||||||||||||||||||||||||||||||||||||||||
The following table reflects the components of net interest income for the nine months ended September 30, 2025 and 2024:
| Nine Months Ended | |||||||||||||||||||||||||||||||||||
| September 30, 2025 | September 30, 2024 | ||||||||||||||||||||||||||||||||||
| Average Balance | Interest | Average Rate | Average Balance | Interest | Average Rate | ||||||||||||||||||||||||||||||
| ($ in thousands) | |||||||||||||||||||||||||||||||||||
| Assets | |||||||||||||||||||||||||||||||||||
| Interest earning assets: | |||||||||||||||||||||||||||||||||||
|
Loans (1)(2)
|
$ | 48,988,393 | $ | 2,157,150 | 5.87 | % | $ | 50,131,468 | $ | 2,329,268 | 6.20 | % | |||||||||||||||||||||||
|
Taxable investments (3)
|
7,326,223 | 217,356 | 3.96 | 5,485,564 | 145,055 | 3.53 | |||||||||||||||||||||||||||||
|
Tax-exempt investments (1)(3)
|
545,651 | 17,714 | 4.33 | 576,047 | 18,291 | 4.23 | |||||||||||||||||||||||||||||
| Interest bearing deposits with banks | 835,564 | 28,255 | 4.51 | 823,711 | 33,969 | 5.50 | |||||||||||||||||||||||||||||
| Total interest earning assets | 57,695,831 | 2,420,475 | 5.59 | 57,016,790 | 2,526,583 | 5.91 | |||||||||||||||||||||||||||||
| Allowance for credit losses | (588,541) | (485,760) | |||||||||||||||||||||||||||||||||
| Cash and due from banks | 391,109 | 429,510 | |||||||||||||||||||||||||||||||||
| Other assets | 4,878,016 | 4,881,831 | |||||||||||||||||||||||||||||||||
| Unrealized losses on securities available for sale, net | (152,033) | (167,783) | |||||||||||||||||||||||||||||||||
| Total assets | $ | 62,224,382 | $ | 61,674,588 | |||||||||||||||||||||||||||||||
| Liabilities and shareholders' equity | |||||||||||||||||||||||||||||||||||
| Interest bearing liabilities: | |||||||||||||||||||||||||||||||||||
| Savings, NOW and money market deposits | $ | 26,605,137 | $ | 614,532 | 3.08 | % | $ | 24,886,886 | $ | 699,474 | 3.75 | % | |||||||||||||||||||||||
| Time deposits | 12,107,648 | 387,501 | 4.27 | 13,384,437 | 486,248 | 4.84 | |||||||||||||||||||||||||||||
| Total interest bearing deposits | 38,712,785 | 1,002,033 | 3.45 | 38,271,323 | 1,185,722 | 4.13 | |||||||||||||||||||||||||||||
| Short-term borrowings | 196,958 | 5,237 | 3.55 | 570,419 | 21,754 | 5.08 | |||||||||||||||||||||||||||||
|
Long-term borrowings (4)
|
3,037,927 | 110,680 | 4.86 | 3,090,874 | 109,464 | 4.72 | |||||||||||||||||||||||||||||
| Total interest bearing liabilities | 41,947,670 | 1,117,950 | 3.55 | 41,932,616 | 1,316,940 | 4.19 | |||||||||||||||||||||||||||||
| Non-interest bearing deposits | 11,367,573 | 11,188,294 | |||||||||||||||||||||||||||||||||
| Other liabilities | 1,375,479 | 1,772,656 | |||||||||||||||||||||||||||||||||
| Shareholders' equity | 7,533,660 | 6,781,022 | |||||||||||||||||||||||||||||||||
| Total liabilities and shareholders' equity | $ | 62,224,382 | $ | 61,674,588 | |||||||||||||||||||||||||||||||
|
Net interest income/interest rate spread (5)
|
$ | 1,302,525 | 2.04 | % | $ | 1,209,643 | 1.72 | % | |||||||||||||||||||||||||||
| Tax equivalent adjustment | (3,788) | (3,912) | |||||||||||||||||||||||||||||||||
| Net interest income, as reported | $ | 1,298,737 | $ | 1,205,731 | |||||||||||||||||||||||||||||||
|
Net interest margin (6)
|
3.00 | % | 2.82 | % | |||||||||||||||||||||||||||||||
| Tax equivalent effect | 0.01 | 0.01 | |||||||||||||||||||||||||||||||||
|
Net interest margin on a fully tax equivalent basis (6)
|
3.01 | % | 2.83 | % | |||||||||||||||||||||||||||||||
(1)Interest income is presented on a tax equivalent basis using a 21 percent federal tax rate.
(2)Loans are stated net of unearned income and include non-accrual loans.
(3)The yield for securities that are classified as AFS is based on the average historical amortized cost.
(4)Includes junior subordinated debentures issued to capital trusts which are presented separately on the consolidated
statements of financial condition.
(5)Interest rate spread represents the difference between the average yield on interest earning assets and the average cost of interest bearing liabilities and is presented on a fully tax equivalent basis.
(6)Net interest income as a percentage of total average interest earning assets.
The following table demonstrates the relative impact on net interest income of changes in the volume of interest earning assets and interest bearing liabilities and changes in rates earned and paid by Valley on such assets and liabilities. Variances resulting from a combination of changes in volume and rates are allocated to the categories in proportion to the absolute dollar amounts of the change in each category.
Change in Net Interest Income on a Tax Equivalent Basis
|
Three Months Ended September 30, 2025 Compared to September 30, 2024 |
Nine Months Ended September 30, 2025 Compared to September 30, 2024 |
||||||||||||||||||||||||||||||||||
|
Change Due to Volume |
Change Due to Rate |
Total Change |
Change Due to Volume |
Change Due to Rate |
Total Change |
||||||||||||||||||||||||||||||
| (in thousands) | |||||||||||||||||||||||||||||||||||
| Interest Income: | |||||||||||||||||||||||||||||||||||
| Loans* | $ | (13,263) | $ | (40,227) | $ | (53,490) | $ | (52,268) | $ | (119,850) | $ | (172,118) | |||||||||||||||||||||||
| Taxable investments | 15,196 | 4,277 | 19,473 | 53,026 | 19,275 | 72,301 | |||||||||||||||||||||||||||||
| Tax-exempt investments* | (351) | 43 | (308) | (980) | 403 | (577) | |||||||||||||||||||||||||||||
| Federal funds sold and other interest bearing deposits | 3,780 | (3,146) | 634 | 482 | (6,196) | (5,714) | |||||||||||||||||||||||||||||
| Total increase (decrease) in interest income | 5,362 | (39,053) | (33,691) | 260 | (106,368) | (106,108) | |||||||||||||||||||||||||||||
| Interest Expense: | |||||||||||||||||||||||||||||||||||
| Savings, NOW and money market deposits | 17,694 | (42,144) | (24,450) | 45,890 | (130,832) | (84,942) | |||||||||||||||||||||||||||||
| Time deposits | (18,548) | (23,085) | (41,633) | (43,929) | (54,818) | (98,747) | |||||||||||||||||||||||||||||
| Short-term borrowings | 46 | 58 | 104 | (11,294) | (5,223) | (16,517) | |||||||||||||||||||||||||||||
| Long-term borrowings and junior subordinated debentures | (4,410) | 1,037 | (3,373) | (1,895) | 3,111 | 1,216 | |||||||||||||||||||||||||||||
| Total decrease in interest expense | (5,218) | (64,134) | (69,352) | (11,228) | (187,762) | (198,990) | |||||||||||||||||||||||||||||
| Total increase in net interest income | $ | 10,580 | $ | 25,081 | $ | 35,661 | $ | 11,488 | $ | 81,394 | $ | 92,882 | |||||||||||||||||||||||
*Interest income is presented on a tax equivalent basis using 21 percent as the federal tax rate.
Non-Interest Income
Non-interest income represented 12.7 percent and 12.9 percent of total net interest income plus non-interest income for the three months ended September 30, 2025 and 2024, respectively, and 12.5 percent and 12.6 percent for the nine months ended September 30, 2025 and 2024, respectively. For the three and nine months ended September 30, 2025, non-interest income increased $4.2 million and $12.5 million, respectively, as compared to the same periods in 2024 mainly driven by increases in service charges on deposit accounts, capital markets income and net gains on sales of loans. See further details below.
The following table presents the components of non-interest income for the three and nine months ended September 30, 2025 and 2024:
|
Three Months Ended September 30, |
Nine Months Ended September 30, |
||||||||||||||||||||||
| 2025 | 2024 | 2025 | 2024 | ||||||||||||||||||||
| (in thousands) | |||||||||||||||||||||||
| Wealth management and trust fees | $ | 16,134 | $ | 15,125 | $ | 45,221 | $ | 46,191 | |||||||||||||||
| Insurance commissions | 2,914 | 2,880 | 9,746 | 9,089 | |||||||||||||||||||
| Capital markets | 9,814 | 6,347 | 26,521 | 19,796 | |||||||||||||||||||
| Service charges on deposit accounts | 16,764 | 12,826 | 44,195 | 35,287 | |||||||||||||||||||
| Gains on securities transactions, net | 28 | 47 | 73 | 99 | |||||||||||||||||||
| Fees from loan servicing | 3,405 | 3,443 | 10,291 | 9,322 | |||||||||||||||||||
| Gains (losses) on sales of loans, net | 740 | (3,644) | 4,962 | (1,142) | |||||||||||||||||||
| Bank owned life insurance | 4,657 | 5,387 | 15,453 | 13,167 | |||||||||||||||||||
| Other | 10,431 | 18,260 | 29,323 | 41,490 | |||||||||||||||||||
| Total non-interest income | $ | 64,887 | $ | 60,671 | $ | 185,785 | $ | 173,299 | |||||||||||||||
Capital markets income increased $3.5 million and $6.7 million for the three and nine months ended September 30, 2025, respectively, as compared to the same periods in 2024. The increases for both periods were mostly due to fee income growth from higher volumes of (i) interest rate swap transactions related to commercial lending activities and (ii) loan syndication transactions.
Service charges on deposit accounts increased $3.9 million and $8.9 million for the three and nine months ended September 30, 2025, respectively, as compared to the same periods in 2024 mainly due to additional treasury management service related fees generated from commercial deposit accounts.
Net gains on sales of loans increased $4.4 millionand $6.1 million for the three and nine months ended September 30, 2025, respectively, as compared to the same periods in 2024 mainly due to a $5.8 million mark-to- market loss recognized during the third quarter of 2024 on the transfer of performing commercial real estate loans to loans held for sale. The net gains in both periods of 2025 were partially offset by a $1.3 million loss realized on the sale of one non-performing commercial real estate loan classified as held for sale during the third quarter 2025.
Bank owned life insurance income increased $2.3 million for the nine months ended September 30, 2025 as compared to the same period in 2024 largely driven by higher returns on the underlying investment securities during most of the 2025 period.
Other non-interest income decreased $7.8 million and $12.2 million for the three and nine months ended September 30, 2025, respectively, as compared to the same periods in 2024. The decrease as compared to the third quarter 2024 was mainly due to income from litigation settlements totaling $7.3 million recorded during the third quarter 2024. The decrease for the nine months ended September 30, 2025 was largely as a result of the aforementioned income from litigation settlements combined with a $3.6 million net gain realized on the sale of our commercial premium finance lending business during the first quarter 2024.
Non-Interest Expense
Non-interest expense increased $12.5 million and $15.4 million for the three and nine months ended September 30, 2025, respectively, as compared to the same periods in 2024 mainly due to increases in professional and legal fees, salary and employee benefits expense, and amortization of tax credit investments, partially offset by a decrease in the FDIC insurance assessment expense. See further details below.
