VALLEY NATIONAL BANCORP. Certain Sections of this Indenture relating to Sections 310 through 318, inclusive, of the Trust Indenture Act of 1939: Trust Indenture Act Section Indenture Section §310 (a)(1) 6.9 (a)(2) 6.9 (a)(3) Not Applicable (a)(4) Not Applicable (b) 6.8 6.10 §311 (a) 6.13 (b) 6.13 §312 (a) 7.1 (b) 7.2(a) (c) 7.2(b) §313 (a) 7.3(a) (b) 7.3(a) (c) 7.3(a) (d) 7.3(b) §314 (a) 7.4 (a)(4) 1.2 10.4
VALLEY NATIONAL BANCORP. Certain Sections of this Indenture relating to Sections 310 through 318, inclusive, of the Trust Indenture Act of 1939: Trust Indenture Act Section Indenture Section §310 (a)(1) 6.9 (a)(2) 6.9 (a)(3) Not Applicable (a)(4) Not Applicable (b) 6.8 6.10 §311 (a) 6.13 (b) 6.13 §312 (a) 7.1 (b) 7.2(a) (c) 7.2(b) §313 (a) 7.3(a) (b) 7.3(a) (c) 7.3(a) (d) 7.3(b) §314 (a) 7.4 (a)(4) 1.2 10.4 (b) Not Applicable (c)(1) 1.2 (c)(2) 1.2 (c)(3) Not Applicable (d) Not Applicable (e) 1.2 §315 (a) 6.1 (b) 6.2 (c) 6.1 (d) 6.1 (d)(1) 6.1 (d)(2) 6.1 (d)(3) 6.1 (e) 5.14 §316 (a)(1)(A) 5.12 (a)(1)(B) 5.2 5.13 (a)(2) Not Applicable (b) 5.8 (c) 1.4(c) §317 (a)(1) 5.3 (a)(2) 5.4 (b) 10.3
VALLEY NATIONAL BANCORP. By: --------------------------------------------------- Name: Xxxx X. Xxxxx Title: Executive Vice President and Chief Financial Officer THE BANK OF NEW YORK, as Debenture Trustee By: --------------------------------------------------- Name: Title: EXHIBIT A (FORM OF FACE OF SECURITY) [IF THIS SECURITY IS A GLOBAL SECURITY, INSERT: THIS SECURITY IS A GLOBAL SECURITY WITHIN THE MEANING OF THE INDENTURE HEREINAFTER REFERRED TO AND IS REGISTERED IN THE NAME OF THE DEPOSITORY TRUST COMPANY ("DTC") OR A NOMINEE OF DTC. THIS SECURITY IS EXCHANGEABLE FOR SECURITIES REGISTERED IN THE NAME OF A PERSON OTHER THAN DTC OR ITS NOMINEE ONLY IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE, AND NO TRANSFER OF THIS SECURITY (OTHER THAN A TRANSFER OF THIS SECURITY AS A WHOLE BY DTC TO A NOMINEE OF DTC OR BY A NOMINEE OF DTC TO DTC OR ANOTHER NOMINEE OF DTC) MAY BE REGISTERED EXCEPT IN LIMITED CIRCUMSTANCES. UNLESS THIS SECURITY IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF DTC TO THE ISSUER OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY SECURITY ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT HEREON IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL IN AS MUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.] [IF THIS SECURITY IS ISSUED IN CERTIFICATED FORM, INSERT: THE SECURITIES ARE ISSUABLE ONLY IN REGISTERED FORM WITHOUT COUPONS IN DENOMINATIONS OF MINIMUM DENOMINATIONS OF $25 AND ANY INTEGRAL MULTIPLES OF $25 IN EXCESS THEREOF.] No. CUSIP No. ______________ SUBORDINATED DEBENTURE CERTIFICATE VALLEY NATIONAL BANCORP ______% JUNIOR SUBORDINATED DEFERRABLE INTEREST DEBENTURE DUE ______, 2031 Valley National Bancorp, a New Jersey corporation (the "Corporation," which term includes any successor Person under the Indenture hereinafter referred to), for value received, hereby promises to pay to [_________] or registered assigns, the principal sum of [________________] dollars ($_________) on October __, 2031 (the "Maturity Date"), unless previously prepaid, and to pay interest on the outstanding principal amount hereof from October __, 2001, or from the most recent interest payment date (each such date, an "Interest Payment Date") to which interest has been paid or duly provided for, quarte...
VALLEY NATIONAL BANCORP. Certain Sections of this Indenture relating to Sections 310 through 318, inclusive, of the Trust Indenture Act of 1939: Trust Indenture Act Section Indenture Section §310 (a )(1) 6.9 (a )(2) 6.9 (a )(3) Not Applicable (a )(4) Not Applicable (a )(5) 6.9 (b ) 6.8 6.10 §311 (a ) 6.13 (b ) 6.13 §312 (a ) 7.1 7.2(a) (b ) 7.2(b) (c ) 7.2(c) §313 (a ) 7.3(a) (b ) 7.3(a) (c ) 7.3(a) (d ) 7.3(b) §314 (a )(1) 7.4 (a )(2) 7.4 (a )(3) 7.4 (a )(4) 1.2 10.4 (b ) Not Applicable (c )(1) 1.2 (c )(2) 1.2 (c )(3) Not Applicable (d ) Not Applicable (e ) 1.2 (f ) Not Applicable §315 (a ) 6.1 (b ) 6.2 (c ) 6.1 (d ) 6.1 (e ) 5.14 §316 (a )(1)(A) 5.12 (a )(1)(B) 5.2 5.13 (a )(2) Not Applicable (b ) 5.8 (c ) 1.4(c) §317 (a )(1) 5.3 (a )(2) 5.4 (b ) 10.3 §318 (a ) 1.7 NOTE: This shall not, for any purpose, be deemed to be part of the Indenture. INDENTURE, dated as of May 28, 2021, between VALLEY NATIONAL BANCORP, a corporation duly organized and existing under the laws of the State of New Jersey (the “Company”), having its principal office at 0000 Xxxxxx Xxxx, Xxxxx, Xxx Xxxxxx, 00000, and U.S. BANK NATIONAL ASSOCIATION, as Trustee (the “Trustee”).
VALLEY NATIONAL BANCORP. 6.5 TCF Financial Corporation .................................. 9.0