The following table presents the components of non-interest expense for the three and nine months ended September 30, 2025 and 2024:
|
Three Months Ended September 30, |
Nine Months Ended September 30, |
||||||||||||||||||||||
| 2025 | 2024 | 2025 | 2024 | ||||||||||||||||||||
| (in thousands) | |||||||||||||||||||||||
| Salary and employee benefits expense | $ | 146,820 | $ | 138,832 | $ | 434,860 | $ | 421,478 | |||||||||||||||
| Net occupancy expense | 24,865 | 26,973 | 76,236 | 75,548 | |||||||||||||||||||
| Technology, furniture and equipment expense | 30,708 | 28,962 | 91,271 | 99,627 | |||||||||||||||||||
| FDIC insurance assessment | 8,357 | 14,792 | 33,416 | 47,474 | |||||||||||||||||||
| Amortization of other intangible assets | 7,544 | 8,692 | 22,990 | 26,672 | |||||||||||||||||||
| Professional and legal fees | 24,261 | 14,118 | 59,901 | 48,521 | |||||||||||||||||||
| Loss on extinguishment of debt | - | - | 922 | - | |||||||||||||||||||
| Amortization of tax credit investments | 8,147 | 5,853 | 26,601 | 17,206 | |||||||||||||||||||
| Other | 31,283 | 31,249 | 96,528 | 90,752 | |||||||||||||||||||
| Total non-interest expense | $ | 281,985 | $ | 269,471 | $ | 842,725 | $ | 827,278 | |||||||||||||||
Salary and employee benefits expense increased $8.0 million and $13.4 million for the three and nine months ended September 30, 2025, respectively, as compared to the same periods in 2024. The increases in both periods were mainly due to salary increases, including the impact of targeted investment in new talent, higher severance and medical insurance related expenses, partially offset by lower stock-based compensation expense. Severance expense related to workforce reductions totaled $3.9 million and $4.7 million three and nine months ended September 30, 2025, respectively, and $954 thousand for the nine months ended September 30, 2024. There were no severance charges related to workforce reductions for the three months ended September 30, 2024.
Net occupancy expense decreased $2.1 million for the three months ended September 30, 2025 as compared to the same period in 2024. The decrease was mainly due to lower rent related expenses and depreciation expense combined with higher rental income.
Technology, furniture and equipment expense decreased $8.4 million for the nine months ended September 30, 2025 as compared to the same period in 2024 mostly driven by a $5.1 million reduction in data processing expenses.
FDIC insurance assessment expense decreased $6.4 million and $14.1 million for the three and nine months ended September 30, 2025, respectively, as compared to the same periods of 2024. The decreases mostly reflect the impact of changes in the total estimated expense related to the FDIC special assessment.
Professional and legal fees increased $10.1 million and $11.4 million for the three and nine months ended September 30, 2025, respectively, as compared to the same periods of 2024. The increases for both periods were largely due to higher consulting fees related to enhancing our business operating model and other transformation efforts. Legal fees also increased $3.1 million and $1.5 million for the three and nine months ended September 30, 2025, respectively, as compared to the same periods of 2024. Overall, we expect the higher level of professional and legal fees incurred during the third quarter 2025 to continue into the fourth quarter 2025 and, at least, the first half of 2026.
Amortization of tax credit investments increased $2.3 million and $9.4 million for the three and nine months ended September 30, 2025, respectively, as compared to the same periods in 2024 mainly due to large purchases of tax-advantaged investments over the last twelve months. See Note 14 for more details regarding our tax credit investments.
Other non-interest expense increased $5.8 million for the nine months ended September 30, 2025 as compared to the same period in 2024. The increase was largely due to the fair valuation write-down totaling $2.9 million related to one commercial real estate OREO property and a $2.9 million loss on sale of commercial OREO property.
Income Taxes
Income tax expense totaled $46.6 million for the third quarter 2025 as compared to $39.9 million for the second quarter 2025 and $28.8 million for the third quarter 2024. Our effective tax rate was 22.2 percent, 23.1 percent and 22.7 percent for the third quarter 2025, second quarter 2025 and third quarter 2024, respectively. The moderate decrease in the effective tax rate for the third quarter 2025 was primarily due to larger investment in tax credits.
GAAP requires that any change in judgment or change in measurement of a tax position taken in a prior annual period be recognized as a discrete event in the quarter in which it occurs, rather than being recognized as a change in effective tax rate for the current year. Our adherence to these tax guidelines may result in volatile effective income tax rates in future quarterly and annual periods. Factors that could impact management's judgment include changes in income, tax laws and regulations, and tax planning strategies.
On July 4, 2025, the OBBBA was signed into law. The OBBBA extends or reinstates certain provisions of the 2017 Tax Cuts and Jobs Act, includes tax relief measures, modifies certain energy tax credits and sets various limits on tax deductions, among other key provisions. The enactment of the OBBBA did not have a material impact on our consolidated financial statements for the third quarter 2025. We will continue to evaluate certain provisions of the OBBBA that are effective starting in 2026, but they are also not expected to have a material impact on our consolidated financial statements.
Based on the current information available (exclusive of any discrete events), we anticipate that our effective tax rate will be approximately within the 23 to 24 percent range for the fourth quarter 2025.
Operating Segments
Valley manages its business operations under operating segments consisting of Consumer Banking and Commercial Banking. Activities not assigned to the operating segments are included in Treasury and Corporate Other. The accounting for each operating segment and Treasury and Corporate Other includes internal accounting policies designed to measure consistent and reasonable financial reporting and may result in income and expense measurements that differ from amounts under GAAP. The financial reporting for each segment contains allocations and reporting in line with Valley's operations, which may not necessarily be comparable to those of any other financial institution. Furthermore, changes in management structure or allocation methodologies and procedures may result in changes in reported segment financial data. Certain prior period amounts have been reclassified to conform to the current presentation for each operating segment and Treasury and Corporate Other. See Note 15 to the consolidated financial statements for additional details.
The following tables present the financial data for Valley's operating segments, and Treasury and Corporate Other for the three months ended September 30, 2025 and 2024:
| Three Months Ended September 30, 2025 | |||||||||||||||||||||||
|
Consumer Banking |
Commercial Banking |
Treasury and Corporate Other | Total | ||||||||||||||||||||
| ($ in thousands) | |||||||||||||||||||||||
|
Average interest earning assets
|
$ | 10,828,927 | $ | 38,441,926 | $ | 9,352,300 | $ | 58,623,153 | |||||||||||||||
| Interest income | $ | 134,090 | $ | 597,875 | $ | 94,958 | $ | 826,923 | |||||||||||||||
| Interest expense | 70,362 | 249,577 | 60,760 | 380,699 | |||||||||||||||||||
| Net interest income | 63,728 | 348,298 | 34,198 | 446,224 | |||||||||||||||||||
| Provision for credit losses | 3,353 | 15,818 | - | 19,171 | |||||||||||||||||||
| Net interest income after provision for credit losses | 60,375 | 332,480 | 34,198 | 427,053 | |||||||||||||||||||
| Non-interest income | 37,878 | 22,665 | 4,344 | 64,887 | |||||||||||||||||||
| Non-interest expense | |||||||||||||||||||||||
| Salary and employee benefits expense | 34,885 | 93,158 | 18,777 | 146,820 | |||||||||||||||||||
| Net occupancy expense | 4,668 | 16,241 | 3,956 | 24,865 | |||||||||||||||||||
| Technology, furniture, and equipment expense | 7,142 | 19,108 | 4,458 | 30,708 | |||||||||||||||||||
| FDIC insurance assessment | 2,680 | 9,494 | (3,817) | 8,357 | |||||||||||||||||||
| Professional and legal fees | 3,739 | 17,413 | 3,109 | 24,261 | |||||||||||||||||||
| Other segment items * | 14,285 | 14,986 | 17,703 | 46,974 | |||||||||||||||||||
| Total non-interest expense | $ | 67,399 | $ | 170,400 | $ | 44,186 | $ | 281,985 | |||||||||||||||
| Income (loss) before income taxes | $ | 30,854 | $ | 184,745 | $ | (5,644) | $ | 209,955 | |||||||||||||||
|
Return on average interest earning assets (pre-tax)
|
1.14 | % | 1.92 | % | (0.24) | % | 1.43 | % | |||||||||||||||
| Net interest margin | 2.35 | % | 3.62 | % | 1.46 | % | 3.04 | % | |||||||||||||||
| Three Months Ended September 30, 2024 | |||||||||||||||||||||||
|
Consumer Banking |
Commercial Banking |
Treasury and Corporate Other | Total | ||||||||||||||||||||
| ($ in thousands) | |||||||||||||||||||||||
|
Average interest earning assets
|
$ | 9,918,669 | $ | 40,208,294 | $ | 7,524,687 | $ | 57,651,650 | |||||||||||||||
| Interest income | $ | 123,252 | $ | 659,587 | $ | 77,710 | $ | 860,549 | |||||||||||||||
| Interest expense | 77,409 | 313,945 | 58,697 | 450,051 | |||||||||||||||||||
| Net interest income | 45,843 | 345,642 | 19,013 | 410,498 | |||||||||||||||||||
| Provision (credit) for credit losses | 6,007 | 69,031 | (14) | 75,024 | |||||||||||||||||||
| Net interest income after provision for credit losses | 39,836 | 276,611 | 19,027 | 335,474 | |||||||||||||||||||
| Non-interest income | 35,940 | 17,198 | 7,533 | 60,671 | |||||||||||||||||||
| Non-interest expense | |||||||||||||||||||||||
| Salary and employee benefits expense | 30,798 | 94,896 | 13,138 | 138,832 | |||||||||||||||||||
| Net occupancy expense | 4,715 | 18,804 | 3,454 | 26,973 | |||||||||||||||||||
| Technology, furniture, and equipment expense | 5,898 | 19,598 | 3,466 | 28,962 | |||||||||||||||||||
| FDIC insurance assessment | 2,922 | 11,870 | - | 14,792 | |||||||||||||||||||
| Professional and legal fees | 2,380 | 10,397 | 1,341 | 14,118 | |||||||||||||||||||
| Other segment items * | 13,628 | 11,827 | 20,339 | 45,794 | |||||||||||||||||||
| Total non-interest expense | $ | 60,341 | $ | 167,392 | $ | 41,738 | $ | 269,471 | |||||||||||||||
| Income (loss) before income taxes | $ | 15,435 | $ | 126,417 | $ | (15,178) | $ | 126,674 | |||||||||||||||
|
Return on average interest earning assets (pre-tax)
|
0.62 | % | 1.26 | % | (0.81) | % | 0.88 | % | |||||||||||||||
| Net interest margin | 1.85 | % | 3.44 | % | 1.01 | % | 2.85 | % | |||||||||||||||
| * |
Other segment items include amortization of intangible assets, amortization of tax credit investments and other general operating expenses. |
||||
Consumer Banking Segment
The Consumer Banking segment represented 20.0 percent of our loan portfolio at September 30, 2025, and was mainly comprised of residential mortgage loans and automobile loans, and to a lesser extent, home equity loans, secured personal lines of credit and other consumer loans (including credit card loans). The duration of the residential mortgage loan portfolio (which represented 11.8 percent of our loan portfolio at September 30, 2025) is subject to movements in the market level of interest rates and forecasted prepayment speeds. The weighted average life of the automobile loans portfolio (which represented 4.4 percent of total loans at September 30, 2025) is relatively unaffected by movements in the market level of interest rates. However, the average life may be impacted by new loans as a result of the availability of credit within the automobile marketplace and consumer demand for purchasing new or used automobiles. Consumer Banking also includes the Wealth Management and Insurance Services Division, comprised of asset management advisory, brokerage, trust, personal and title insurance, tax credit advisory services, and our international and domestic private banking businesses.
Consumer Banking's average interest earning assets increased $910.3 million to $10.8 billion for the third quarter 2025 as compared to the same period of 2024. The increase was mostly due to strong growth in our automobile loan portfolio over the last 12-month period and, to a lesser extent, residential mortgage loan growth and an increase in average other consumer loans mainly driven by higher secured personal lines of credit balances. See additional details in the "Loan Portfolio" section of this MD&A.
Income before income taxes generated by the Consumer Banking segment increased $15.4 million to $30.9 million for the third quarter 2025 as compared to the third quarter 2024. The increase was mainly driven by an increase in net interest income and, to a lesser extent, a lower provision for credit losses, partially offset by an increase in non-interest expense. Net interest income for this segment increased $17.9 million mainly due to the aforementioned
growth in average loans coupled with lower funding costs. The provision for credit losses decreased $2.7 million for the third quarter 2025 as compared to the third quarter 2024 mainly due to the impact of $8.0 million of qualitative reserves related to the estimated impact of Hurricane Helenerecorded during the third quarter 2024, and an improvement in the linked quarter change in quantitative reserves of our allowance for credit losses for loans at September 30, 2025 as compared to one year ago. Non-interest expense increased $7.1 million for the third quarter 2025 largely due to (i) increased salary and employee benefits expense, including higher severance and medical insurance related expenses, and (ii) increased professional and legal fees. See further details in the "Non-Interest Income" section of this MD&A.
Net interest margin on the Consumer Banking portfolio increased 50 basis points to 2.35 percent for the third quarter 2025 as compared to the third quarter 2024 mainly due to a 52 basis point decrease in the costs associated with our funding sources combined with a 2 basis point decrease in the yield on average loans. The decrease in our funding costs was mainly driven by lower interest rates on most deposit products during the third quarter 2025 as compared to one year ago and the repayment of maturing higher cost time deposits over the last 12-month period. See the "Net Interest Income" section above for more details on our net interest margin and funding sources.
Commercial Banking Segment
The Commercial Banking segment is comprised of floating rate and adjustable rate commercial and industrial loans and construction loans, as well as fixed rate owner occupied and commercial real estate loans. Due to the portfolio's interest rate characteristics, Commercial Banking is Valley's operating segment that is most sensitive to movements in market interest rates. Commercial and industrial loans totaled approximately $10.8 billion and represented 21.8 percent of the total loan portfolio at September 30, 2025. Commercial real estate and construction loans totaled $28.7 billion and represented 58.2 percent of the total loan portfolio at September 30, 2025.
Average interest earning assets in the Commercial Banking segment decreased $1.8 billion to $38.4 billion for the third quarter 2025 as compared to the third quarter 2024. The decrease was mostly due to the bulk sales of certain performing commercial real estate loans during the fourth quarter 2024 and continued runoff of transactional commercial real estate loans, partially offset by strong growth in commercial and industrial loans over the last 12-month period. See additional details in the "Loan Portfolio" section of this MD&A.
Income before income taxes for Commercial Banking increased $58.3 million to $184.7 million for the third quarter 2025 as compared to the same period of 2024 mainly due to a decrease in the provision for credit losses and higher non-interest income. The provision for credit losses decreased $53.2 million to $15.8 million as compared to the same period in 2024 mainly due to a decline in the impact of net loan charge-offs and the change in quantitative reserves within our allowance for credit losses for loans as compared to one year ago. See more information in the "Allowance for Credit Losses for Loans" section of this MD&A. Non-interest income increased $5.5 million during the third quarter 2025 mainly due to higher service charges on deposit accounts related to treasury management services for commercial deposit customers and an increase in capital markets income. See further details in the "Non-Interest Income" section of this MD&A.
The net interest margin for this segment increased 18 basis points to 3.62 percent for the third quarter 2025 as compared to the third quarter 2024 due to a 52 basis point decrease in the cost of our funding sources, partially offset by a 34 basis point decrease in the yield on average loans.
Treasury and Corporate Other
Treasury and Corporate Other largely consists of the Treasury managed HTM debt securities and AFS debt securities portfolios mainly utilized for the liquidity management needs of our lending segments and income and expense items resulting from support functions not directly attributable to a specific segment. Interest income is generated through investments in various types of securities (mainly comprised of fixed rate securities) and interest-bearing deposits with other banks (primarily the Federal Reserve Bank of New York). Expenses related to the branch network, all other components of retail banking, along with the back office departments of the Bank are allocated from Treasury and Corporate Other to operating segments. Other non-interest income items and general
expenses are allocated from Treasury and Corporate Other to each operating segment utilizing a methodology that involves an allocation of operating and funding costs based on each segment's respective mix of average interest earning assets outstanding for the period, number of deposits, or direct allocations to the segments based on the nature of income and expense. Unallocated items included in Treasury and Corporate Other mainly consist of net gains and losses on AFS and HTM securities transactions, amortization of tax credit investments, as well as other non-core items, including loss on extinguishment of debt, corporate restructuring charges and the FDIC special assessment.
Treasury and Corporate Other's average interest earning assets increased $1.8 billion to $9.4 billion for the third quarter 2025 compared to the third quarter 2024 mostly resulting from additional purchases of residential mortgage-backed securities classified as AFS over the last 12-month period and, to a lesser extent, a $315.1 million increase in average interest bearing cash held in overnight accounts.
For the third quarter 2025, loss before income taxes totaled $5.6 million compared to $15.2 million of income before taxes for the same period in 2024. The $9.5 million improvement in the pre-tax loss from the third quarter 2024 was mainly driven by a $15.2 million increase in net interest income primarily resulting from the increase in average taxable investments, partially offset by lower non-interest income. Non-interest income decreased $3.2 million for the third quarter 2025 as compared to the same period in 2024 mainly due to income from litigation settlements totaling $7.3 million recorded during the third quarter 2024, partially offset by net incremental increases in other non-interest income categories. Non-interest expense increased $2.4 million to $44.2 million for the third quarter 2025 as compared to the same period in 2024 mainly due to increases in salary and employee benefits expense and the amortization of tax credit investments, partially offset by lower FDIC insurance assessment expense. See further details in the "Non-Interest Income" and "Non-Interest Expense" sections of this MD&A.
Treasury and Corporate Other's net interest margin increased 45 basis points to 1.46 percent for the third quarter 2025 as compared to the third quarter 2024 due to a 52 basis point decrease in the cost of our funding sources, partially offset by a 7 basis point decrease in the yield on average interest earning assets.
The following tables present the financial data for Valley's operating segments and Treasury and Corporate Other for the nine months ended September 30, 2025 and 2024:
| Nine Months Ended September 30, 2025 | |||||||||||||||||||||||
|
Consumer Banking |
Commercial Banking |
Treasury and Corporate Other | Total | ||||||||||||||||||||
| ($ in thousands) | |||||||||||||||||||||||
| Average interest earning assets | $ | 10,565,249 | $ | 38,423,144 | $ | 8,707,438 | $ | 57,695,831 | |||||||||||||||
| Interest income | $ | 387,169 | $ | 1,766,193 | $ | 263,325 | $ | 2,416,687 | |||||||||||||||
| Interest expense | 204,719 | 744,511 | 168,720 | 1,117,950 | |||||||||||||||||||
| Net interest income | 182,450 | 1,021,682 | 94,605 | 1,298,737 | |||||||||||||||||||
| (Credit) provision for credit losses | (4,663) | 124,304 | (10) | 119,631 | |||||||||||||||||||
| Net interest income after provision for credit losses | 187,113 | 897,378 | 94,615 | 1,179,106 | |||||||||||||||||||
| Non-interest income | 104,424 | 66,666 | 14,695 | 185,785 | |||||||||||||||||||
| Non-interest expense | |||||||||||||||||||||||
| Salary and employee benefits expense | 99,153 | 295,321 | 40,386 | 434,860 | |||||||||||||||||||
| Net occupancy expense | 14,145 | 50,658 | 11,433 | 76,236 | |||||||||||||||||||
| Technology, furniture, and equipment expense | 19,645 | 59,430 | 12,196 | 91,271 | |||||||||||||||||||
| FDIC insurance assessment | 8,030 | 29,203 | (3,817) | 33,416 | |||||||||||||||||||
| Professional and legal fees | 9,982 | 42,547 | 7,372 | 59,901 | |||||||||||||||||||
| Loss on extinguishment of debt | - | - | 922 | 922 | |||||||||||||||||||
| Other segment items * | 40,592 | 47,766 | 57,761 | 146,119 | |||||||||||||||||||
| Total non-interest expense | $ | 191,547 | $ | 524,925 | $ | 126,253 | $ | 842,725 | |||||||||||||||
| Income (loss) before income taxes | $ | 99,990 | $ | 439,119 | $ | (16,943) | $ | 522,166 | |||||||||||||||
| Return on average interest earning assets (pre-tax) | 1.26 | % | 1.52 | % | (0.26) | % | 1.21 | % | |||||||||||||||
| Net interest margin | 2.31 | % | 3.55 | % | 1.45 | % | 3.00 | % | |||||||||||||||
| Nine Months Ended September 30, 2024 | |||||||||||||||||||||||
|
Consumer Banking |
Commercial Banking |
Treasury and Corporate Other | Total | ||||||||||||||||||||
| ($ in thousands) | |||||||||||||||||||||||
| Average interest earning assets | $ | 9,848,502 | $ | 40,282,966 | $ | 6,885,322 | $ | 57,016,790 | |||||||||||||||
| Interest income | $ | 355,551 | $ | 1,969,805 | $ | 197,315 | $ | 2,522,671 | |||||||||||||||
| Interest expense | 227,475 | 930,432 | 159,033 | 1,316,940 | |||||||||||||||||||
| Net interest income | 128,076 | 1,039,373 | 38,282 | 1,205,731 | |||||||||||||||||||
| Provision (credit) for credit losses | 13,899 | 188,524 | (129) | 202,294 | |||||||||||||||||||
| Net interest income after provision for credit losses | 114,177 | 850,849 | 38,411 | 1,003,437 | |||||||||||||||||||
| Non-interest income | 100,673 | 56,822 | 15,804 | 173,299 | |||||||||||||||||||
| Non-interest expense | |||||||||||||||||||||||
| Salary and employee benefits expense | 89,231 | 296,176 | 36,071 | 421,478 | |||||||||||||||||||
| Net occupancy expense | 13,245 | 53,314 | 8,989 | 75,548 | |||||||||||||||||||
| Technology, furniture, and equipment expense | 19,024 | 69,603 | 11,000 | 99,627 | |||||||||||||||||||
| FDIC insurance assessment | 7,606 | 31,111 | 8,757 | 47,474 | |||||||||||||||||||
| Professional and legal fees | 7,585 | 36,734 | 4,202 | 48,521 | |||||||||||||||||||
| Other segment items * | 39,159 | 36,675 | 58,796 | 134,630 | |||||||||||||||||||
| Total non-interest expense | $ | 175,850 | $ | 523,613 | $ | 127,815 | $ | 827,278 | |||||||||||||||
| Income (loss) before income taxes | $ | 39,000 | $ | 384,058 | $ | (73,600) | $ | 349,458 | |||||||||||||||
| Return on average interest earning assets (pre-tax) | 0.53 | % | 1.27 | % | (1.43) | % | 0.82 | % | |||||||||||||||
| Net interest margin | 1.73 | % | 3.44 | % | 0.74 | % | 2.82 | % | |||||||||||||||
Consumer Banking Segment
The Consumer Banking segment's average interest earning assets increased $716.7 million to $10.6 billion for the nine months ended September 30, 2025 as compared to the same period in 2024. The increase was mostly due to strong growth in our automobile loan portfolio over the last 12-month period and, to a lesser extent, higher average residential mortgage and home equity loan balances. These increases were partially offset by a moderate decline in average other consumer loans mainly driven by lower secured personal lines of credit balances.
Income before income taxes generated by Consumer Banking increased $61.0 million to $100.0 million for the nine months ended September 30, 2025 as compared to the same period in 2024 and was mainly attributable to an increase in net interest income combined with a lower provision for credit losses, partially offset by an increase in non-interest expense. Net interest income for this segment increased $54.4 millionlargely due to the aforementioned growth in average loans coupled with lower funding costs. The provision for credit losses decreased $18.6 million for the nine months ended September 30, 2025 as compared to the same period in 2024 partly due to the impact of $8.0 million of qualitative reserves related to the estimated impact of Hurricane Helenerecorded during the third quarter 2024 and an a reduction in the impact of our economic forecast component of the allowance for credit losses for loans, amongst other factors. Non-interest expense increased $15.7 million for the nine months ended September 30, 2025 as compared to the same period in 2024 mostly due to increases in salary and employee benefits expense and professional and legal fees. See further details in the "Non-Interest Expense" section of this MD&A.
Net interest margin on the Consumer Banking portfolio increased 58 basis points to 2.31 percentfor the nine months ended September 30, 2025as compared to the same period in 2024mainly due to a 50 basis point decrease in the costs associated with our funding sources coupled with an 8 basis point increase in the yield on average loans. The decrease in our funding costs was mainly caused by lower interest rates on most deposit products during the nine months ended September 30, 2025, as well as the maturity and repayment of higher cost time deposits. The 8 basis points increase in loan yield was largely due to higher yielding new loan originations and adjustable rate loans in our portfolio. See details in the "Net Interest Income" section above for more details on our net interest margin.
The return on average interest earning assets before income taxes for the Consumer Banking segment was 1.26 percent for the nine months ended September 30, 2025 compared to 0.53 percent for the same period in 2024.
Commercial Banking Segment
Average interest earning assets in the Commercial Banking segment decreased $1.9 billion to $38.4 billion for the nine months ended September 30, 2025 as compared to the same period in 2024. This decrease was mostly due to the bulk sales of certain performing commercial real estate loans during the fourth quarter 2024, as well as continued loan repayment activity within the commercial real estate loan category, partially offset by higher average commercial and industrial loan balances.
For the nine months ended September 30, 2025, income before income taxes for Commercial Banking increased $55.1 million to $439.1 million as compared to the same period in 2024 mainly driven by a decrease in provision for credit losses and higher non-interest income, partially offset by a decrease in net interest income. The provision for credit losses decreased $64.2 million to $124.3 million during the nine months ended September 30, 2025 as compared to the same period in 2024 mainly due to a decline in the impact of net loan charge-offs in the 2025 period, and improvement in our economic outlook and lower quantitative reserves in certain commercial loan categories at September 30, 2025 as compared to one year ago. Non-interest income increased $9.8 million as compared to the same period in 2024 mostly due to growth in treasury management service fees on commercial deposit accounts. Net interest income for this segment decreased $17.7 million to $1.0 billion for the nine months ended September 30, 2025 as compared to the same period in 2024 mainly due to lower average loan balances in this segment, partially offset by lower cost of funding. See details in the "Allowance for Credit Losses for Loans" and "Non-Interest Income" sections of this MD&A.
The net interest margin for this segment increased 11 basis points to 3.55 percent for the nine months ended September 30, 2025 as compared to the same period in 2024, mainly due to a 50 basis point decrease in the cost of our funding sources that was partially offset by a 39 basis point decrease in the yield on average loans.
The return on average interest earning assets before income taxes for the commercial banking segment was 1.52 percent for the nine months ended September 30, 2025 compared to 1.27 percent for the same period in 2024.
Treasury and Corporate Other
Treasury and Corporate Other's average interest earning assets increased $1.8 billion during the nine months ended September 30, 2025 mainly due to an increase of approximately $1.8 billion in average investments mostlydue to additional purchases of residential mortgage-backed securities classified as AFS over the last 12-month period.
The loss before income taxes totaled $16.9 million for the nine months ended September 30, 2025 as compared to $73.6 million for the same period in 2024. The $56.7 million decrease in pre-tax loss was mainly driven by an increase in net interest income. Net interest income increased $56.3 million as compared to the same period a year ago, which was largely due to the additional interest income generated by higher average taxable investments. Non-interest expense moderately decreased $1.6 million to $126.3 million for the nine months ended September 30, 2025 as compared to the same period in 2024. See further details in the "Non-Interest Expense" section of this MD&A.
Treasury and Corporate Other's net interest margin increased 71 basis points to 1.45 percent for the nine months ended September 30, 2025 as compared to the same period in 2024 due to a 50 basis point decrease in cost of our funding sources coupled with a 21 basis point increase in the yield on average investments. The increase in the yield on average investments as compared to the same period in 2024 was largely driven by the purchases of new higher yielding investments over the last 12-month period.
ASSET/LIABILITY MANAGEMENT
Interest Rate Risk
Our success is largely dependent upon our ability to manage interest rate risk. Interest rate risk can be defined as the exposure of our interest rate sensitive assets and liabilities to the movement in interest rates. Our Asset/Liability Management Committee is responsible for managing such risks and establishing policies that monitor and coordinate our sources and uses of funds. Asset/Liability management is a continuous process due to the constant change in interest rate risk factors. In assessing the appropriate interest rate risk levels for us, management weighs the potential benefit of each risk management activity within the desired parameters of liquidity, capital levels and management's tolerance for exposure to income fluctuations. Many of the actions undertaken by management utilize fair value analysis and attempt to achieve consistent accounting and economic benefits for financial assets and their related funding sources. We have predominantly focused on managing our interest rate risk by attempting to match the inherent risk and cash flows of financial assets and liabilities. Specifically, management employs multiple risk management activities, such as optimizing the level of new residential mortgage originations retained in our mortgage portfolio through increasing or decreasing loan sales in the secondary market, product pricing levels, the desired maturity levels for new originations, the composition levels of both our interest earning assets and interest bearing liabilities, as well as several other risk management activities.
We use a simulation model to analyze net interest income sensitivity to movements in interest rates. The simulation model projects net interest income based on various interest rate scenarios over a 12-month period. The model is based on the actual maturity and re-pricing characteristics of rate sensitive assets and liabilities. The model incorporates certain assumptions which management believes to be reasonable regarding the impact of changing interest rates, non-maturity deposit betas, and the prepayment assumptions of certain assets and liabilities as of September 30, 2025. The model assumes immediate changes in interest rates without any proactive change in the composition or size of the balance sheet, or other future actions that management might undertake to mitigate this risk. In the model, the forecasted shape of the yield curve remains static as of September 30, 2025. The impact of interest rate derivatives, such as interest rate swaps, is also included in the model.
Our simulation model is based on market interest rates and prepayment speeds prevalent in the market as of September 30, 2025. Although the size of Valley's balance sheet is forecast to remain static as of September 30, 2025, in our model, the composition is adjusted to reflect new interest earning assets and funding originations coupled with rate spreads utilizing our actual originations during the third quarter 2025. The model utilizes an immediate parallel shift in market interest rates at September 30, 2025.
The assumptions used in the net interest income simulation are inherently uncertain. Actual results may differ significantly from those presented in the table below, due to the frequency and timing of changes in interest rates and changes in spreads between maturity and re-pricing categories. Overall, our net interest income is affected by changes in interest rates and cash flows from our loan and investment portfolios. We actively manage these cash flows in conjunction with our liability mix, duration, and interest rates to optimize the net interest income, while structuring the balance sheet in response to actual or potential changes in interest rates. Additionally, our net interest income is impacted by the level of competition within our marketplace. Competition can negatively impact the level of interest rates attainable on loans and increase the cost of deposits, which may result in downward pressure on our net interest margin in future periods. Other factors, including, but not limited to, the slope of the yield curve and projected cash flows will impact our net interest income results and may increase or decrease the level of asset sensitivity of our balance sheet.
Convexity is a measure of how the duration of a financial instrument changes as market interest rates change. Potential movements in the convexity of bonds held in our investment portfolio, as well as the duration of the loan portfolio may have a positive or negative impact on our net interest income in varying interest rate environments. As a result, the increase or decrease in forecast net interest income may not have a linear relationship to the results reflected in the table below. Management cannot provide any assurance about the actual effect of changes in interest rates on our net interest income.
The following table reflects management's expectations of the change in our net interest income over the next 12- month period considering the aforementioned assumptions. While an instantaneous and severe shift in interest rates was used in this simulation model, we believe that any actual shift in interest rates would likely be more gradual and would therefore have a more modest impact than shown in the table below.
|
Estimated Change in Future Net Interest Income |
|||||||||||
| Changes in Interest Rates |
Dollar Change |
Percentage Change |
|||||||||
| (in basis points) | ($ in thousands) | ||||||||||
| +300 | $ | 84,422 | 4.51 | % | |||||||
| +200 | 57,836 | 3.09 | |||||||||
| +100 | 29,155 | 1.56 | |||||||||
| -100 | (30,029) | (1.60) | |||||||||
| -200 | (60,228) | (3.21) | |||||||||
| -300 | (72,330) | (3.86) | |||||||||
As noted in the table above, a 100 basis point immediate decrease in interest rates combined with a static balance sheet where the size, mix, and proportions of assets and liabilities remain unchanged, is projected to decrease net interest income over the next 12-month period by 1.60 percent. Management believes the interest rate sensitivity of our balance sheet remains within an expected tolerance range at September 30, 2025. However, the level of net interest income sensitivity may increase or decrease in the future as a result of several factors, including potential changes in our balance sheet strategies, the slope of the yield curve and projected cash flows.
Liquidity and Cash Requirements
Bank Liquidity
Liquidity measures Valley's ability to satisfy its current and future cash flow needs. Our objective is to have liquidity available to fulfill loan demands, repay deposits and other liabilities, and execute balance sheet strategies in all market conditions while adhering to internal controls and income targets. Valley's liquidity program is managed by the Treasury Department and routinely monitored by the Asset and Liability Management Committee and Board Risk Committee. Among other actions, the Treasury Department actively monitors Valley's current liquidity profile, sources and stability of funding, availability of assets for pledging or sale, opportunities to gather additional funds, and anticipated future funding needs, including the level of unfunded commitments.
The Bank adheres to certaininternal liquidity measures including ratios of loans to deposits below 105.0 percent and wholesale funding to total funding below22.5 percent. Management maintains flexibility to temporarily exceed these internal limits in certain operating environments, but also strives to outperform these limits when possible. The Bank was in compliance with the foregoing policies at September 30, 2025 and December 31, 2024, as summarized in the table below.
The following table presents Valley's loans to deposits and wholesale funding to total funding ratios at September 30, 2025 and December 31, 2024:
|
September 30, 2025 |
December 31, 2024 |
|||||||||||||
| Loans to deposits | 96.3 | % | 97.5 | % | ||||||||||
| Wholesale funding to total funding | 16.3 | 18.7 | ||||||||||||
Valley's short and long-term cash requirements include contractual obligations under borrowings, deposits, payments related to leases, capital expenditures and other purchase commitments. In the ordinary course of operations, the Bank also enters into various financial obligations, including contractual obligations that may require future cash payments. Management believes the Bank has the ability to generate and obtain adequate amounts of
cash to meet its short-term and long-term obligations as they come due by utilizing various cash resources described below.
On the asset side of the balance sheet, the Bank has numerous sources of liquid funds in the form of cash and due from banks, interest bearing deposits with banks (including the FRB of New York) and other sources. The following table summarizes Valley'ssources of liquid assets:
|
September 30, 2025 |
December 31, 2024 |
|||||||||||||
| (in thousands) | ||||||||||||||
| Cash and due from banks | $ | 376,216 | $ | 411,412 | ||||||||||
| Interest bearing deposits with banks | 994,224 | 1,478,713 | ||||||||||||
|
Held to maturity debt securities (1)
|
242,379 | 220,056 | ||||||||||||
|
Available for sale debt securities(2)
|
4,117,121 | 3,369,724 | ||||||||||||
| Loans held for sale | 18,092 | 25,681 | ||||||||||||
| Total liquid assets | $ | 5,748,032 | $ | 5,505,586 | ||||||||||
(1) Represents securities that are maturing within 90 days or would otherwise qualify as maturities if sold (i.e., 85 percent of original cost basis has been repaid) within the held to maturity debt security portfolio.
(2) Includes approximately $1.0 billion and $1.8 billion of various investment securities that were pledged to counterparties to support our earning asset funding strategies at September 30, 2025 and December 31, 2024, respectively.
Total liquid assets represented 9.9 percentand 9.6 percent of interest earning assets at September 30, 2025 and December 31, 2024, respectively. The level of cash liquidity on the balance sheet (as shown in the table above) increased from December 31, 2024to a more normalized, but slightly elevated level at September 30, 2025 as part of our overall liquidity management efforts.
Other sources of funds onthe asset side are derived from scheduled loan payments of principal and interest, as well as prepayments received. At September 30, 2025, estimated cash inflows from total loans are projected to be approximately $13.1 billion over the next 12-month period. As a contingency plan for any liquidity constraints, liquidity could also be derived from the sale of conforming residential mortgages from our loan portfolio or alleviated from the temporary curtailment of lending activities. We anticipate the receipt of approximately $2.3 billion in principal payments from securities in the total investment portfolio at September 30, 2025 over the next 12-month period due to normally scheduled principal repayments and expected prepayments of certain securities, primarily residential mortgage-backed securities.
On the liability side of the balance sheet, we utilize multiple sources of funds to meet liquidity needs, including commercial and consumer deposits, fully FDIC-insured indirect customer deposits, collateralized municipal deposits, and short-term and long-term borrowings. Our core deposit base, which generally excludes all fully insured indirect customer deposits, as well as retail certificates of deposit over $250 thousand, represents the largest of these sources. Average core deposits totaled approximately $42.0 billionand $39.1 billion for the nine months ended September 30, 2025 and for the year ended December 31, 2024, respectively, representing 72.3 percentand 68.3 percent of average interest earning assets for the respective periods. The level of interest bearing deposits is affected by interest rates offered, which is often influenced by our need for funds, rates prevailing in the capital markets, competition, and the need to manage interest rate risk sensitivity.
In addition to customer deposits, the Bank has access to readily available borrowing sources to supplement its current and projected funding needs. The following table presents short-term borrowings, consisting of securities sold under agreements to repurchase, outstanding at September 30, 2025 and December 31, 2024:
| September 30, 2025 | December 31, 2024 | ||||||||||
| (in thousands) | |||||||||||
| Securities sold under agreements to repurchase | $ | 51,052 | $ | 72,718 | |||||||
The following table summarizes the Bank's estimated unused available non-deposit borrowingcapacities at September 30, 2025 and December 31, 2024:
| September 30, 2025 | December 31, 2024 | ||||||||||
| (in thousands) | |||||||||||
| FHLB borrowing capacity* | $ | 5,711,987 | $ | 5,853,596 | |||||||
| Unused FRB discount window* | 10,026,000 | 11,509,000 | |||||||||
| Unused federal funds lines available from commercial banks | 1,610,000 | 2,140,000 | |||||||||
| Unencumbered investment securities | 5,138,332 | 3,415,834 | |||||||||
| Total | $ | 22,486,319 | $ | 22,918,430 | |||||||
* Used and unused FHLB and FRB borrowings are collateralized by certain pledged securities, including but not limited to U.S. government and agency mortgage-backed securities and blanket qualifying first lien on certain real estate and residential mortgage secured loans.
Corporation Liquidity
Valley's recurring cash requirements primarily consist of dividends to preferred and common shareholders and interest expense on subordinated notes and junior subordinated debentures issued to capital trusts. As part of our ongoing asset/liability management strategies, Valley could also use cash to repurchase shares of its outstanding common stock under its share repurchase program or redeem its callable junior subordinated debentures and subordinated notes (similar to its redemption of $215 million of subordinated notes in June 2025). Valley's cash needs are routinely satisfied by dividends collected from the Bank. Projected cash flows from the Bank are expected to be adequate to pay preferred and common dividends, if declared, and interest expense payable to subordinated note holders and capital trusts, given the current capital levels and current profitable operations of the Bank. In addition to dividends received from the Bank, Valley can satisfy its cash requirements by utilizing its own cash and potential new funds borrowed from outside sources or capital issuances. Valley also has the right to defer interest payments on the junior subordinated debentures, and therefore distributions on its trust preferred securities for consecutive quarterly periods of up to five years, but not beyond the stated maturity dates, and subject to other conditions.
Investment Securities Portfolio
As of September 30, 2025, we had $78.3 million, $4.1 billion and $3.5 billion in equity, AFS debt and HTM debt securities, respectively. The AFS and HTM debt securities portfolios, which comprise the majority of the securities we own, include: U.S. Treasury securities, U.S. government agency securities, tax-exempt and taxable issuances of states and political subdivisions, residential mortgage-backed securities, single-issuer trust preferred securities principally issued by bank holding companies and high quality corporate bonds. Among other securities, our AFS debt securities include securities such as bank issued and other corporate bonds, as well as municipal special revenue bonds, which may pose a higher risk of future impairment charges to us as a result of the uncertain economic environment and its potential negative effect on the future performance of the security issuers. The equity securities consist of two publicly traded mutual funds, CRA investments and several other equity investments that we have made in companies that develop new financial technologies and in partnerships that invest in such companies. Our CRA and other equity investments are a mix of both publicly traded entities and privately held entities.
The primary purpose of our AFS and HTM investment portfolios is to provide a source of earnings and liquidity, as well as serve as a tool for managing interest rate risk. The decision to purchase or sell securities is based upon the current assessment of long and short-term economic and financial conditions, including the interest rate environment and other components of statement of financial condition. See additional information under "Interest Rate Risk," "Liquidity and Cash Requirements" and "Capital Adequacy" sections elsewhere in this MD&A.
We continually evaluate our investment securities portfolio in response to established asset/liability management objectives, changing market conditions that could affect profitability, and the level of interest rate risk to which we are exposed. These evaluations may cause us to change the level of funds we deploy into investment securities, change the composition of our investment securities portfolio, and change the proportion of investments primarily made into the AFS and HTM debt securities portfolios.
Allowance for Credit Losses and Impairment Analysis
Available for sale debt securities. AFS debt securities in unrealized loss positions are evaluated for impairment related to credit losses at least quarterly. In assessing whether a credit loss exists, we compare the present value of cash flows expected to be collected from the security with the amortized cost basis of the security. If the present value of cash flows expected to be collected is less than the amortized cost basis for the security, a credit loss exists and an allowance for credit losses is recorded, limited to the amount that the fair value is less than the amortized cost basis. Declines in fair value that have not been recorded through an allowance for credit losses, such as declines due to changes in market interest rates, are recorded through other comprehensive income, net of applicable taxes.
We have evaluated all AFS debt securities that are in an unrealized loss position as of September 30, 2025 and December 31, 2024 and determined that the declines in fair value were mainly attributable to interest rates, credit spreads, market volatility and liquidity conditions, not credit quality or other factors. There was no impairment recognized within the AFS debt securities portfolio during the three and nine months ended September 30, 2025 and September 30, 2024.
Valley does not intend to sell any of its AFS debt securities in an unrealized loss position prior to recovery of our amortized cost basis, and we believe it is more likely than not that Valley will not be required to sell any of its securities prior to recovery of our amortized cost basis. None of the AFS debt securities were past due as of September 30, 2025 and there was no allowance for credit losses for AFS debt securities at September 30, 2025 and December 31, 2024.
Held to maturity debt securities. Valley estimates the expected credit losses on HTM debt securities that have loss expectations using a discounted cash flow model developed by a third party. Valley has a zero-loss expectation for certain securities within the HTM portfolio, including U.S. Treasury securities, U.S. agency securities, residential mortgage-backed securities issued by Ginnie Mae, Fannie Mae and Freddie Mac, and collateralized municipal bonds. To measure the expected credit losses on HTM debt securities that have loss expectations, we utilize a third party discounted cash flow model. The assumptions used in the model for pools of securities with common risk characteristics include the historical lifetime probability of default and severity of loss in the event of default, with the model incorporating several economic cycles of loss history data to calculate expected credit losses given default at the individual security level. HTM debt securities were carried net of an allowance for credit losses totaling approximately $637 thousand and $647 thousand at September 30, 2025 and December 31, 2024, respectively. There were no net charge-offs of HTM debt securities during the three and nine months ended September 30, 2025 and September 30, 2024.
Investment grades. The investment grades in the table below reflect the most current independent analysis performed by third parties of each security as of the date presented and not necessarily the investment grades at the date of our purchase of the securities. For many securities, the rating agencies may not have performed an independent analysis of the tranches owned by us, but rather an analysis of the entire investment pool. For this and other reasons, we believe the assigned investment grades may not accurately reflect the actual credit quality of each security and should not be viewed in isolation as a measure of the quality of our investment portfolio.
The following table presents the available for sale and held to maturity debt investment securities portfolios by investment grades at September 30, 2025:
| September 30, 2025 | |||||||||||||||||||||||
|
Amortized Cost |
Gross Unrealized Gains |
Gross Unrealized Losses |
Fair Value | ||||||||||||||||||||
| (in thousands) | |||||||||||||||||||||||
| Available for sale investment grades: * | |||||||||||||||||||||||
| AAA/AA/A Rated | $ | 3,968,309 | $ | 30,431 | $ | (129,270) | $ | 3,869,470 | |||||||||||||||
| BBB Rated | 109,228 | 497 | (1,167) | 108,558 | |||||||||||||||||||
| Non-investment grade | 2,360 | - | (249) | 2,111 | |||||||||||||||||||
| Not rated | 142,272 | 1,057 | (6,347) | 136,982 | |||||||||||||||||||
| Total | $ | 4,222,169 | $ | 31,985 | $ | (137,033) | $ | 4,117,121 | |||||||||||||||
| Held to maturity investment grades: * | |||||||||||||||||||||||
| AAA/AA/A Rated | $ | 3,359,926 | $ | 9,846 | $ | (390,314) | $ | 2,979,458 | |||||||||||||||
| BBB Rated | 3,000 | - | (58) | 2,942 | |||||||||||||||||||
| Not rated | 178,530 | - | (10,407) | 168,123 | |||||||||||||||||||
| Total | $ | 3,541,456 | $ | 9,846 | $ | (400,779) | $ | 3,150,523 | |||||||||||||||
| Allowance for credit losses | 637 | - | - | 637 | |||||||||||||||||||
| Total, net of allowance for credit losses | $ | 3,540,819 | $ | 9,846 | $ | (400,779) | $ | 3,149,886 | |||||||||||||||
* Rated using external rating agencies. Ratings categories include entire range. For example, "A Rated" includes A+, A, and A-. Split rated securities with two ratings are categorized at the higher of the rating levels.
The unrealized losses in the AAA/AA/A rated categories of both the AFS and HTM debt securities portfolios (in the above table) were largely related to residential mortgage-backed securities issued by Ginnie Mae, Fannie Mae and Freddie Mac and continue to be driven by the higher level of market interest rates. The investment securities AFS and HTM portfolios included investments with carrying values of $137.0 million and $178.5 million, respectively, at September 30, 2025 not rated by the rating agencies with aggregate unrealized losses of $6.3 million and $10.4 million, respectively. The unrealized losses within non-rated AFS debt securities mostly related to several large corporate bonds negatively impacted by rising interest rates and not changes in underlying credit. The unrealized losses within non-rated HTM debt securities included four single-issuer bank trust preferred issuances with a combined amortized cost of $36.1 million with $5.5 million gross unrealized losses and several corporate debt securities that were negatively impacted by a higher level of market interest rates, and not changes in their underlying credit.
See Note 6 to the consolidated financial statements for additional information regarding our investment securities portfolio.
Loan Portfolio
The following table reflects the composition of the loan portfolio as of the dates presented:
|
September 30, 2025 |
June 30, 2025 |
December 31, 2024 |
|||||||||||||||
| ($ in thousands) | |||||||||||||||||
| Loans | |||||||||||||||||
| Commercial and industrial | $ | 10,757,857 | $ | 10,870,036 | $ | 9,931,400 | |||||||||||
| Commercial real estate: | |||||||||||||||||
| Non-owner occupied | 11,674,103 | 11,747,491 | 12,344,355 | ||||||||||||||
|
Multifamily(1)
|
8,394,694 | 8,434,173 | 8,299,250 | ||||||||||||||
| Owner occupied | 6,097,319 | 5,789,397 | 5,886,620 | ||||||||||||||
| Total | 26,166,116 | 25,971,061 | 26,530,225 | ||||||||||||||
| Construction | 2,517,258 | 2,854,859 | 3,114,733 | ||||||||||||||
| Total commercial real estate | 28,683,374 | 28,825,920 | 29,644,958 | ||||||||||||||
| Residential mortgage | 5,795,395 | 5,709,971 | 5,632,516 | ||||||||||||||
| Consumer: | |||||||||||||||||
| Home equity | 655,872 | 634,553 | 604,433 | ||||||||||||||
| Automobile | 2,191,976 | 2,178,841 | 1,901,065 | ||||||||||||||
| Other consumer | 1,188,349 | 1,172,099 | 1,085,339 | ||||||||||||||
| Total consumer loans | 4,036,197 | 3,985,493 | 3,590,837 | ||||||||||||||
|
Total loans (2)
|
$ | 49,272,823 | $ | 49,391,420 | $ | 48,799,711 | |||||||||||
| As a percentage of total loans: | |||||||||||||||||
| Commercial and industrial | 21.8 | % | 22.0 | % | 20.4 | % | |||||||||||
| Commercial real estate: | |||||||||||||||||
| Non-owner occupied | 23.7 | 23.8 | 25.2 | ||||||||||||||
| Multifamily | 17.0 | 17.1 | 17.0 | ||||||||||||||
| Owner occupied | 12.4 | 11.7 | 12.1 | ||||||||||||||
| Construction | 5.1 | 5.8 | 6.4 | ||||||||||||||
| Total commercial real estate | 58.2 | 58.4 | 60.7 | ||||||||||||||
| Residential mortgage | 11.8 | 11.5 | 11.5 | ||||||||||||||
| Consumer loans | 8.2 | 8.1 | 7.4 | ||||||||||||||
| Total | 100.0 | % | 100.0 | % | 100.0 | % | |||||||||||
|
(1)
|
Includes loans collateralized by properties that are greater than 50 percent rent regulated totaling approximately $651 million, $606 million and $553 million at September 30, 2025, June 30, 2025 and December 31, 2024, respectively.
|
|||||||||||||||||||||||||||||||
|
(2)
|
Includes net unearned discount and deferred loan fees of $15.1 million, $21.5 million and $45.3 million at September 30, 2025, June 30, 2025 and December 31, 2024, respectively.
|
|||||||||||||||||||||||||||||||
Total loans decreased $118.6 million, or 1.0 percent on an annualized basis, to $49.3 billion at September 30, 2025 from June 30, 2025 mostly due to decreases of $142.5 million and $112.2 million in total commercial real estate loans and commercial and industrial loans, respectively, partially offset by increases in residential mortgage and total consumer loans. Loans held for sale are presented separately from total loans on the consolidated statements of financial condition and totaled $18.1 million and $28.1 million at September 30, 2025 and June 30, 2025, respectively. The decrease from June 30, 2025 was primarily due to the sale of a $10.2 million non-performing construction loan to an unrelated party. The non-performing loan sale resulted in a $1.3 million loss recognized within net gains on sales of loans for the third quarter 2025.
Commercial and industrial loans decreased by $112.2 million, or 4.1 percent on an annualized basis, to $10.8 billion at September 30, 2025 from June 30, 2025 mostly due to repayment activity in a small portfolio of loans made to the commodities industry during the third quarter 2025. We continue to focus on new loan origination from a diverse range of relationship-driven small business and middle market opportunities in our primary markets
combined with certain specialty nationwide business lines. As part of this focus, we have specifically targeted growth in healthcare and capital-call facilities in the fund finance market due to their attractive credit risk-adjusted profiles.
Commercial real estate loans (excluding construction loans) increased $195.1 million to $26.2 billion at September 30, 2025 from June 30, 2025. The increase was largely driven by an increase of $307.9 million, or 21.3 percent on an annualized basis, in owner occupied loans resulting from the migration of completed construction project to permanent financing, as well as new loan origination volumes. Non-owner occupied and multifamily loans decreased $73.4 million and $39.5 million, respectively, at September 30, 2025 from June 30, 2025 due to the targeted runoff of transactional loans outpacing our selective loan originations within these categories. The CRE loan concentration ratio declined to approximately 337 percent at September 30, 2025 from 349 percent at June 30, 2025. Our current balance sheet goal is a continued gradual reduction of the CRE concentration ratio and to maintain the ratio below 350 percent through December 31, 2025. Overall, commercial real estate loans are well-diversified across our footprint areas in Florida, Alabama, New Jersey, New York, including Manhattan, with a combined weighted average loan to value ratio of 58 percent and debt service coverage ratio of 1.67 at September 30, 2025. Commercial real estate collateralized by office buildings totaled approximately $3.0 billion at September 30, 2025 and was relatively unchanged from June 30, 2025. Our loans collateralized by office buildings had a combined weighted average loan to value rate of 63 percent and debt service coverage ratio of 1.95 at September 30, 2025.
Construction loans decreased $337.6 million to $2.5 billion at September 30, 2025 from June 30, 2025 mainly due to the completion of existing projects that were moved to permanent financing within both the non-owner and owner occupied loan categories of the commercial real estate loan portfolio or repaid during the third quarter 2025.
Residential mortgage loans increased $85.4 million to $5.8 billion at September 30, 2025 from June 30, 2025 as new loan originations continued to outpace repayment activity. New and refinanced residential mortgage loan originations totaled $208.7 million for the third quarter 2025 as compared to $204.1 million and $179.3 million for the second quarter 2025 and third quarter 2024, respectively. In addition, during the third quarter we purchased $15.1 million of loans from unrelated third party lenders for qualifying CRA purposes. We retained approximately 79 percent of the total residential mortgage originations in our held for investment loan portfolio during both the third quarter 2025 and second quarter 2025.
Consumer loans increased $50.7 million, or 5.1 percent on an annualized basis, to $4.0 billion at September 30, 2025 as compared to June 30, 2025. Within this portfolio, home equity loans increased $21.3 million, or 13.4 percent on an annualized basis, largely driven by increased line usage and new originations. Automobile loans increased by $13.1 million, or 2.4 percent on an annualized basis, to $2.2 billion at September 30, 2025 as compared to June 30, 2025 mainly due to continued efforts to expand our indirect auto dealer network within our market area, partially offset by higher prepayment activity within the portfolio during the third quarter 2025. Auto loan originations totaled $269.5 million for the third quarter 2025 as compared to $384.9 million for the second quarter 2025. Other consumer loans increased $16.3 million to $1.2 billion at September 30, 2025 as compared to June 30, 2025 primarily due to a moderate increase in new originations and usage of secured personal lines of credit during the third quarter 2025.
A significant part of our lending is in northern and central New Jersey, New York City, Long Island and Florida. To mitigate our geographic risks, we maintain a diversified portfolio across borrower types and loans to protect against potential downturns in any single sector.
We continue to proactively diversify our loan portfolio by reducing new originations of certain types of commercial real estate lending, such as non-owner occupied and multifamily loans through highly selective new loan origination. We also remain significantly focused on attracting a high quality customer relationships within the commercial and industrial loan portfolio. Based upon our current projections, we expect total loan growth for 2025 to be approximately 2 percent as compared to total loans of $48.8 billion at December 31, 2024, and expanding by a range of 4 to 6 percent in 2026 from 2025 due to current customer demand, targeted investment in our commercial lending team, and other factors. However, there can be no assurance that we will achieve such growth levels given
the potential for unforeseen changes in the market and other conditions detailed in our risk factors set forth under Item 1A. Risk Factors of Valley's Annual Report.
Non-performing Assets
NPAs include non-accrual loans, OREO, and other repossessed assets (which consist of automobiles and taxi medallions) at September 30, 2025. Loans are generally placed on non-accrual status when they become past due in excess of 90 days as to payment of principal or interest and/or the full and timely collection of principal and interest becomes uncertain. Exceptions to the non-accrual policy may be permitted if the loan is sufficiently collateralized and in the process of collection. OREO is acquired through foreclosure on loans secured by land or real estate. OREO and other repossessed assets are reported at lower of cost or fair value, less estimated cost to sell.
Our NPAs increased $66.6 million, or 18.4 percent, to $427.3 million at September 30, 2025 as compared to June 30, 2025 mainly due to increases in non-accrual commercial real estate and construction loans at September 30, 2025. NPAs as a percentage of total loans and NPAs totaled 0.86 percent and 0.73 percent at September 30, 2025 and June 30, 2025, respectively (as shown in the table below). Despite the increase in NPAs since June 30, 2025, we believe our total NPAs at September 30, 2025 are within our credit expectations for the loan portfolio and are reflective of our consistent approach to the loan underwriting criteria for both Valley originated loans and loans purchased from third parties. For additional details, see the "Credit Quality Indicators" section in Note 7 to the consolidated financial statements.
Our lending strategy is based on underwriting standards designed to maintain high credit quality, and we remain optimistic regarding the overall future performance of our loan portfolio. During the nine months ended September 30, 2025, the majority of our borrowers continued to demonstrate resilience despite the impact of elevated borrowing costs, inflation, labor costs and other factors. We continue to proactively monitor our commercial loans for potential negative trends and borrower weakness due to the current operating environment, including the potential negative impact of current and future tariff actions, and internally risk rate them accordingly. Based on our most recent portfolio review, we believe that we have relatively modest direct exposure to customer businesses most influenced by changing tariff policies. However, management cannot provide assurance that the NPAs will not increase from the levels reported at September 30, 2025 due to the aforementioned or other factors potentially impacting our lending customers.
The following table sets forth by loan category accruing past due and NPAs at the dates indicated in conjunction with our asset quality ratios:
|
September 30, 2025 |
June 30, 2025 |
December 31, 2024 |
|||||||||||||||
| ($ in thousands) | |||||||||||||||||
| Accruing past due loans: | |||||||||||||||||
| 30 to 59 days past due: | |||||||||||||||||
| Commercial and industrial | $ | 912 | $ | 10,451 | $ | 2,389 | |||||||||||
| Commercial real estate | 26,371 | 42,884 | 20,902 | ||||||||||||||
| Construction | - | 35,000 | - | ||||||||||||||
| Residential mortgage | 23,556 | 21,744 | 21,295 | ||||||||||||||
| Total consumer | 12,728 | 12,878 | 12,552 | ||||||||||||||
| Total 30 to 59 days past due | 63,567 | 122,957 | 57,138 | ||||||||||||||
| 60 to 89 days past due: | |||||||||||||||||
| Commercial and industrial | 1,061 | 1,095 | 1,007 | ||||||||||||||
| Commercial real estate | 6,033 | 60,601 | 24,903 | ||||||||||||||
| Residential mortgage | 5,040 | 7,627 | 5,773 | ||||||||||||||
| Total consumer | 4,023 | 4,001 | 4,484 | ||||||||||||||
| Total 60 to 89 days past due | 16,157 | 73,324 | 36,167 | ||||||||||||||
| 90 or more days past due: | |||||||||||||||||
| Commercial and industrial | - | - | 1,307 | ||||||||||||||
| Residential mortgage | 3,911 | 2,062 | 3,533 | ||||||||||||||
| Total consumer | 1,125 | 859 | 1,049 | ||||||||||||||
| Total 90 or more days past due | 5,036 | 2,921 | 5,889 | ||||||||||||||
| Total accruing past due loans | $ | 84,760 | $ | 199,202 | $ | 99,194 | |||||||||||
| Non-accrual loans: | |||||||||||||||||
| Commercial and industrial | $ | 92,214 | $ | 90,973 | $ | 136,675 | |||||||||||
| Commercial real estate | 235,754 | 193,604 | 157,231 | ||||||||||||||
| Construction | 48,248 | 24,068 | 24,591 | ||||||||||||||
| Residential mortgage | 38,949 | 41,099 | 36,786 | ||||||||||||||
| Total consumer | 6,324 | 4,615 | 4,215 | ||||||||||||||
| Total non-accrual loans | 421,489 | 354,359 | 359,498 | ||||||||||||||
| Other real estate owned (OREO) | 4,783 | 4,783 | 12,150 | ||||||||||||||
| Other repossessed assets | 1,065 | 1,642 | 1,681 | ||||||||||||||
| Total non-performing assets (NPAs) | $ | 427,337 | $ | 360,784 | $ | 373,329 | |||||||||||
| Total non-accrual loans as a % of loans | 0.86 | % | 0.72 | % | 0.74 | % | |||||||||||
| Total NPAs as a % of loans and NPAs | 0.86 | 0.73 | 0.76 | ||||||||||||||
|
Total accruing past due and non-accrual loans as a % of loans
|
1.03 | 1.12 | 0.94 | ||||||||||||||
|
Allowance for loan losses as a % of non-accrual loans
|
138.79 | 163.53 | 155.45 | ||||||||||||||
Loans 30 to 59 days past due decreased $59.4 million to $63.6 million at September 30, 2025 as compared to June 30, 2025 largely due to a $39.2 million commercial real estate loan included in this early stage delinquency category at June 30, 2025 that was subsequently paid in full during July 2025 and a $35.0 million construction loan reported in this past due category at June 30, 2025 that migrated to non-accrual loans during the third quarter 2025.
Loans 60 to 89 days past due decreased $57.2 million to $16.2 million at September 30, 2025 as compared to June 30, 2025 mainly due to a $60.6 million commercial real estate past due loan included in this delinquency category at June 30, 2025 that was subsequently modified and was brought current to its restructured terms during the third quarter 2025.
Loans 90 days or more past due and still accruing interest increased $2.1 million to $5.0 million at September 30, 2025 as compared to June 30, 2025 mainly due to slightly higher residential mortgage loan delinquencies. All loans 90 days or more past due and still accruing interest are well-secured and in the process of collection.
Non-accrual loans increased $67.1 million to $421.5 million, or 0.86 percent of total loans at September 30, 2025 as compared to $354.4 million, or 0.72 percent of total loans, at June 30, 2025. The increase was mainly driven by one $35.0 million construction loan that migrated from the 30 to 59 days past due delinquency category at June 30, 2025 and two smaller non-performing commercial real estate loans, partially offset by the sale of a $10.2 million non-performing construction loan classified as held for sale during the third quarter 2025.
Non-performing taxi medallionloans included in non-accrual commercial and industrial loans totaled $48.2 million at September 30, 2025 and had related reserves of $25.2 million, or 52.2 percent of such loans, within the allowance for loan losses as compared to $48.6 millionof loans with related reserves of $25.4 millionat June 30, 2025. Further potential declines in the market valuation of taxi medallions and the current operating environment mainly within New York City may negatively impact the performance of this portfolio.
Although the timing of collection is uncertain, management believes that the majority of the non-accrual loans at September 30, 2025 are well secured and largely collectable, based in part on our quarterly review of collateral dependent loans and the valuation of the underlying collateral, if applicable. Any estimated shortfall in the net realizable value for collateral dependent loans is charged-off when a loan is 90 or 120 days past due or sooner if it is probable that a loan may not be fully collectable. For performing non-accrual loans, the collateral valuation shortfall may result in an allocation of specific reserves within our allowance for credit losses for loans.
Allowance for Credit Losses for Loans
The ACL for loans includes the allowance for loan losses and the reserve for unfunded credit commitments. Under CECL, our methodology to establish the allowance for loan losses has two basic components: (i) a collective reserve component for estimated expected credit losses for pools of loans that share common risk characteristics and (ii) an individually evaluated reserve component for loans that do not share risk characteristics, consisting of collateral dependent loans. Valley also maintains a separate allowance for unfunded credit commitments mainly consisting of undisbursed non-cancellable lines of credit, new loan commitments and commercial standby letters of credit.
Valley estimates the collective ACL using a current expected credit losses methodology which is based on relevant information about historical experience, current conditions, and reasonable and supportable forecasts that affect the collectability of the loan balances. In estimating the component of the allowance on a collective basis, we use a transition matrix model which calculates an expected life of loan loss percentage for each loan pool by using probability of default and loss given default metrics. The probability of default and loss given default metrics are adjusted using a scaling factor to incorporate a full economic cycle.
The expected life of loan loss percentages are determined by analyzing the migration of loans within the commercial and industrial loan categories from performing to loss by credit quality rating or delinquency categories using historical life-of-loan data for each loan portfolio pool, and by assessing the severity of loss based on the aggregate net lifetime losses incurred. The expected credit losses based on loss history are adjusted for qualitative factors. Among other things, these adjustments include and account for differences in: (i) the impact of the reasonable and supportable economic forecast, relative probability weightings and economic variables under each scenario and reversion period, (ii) other asset specific risks to the extent that they do not exist in the historical loss information, and (iii) net expected recoveries of charged-off loan balances. These adjustments are based on qualitative factors not reflected in the transition matrix but are likely to impact the measurement of estimated credit losses. The expected lifetime loss rate is the life of loan loss percentage from the transition matrix model plus the impact of the adjustments for qualitative factors. The expected credit losses are the product of multiplying the model's expected lifetime loss rate by the exposure at default at period end on an undiscounted basis.
Valley utilizes a two-year reasonable and supportable forecast period followed by a one-year period over which estimated losses revert to historical loss experience on a straight-line basis for the remaining life of the loan. The forecast consists of multi-scenario economic forecasts to estimate future credit losses and are governed by a cross-
functional committee. The committee meets each quarter to determine which economic scenarios developed by Moody's will be incorporated into the model, as well as the relative probability weightings of the selected scenarios, based upon all readily available information. The model projects economic variables under each scenario based on detailed statistical analyses. We have identified and selected key variables that most closely correlated to our historical credit performance, which include GDP, unemployment and the Case-Shiller Home Price Index.
Valley maintained the majority of its probability weighting used in the economic forecast to the Moody's Baseline scenario with less emphasis on the S-3 downside and S-1 upside scenarios. The probability weightings were unchanged from June 30, 2025. At September 30, 2025, the standalone Moody's Baseline scenario reflected a moderately weaker outlook as compared to June 30, 2025 in terms of most metrics highlighted below.
At September 30, 2025, Moody's Baseline forecast included the following specific assumptions:
•GDP growth:GDP expansion of 0.8 percent in the fourth quarter2025 increasing to 2.0 percent in late 2027.
•Unemployment Rate:Unemployment rate of 4.4 percent for the fourth quarter 2025 with a range of 4.4 - 4.8 percent over the remainder of the forecast period ending in the third quarter 2027.
•Federal funds:The target federal funds rate range of 4.00 - 4.25 percent at September 30, 2025 with additional rate cuts of 25 basis points in both October and December 2025.
•Inflation: The inflation rate is projected to grow to 3.1 percent during the fourth quarter 2025 and start to decrease to 2.6 percent in 2026 and continue to trend down to near 2.0 percent by early 2027.
See more details regarding our allowance for credit losses for loans in Note 7 to the consolidated financial statements.
The table below summarizes the relationship among loans, loans charged-off, loan recoveries, the provision for credit losses and the allowance for credit losses for loans for the periods indicated:
| Three Months Ended | Nine Months Ended | ||||||||||||||||||||||||||||
|
September 30, 2025 |
June 30, 2025 |
September 30, 2024 |
September 30, 2025 |
September 30, 2024 |
|||||||||||||||||||||||||
| ($ in thousands) | |||||||||||||||||||||||||||||
| Allowance for credit losses for loans | |||||||||||||||||||||||||||||
| Beginning balance | $ | 594,020 | $ | 594,054 | $ | 532,541 | $ | 573,328 | $ | 465,550 | |||||||||||||||||||
| Loans charged-off: | |||||||||||||||||||||||||||||
| Commercial and industrial | (2,745) | (25,189) | (7,501) | (56,390) | (36,515) | ||||||||||||||||||||||||
| Commercial real estate | (11,776) | (14,623) | (33,292) | (38,659) | (56,640) | ||||||||||||||||||||||||
| Construction | (541) | - | (4,831) | (1,704) | (12,637) | ||||||||||||||||||||||||
| Residential mortgage | (26) | (46) | - | (72) | - | ||||||||||||||||||||||||
| Total consumer | (1,478) | (2,213) | (2,597) | (5,831) | (5,668) | ||||||||||||||||||||||||
| Total loans charged-off | (16,566) | (42,071) | (48,221) | (102,656) | (111,460) | ||||||||||||||||||||||||
| Charged-off loans recovered: | |||||||||||||||||||||||||||||
| Commercial and industrial | 1,169 | 2,789 | 3,162 | 4,768 | 4,586 | ||||||||||||||||||||||||
| Commercial real estate | 206 | 188 | 66 | 643 | 457 | ||||||||||||||||||||||||
| Construction | - | 455 | 1,535 | 455 | 1,535 | ||||||||||||||||||||||||
| Residential mortgage | 56 | 37 | 29 | 261 | 59 | ||||||||||||||||||||||||
| Total consumer | 548 | 773 | 521 | 2,164 | 1,521 | ||||||||||||||||||||||||
| Total loans recovered | 1,979 | 4,242 | 5,313 | 8,291 | 8,158 | ||||||||||||||||||||||||
| Total net loan charge-offs | (14,587) | (37,829) | (42,908) | (94,365) | (103,302) | ||||||||||||||||||||||||
| Provision charged for credit losses | 19,171 | 37,795 | 75,038 | 119,641 | 202,423 | ||||||||||||||||||||||||
| Ending balance | $ | 598,604 | $ | 594,020 | $ | 564,671 | $ | 598,604 | $ | 564,671 | |||||||||||||||||||
|
Components of allowance for credit losses for loans:
|
|||||||||||||||||||||||||||||
| Allowance for loan losses | $ | 585,000 | $ | 579,500 | $ | 548,327 | $ | 585,000 | $ | 548,327 | |||||||||||||||||||
| Allowance for unfunded credit commitments | 13,604 | 14,520 | 16,344 | 13,604 | 16,344 | ||||||||||||||||||||||||
| Allowance for credit losses for loans | $ | 598,604 | $ | 594,020 | $ | 564,671 | $ | 598,604 | $ | 564,671 | |||||||||||||||||||
|
Components of provision for credit losses for loans:
|
|||||||||||||||||||||||||||||
|
Provision for credit losses for loans
|
$ | 20,087 | $ | 39,129 | $ | 71,925 | $ | 120,515 | $ | 205,549 | |||||||||||||||||||
|
(Credit) provision for unfunded credit commitments
|
(916) | (1,334) | 3,113 | (874) | (3,126) | ||||||||||||||||||||||||
| Total provision for credit losses for loans | $ | 19,171 | $ | 37,795 | $ | 75,038 | $ | 119,641 | $ | 202,423 | |||||||||||||||||||
| Allowance for credit losses for loans as a % of total loans | 1.21 | % | 1.20 | % | 1.14 | % | 1.21 | % | 1.14 | % | |||||||||||||||||||
The following table presents the relationship among net loans charged-off and recoveries, and average loan balances outstanding for the periods indicated:
| Three Months Ended | Nine Months Ended | ||||||||||||||||||||||||||||
| September 30, 2025 | June 30, 2025 | September 30, 2024 | September 30, 2025 | September 30, 2024 | |||||||||||||||||||||||||
| ($ in thousands) | |||||||||||||||||||||||||||||
| Net loan (charge-offs) recoveries | |||||||||||||||||||||||||||||
| Commercial and industrial | $ | (1,576) | $ | (22,400) | $ | (4,339) | $ | (51,622) | $ | (31,929) | |||||||||||||||||||
| Commercial real estate | (11,570) | (14,435) | (33,226) | (38,016) | (56,183) | ||||||||||||||||||||||||
| Construction | (541) | 455 | (3,296) | (1,249) | (11,102) | ||||||||||||||||||||||||
| Residential mortgage | 30 | (9) | 29 | 189 | 59 | ||||||||||||||||||||||||
| Total consumer | (930) | (1,440) | (2,076) | (3,667) | (4,147) | ||||||||||||||||||||||||
| Total | $ | (14,587) | $ | (37,829) | $ | (42,908) | $ | (94,365) | $ | (103,302) | |||||||||||||||||||
| Average loans outstanding | |||||||||||||||||||||||||||||
| Commercial and industrial | $ | 10,746,654 | $ | 10,507,438 | $ | 9,470,003 | $ | 10,419,455 | $ | 9,293,840 | |||||||||||||||||||
| Commercial real estate | 26,068,210 | 26,000,837 | 28,018,815 | 26,131,718 | 28,171,450 | ||||||||||||||||||||||||
| Construction | 2,714,584 | 2,982,733 | 3,570,743 | 2,915,938 | 3,596,741 | ||||||||||||||||||||||||
| Residential mortgage | 5,765,976 | 5,671,792 | 5,650,543 | 5,692,824 | 5,627,382 | ||||||||||||||||||||||||
| Total consumer | 3,975,429 | 3,869,837 | 3,416,859 | 3,828,458 | 3,442,055 | ||||||||||||||||||||||||
| Total | $ | 49,270,853 | $ | 49,032,637 | $ | 50,126,963 | $ | 48,988,393 | $ | 50,131,468 | |||||||||||||||||||
| Annualized net loan charge-offs (recoveries) to average loans outstanding | |||||||||||||||||||||||||||||
| Commercial and industrial | 0.06% | 0.85% | 0.18% | 0.66% | 0.46% | ||||||||||||||||||||||||
| Commercial real estate | 0.18 | 0.22 | 0.47 | 0.19 | 0.27 | ||||||||||||||||||||||||
| Construction | 0.08 | (0.06) | 0.37 | 0.06 | 0.41 | ||||||||||||||||||||||||
| Residential mortgage | - | - | - | - | - | ||||||||||||||||||||||||
| Total consumer | 0.09 | 0.15 | 0.24 | 0.13 | 0.16 | ||||||||||||||||||||||||
| Total annualized net loan charge-offs to total average loans outstanding | 0.12 | 0.31 | 0.34 | 0.26 | 0.27 | ||||||||||||||||||||||||
Gross loan charge-offs totaled $16.6 million for the third quarter 2025 and were largely driven by partial charge-offs within the commercial real estate loan category related to the current estimated fair valuations of the collateral for four non-performing loan relationships.
Net loan charge-offs and total annualized net loan charge-offs to total average loans outstanding (as presented in the above table) declined from the second quarter 2025 and third quarter 2024 and continued to trend within management's expectations for the credit quality of the loan portfolio at September 30, 2025. While we currently expect to sustain a similar level of total net loan charge-offs in the fourth quarter 2025, we can make no assurances that net loan charge-offs will remain at the level reported for the third quarter 2025.
The following table summarizes the allocation of the allowance for credit losses for loans to loan portfolio categories and the allocations as a percentage of each loan category:
| September 30, 2025 | June 30, 2025 | September 30, 2024 | |||||||||||||||||||||||||||||||||
|
Allowance Allocation |
Allocation as a % of Loan Category |
Allowance Allocation |
Allocation as a % of Loan Category |
Allowance Allocation |
Allocation as a % of Loan Category |
||||||||||||||||||||||||||||||
| ($ in thousands) | |||||||||||||||||||||||||||||||||||
| Loan Category: | |||||||||||||||||||||||||||||||||||
| Commercial and industrial loans | $ | 161,848 | 1.50 | % | $ | 173,415 | 1.60 | % | $ | 166,365 | 1.70 | % | |||||||||||||||||||||||
| Commercial real estate loans: | |||||||||||||||||||||||||||||||||||
| Commercial real estate | 297,685 | 1.14 | 270,937 | 1.04 | 249,608 | 0.93 | |||||||||||||||||||||||||||||
| Construction | 51,908 | 2.06 | 64,042 | 2.24 | 59,420 | 1.70 | |||||||||||||||||||||||||||||
| Total commercial real estate loans | 349,593 | 1.22 | 334,979 | 1.16 | 309,028 | 1.02 | |||||||||||||||||||||||||||||
| Residential mortgage loans | 51,094 | 0.88 | 48,830 | 0.86 | 51,545 | 0.91 | |||||||||||||||||||||||||||||
| Consumer loans: | |||||||||||||||||||||||||||||||||||
| Home equity | 3,735 | 0.57 | 3,689 | 0.58 | 3,303 | 0.57 | |||||||||||||||||||||||||||||
| Auto and other consumer | 18,730 | 0.55 | 18,587 | 0.55 | 18,086 | 0.63 | |||||||||||||||||||||||||||||
| Total consumer loans | 22,465 | 0.56 | 22,276 | 0.56 | 21,389 | 0.62 | |||||||||||||||||||||||||||||
| Allowance for loan losses | 585,000 | 1.19 | 579,500 | 1.17 | 548,327 | 1.11 | |||||||||||||||||||||||||||||
|
Allowance for unfunded credit commitments
|
13,604 | 14,520 | 16,344 | ||||||||||||||||||||||||||||||||
|
Total allowance for credit losses for loans
|
$ | 598,604 | $ | 594,020 | $ | 564,671 | |||||||||||||||||||||||||||||
| Allowance for credit losses for loans as a % of total loans | 1.21 | % | 1.20 | % | 1.14 | % | |||||||||||||||||||||||||||||
The allowance for credit losses for loans, comprised of our allowance for loan losses and unfunded credit commitments, as a percentage of total loans was 1.21 percent at September 30, 2025, 1.20 percent at June 30, 2025, and 1.14 percent at September 30, 2024. For the third quarter 2025, the provision for credit losses for loans totaled $19.2 million as compared to $37.8 million and $75.0 million for the second quarter 2025 and third quarter 2024, respectively. The third quarter 2025 provision reflects, among other factors, moderate increases in both the economic forecast and non-economic qualitative reserve components of the allowance for credit losses and higher specific reserves associated with collateral dependent loans, partially offset by a decline in quantitative reserves in certain loan categories, including commercial and industrial and construction loans, at September 30, 2025.
Capital Adequacy
A significant measure of the strength of a financial institution is its shareholders' equity. At September 30, 2025 and December 31, 2024, shareholders' equity totaled approximately $7.7 billion and $7.4 billion, respectively, which represented 12.2 percent and 11.9 percent of total assets, respectively.
During the nine months ended September 30, 2025, total shareholders' equity increased by approximately $260.2 million primarily due to the following:
•net income of $402.6 million,
•other comprehensive income of $56.5 million,
•a $26.4 million increase attributable to the effect of our stock incentive plan,
partially offset by
•cash dividends declared on common and preferred stock totaling a combined $208.9 million and
•repurchases of $16.4 million shares of our common stock held in treasury stock.
Valley and the Bank are subject to the regulatory capital requirements administered by the FRB and the OCC. Quantitative measures established by regulation to ensure capital adequacy require Valley and the Bank to maintain minimum amounts and ratios of common equity Tier 1 capital, total and Tier 1 capital to risk-weighted assets, and Tier 1 capital to average assets, as defined in the regulations.
Valley is required to maintain a common equity Tier 1 capital to risk-weighted assets ratio of 4.5 percent, Tier 1 capital to risk-weighted assets ratio of 6.0 percent, ratio of total capital to risk-weighted assets of 8.0 percent, and a minimum leverage ratio of 4.0 percent, plus a 2.5 percent capital conservation buffer added to the minimum requirements for capital adequacy purposes. As of September 30, 2025 and December 31, 2024, Valley and Valley National Bank exceeded all capital adequacy requirements (see table below).
The following table presents Valley's and Valley National Bank's actual capital positions and ratios under Basel III risk-based capital guidelines at September 30, 2025 and December 31, 2024:
| Actual |
Minimum Capital Requirements |
To Be Well Capitalized Under Prompt Corrective Action Provision |
|||||||||||||||||||||||||||||||||
| Amount | Ratio | Amount | Ratio | Amount | Ratio | ||||||||||||||||||||||||||||||
|
($ in thousands)
|
|||||||||||||||||||||||||||||||||||
| As of September 30, 2025 | |||||||||||||||||||||||||||||||||||
| Total Risk-based Capital | |||||||||||||||||||||||||||||||||||
| Valley | $ | 6,876,557 | 13.83 | % | $ | 5,222,329 | 10.50 | % | N/A | N/A | |||||||||||||||||||||||||
| Valley National Bank | 6,742,927 | 13.57 | 5,217,495 | 10.50 | $ | 4,969,043 | 10.00 | % | |||||||||||||||||||||||||||
| Common Equity Tier 1 Capital | |||||||||||||||||||||||||||||||||||
| Valley | 5,472,775 | 11.00 | 3,481,553 | 7.00 | N/A | N/A | |||||||||||||||||||||||||||||
| Valley National Bank | 6,202,250 | 12.48 | 3,478,330 | 7.00 | 3,229,878 | 6.50 | |||||||||||||||||||||||||||||
| Tier 1 Risk-based Capital | |||||||||||||||||||||||||||||||||||
| Valley | 5,826,842 | 11.72 | 4,227,600 | 8.50 | N/A | N/A | |||||||||||||||||||||||||||||
| Valley National Bank | 6,202,250 | 12.48 | 4,223,687 | 8.50 | 3,975,234 | 8.00 | |||||||||||||||||||||||||||||
| Tier 1 Leverage Capital | |||||||||||||||||||||||||||||||||||
| Valley | 5,826,842 | 9.52 | 2,449,337 | 4.00 | N/A | N/A | |||||||||||||||||||||||||||||
| Valley National Bank | 6,202,250 | 10.14 | 2,447,288 | 4.00 | 3,059,110 | 5.00 | |||||||||||||||||||||||||||||
| As of December 31, 2024 | |||||||||||||||||||||||||||||||||||
| Total Risk-based Capital | |||||||||||||||||||||||||||||||||||
| Valley | $ | 6,703,186 | 13.87 | % | $ | 5,076,004 | 10.50 | % | N/A | N/A | |||||||||||||||||||||||||
| Valley National Bank | 6,535,892 | 13.53 | 5,071,696 | 10.50 | $ | 4,830,187 | 10.00 | % | |||||||||||||||||||||||||||
| Common Equity Tier 1 Capital | |||||||||||||||||||||||||||||||||||
| Valley | 5,230,632 | 10.82 | 3,384,002 | 7.00 | N/A | N/A | |||||||||||||||||||||||||||||
| Valley National Bank | 6,041,434 | 12.51 | 3,381,131 | 7.00 | 3,139,621 | 6.50 | |||||||||||||||||||||||||||||
| Tier 1 Risk-based Capital | |||||||||||||||||||||||||||||||||||
| Valley | 5,584,699 | 11.55 | 4,109,146 | 8.50 | N/A | N/A | |||||||||||||||||||||||||||||
| Valley National Bank | 6,041,434 | 12.51 | 4,105,659 | 8.50 | 3,864,149 | 8.00 | |||||||||||||||||||||||||||||
| Tier 1 Leverage Capital | |||||||||||||||||||||||||||||||||||
| Valley | 5,584,699 | 9.16 | 2,438,649 | 4.00 | N/A | N/A | |||||||||||||||||||||||||||||
| Valley National Bank | 6,041,434 | 9.91 | 2,438,511 | 4.00 | 3,048,139 | 5.00 | |||||||||||||||||||||||||||||
Valley's total risk-based capital ratio decreased to 13.83 percent at September 30, 2025 as compared to 13.87 percent at December 31, 2024 which reflects, but is not limited to, the early redemption of our $115 million of 5.25 percent fixed-to-floating subordinated notes in June 2025, which were previously eligible for full regulatory capital treatment.
Typically, our primary source of capital growth is through retention of earnings. Our rate of earnings retention is derived by dividing undistributed earnings per common share by earnings (or net income available to common shareholders) per common share. Our retention ratio was approximately 51.5 percent for the nine months ended September 30, 2025 as compared to 36.2 percent for the full year ended December 31, 2024. The increase in our retention ratio was largely due to the increase in our net income available to common shareholders for the nine months ended September 30, 2025 as compared to the same period one year ago.
Cash dividends declared amounted to $0.33 per common share for each of the nine months ended September 30, 2025 and 2024. The Board is committed to examining and weighing relevant facts and considerations, including its commitment to shareholder value, each time it makes a cash dividend decision. The Federal Reserve has cautioned all bank holding companies about distributing dividends which may reduce the level of capital or not allow capital to grow considering the increased capital levels required under the Basel III rules. Prior to the date of this filing, Valley has received no objection or adverse guidance from the Federal Reserve or the OCC regarding the current level of its quarterly common stock dividend. However, the Federal Reserve has reiterated its long-standing guidance in recent years that banking organizations should consult them before declaring dividends in excess of earnings for the corresponding quarter. See Item 1A. Risk Factors of Valley's Annual Report for additional information.
Off-Balance Sheet Arrangements, Contractual Obligations and Other Matters
For a discussion of Valley's off-balance sheet arrangements and contractual obligations see information included in Valley's Annual Report in the MD&A section "Liquidity and Cash Requirements" and Notes 12 and 13 to the consolidated financial statements included in this report.
Valley National Bancorp published this content on November 07, 2025, and is solely responsible for the information contained herein. Distributed via Edgar on November 07, 2025 at 21:14 UTC. If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at [email protected]