VLY » Topics » ITEM 1-ELECTION OF DIRECTORS

This excerpt taken from the VLY DEF 14A filed Mar 6, 2008.

ITEM 1—ELECTION OF DIRECTORS

DIRECTOR INFORMATION

Under Valley’s by-laws, the Board of Directors fixes the exact number of directors, with a minimum of 5 and a maximum of 25. The Board has fixed the number of directors at 15.

The persons named on the proxy card intend to vote the proxies FOR the election of the 15 persons named below (unless the shareholder otherwise directs). If, for any reason, any nominee becomes unavailable for election and the Board selects a substitute nominee, the proxies will be voted for the substitute nominee selected by the Board. The Board has no reason to believe that any of the named nominees is not available or will not serve if elected.

Each candidate for director has been nominated to serve a one-year term until Valley’s 2009 annual meeting and thereafter until the person’s successor has been duly elected and qualified. The following table sets forth the names and ages of the Board’s nominees for election, the nominees’ position with Valley (if any), the principal occupation or employment of each nominee for the past five years, any other directorships held by the nominee with companies registered pursuant to Section 12 of the Exchange Act or subject to the requirements of Section 15(d) of the Exchange Act and the period during which each nominee has served as a director of Valley. The nominees’ prior service as directors includes prior service as directors of Valley National Bank (the “Bank”) prior to the formation of the holding company.

 

Name, Age and Position

With Valley

  

Principal Occupations During

Past Five Years; Other Public Company Directorships

   Director
Since

Andrew B. Abramson, 54

   President and Chief Executive Officer, Value Companies, Inc. (real estate development and property management firm)    1994

Pamela R. Bronander, 51

   Vice President, KMC Mechanical, Inc. (mechanical contractor)    1993

Eric P. Edelstein, 58

   Retired; Former Executive Vice President and Chief Financial Officer, Griffon Corporation (manufacturer and developer of variety of products); former Managing Partner-Business Consulting National Practices of Arthur Andersen LLP    2003

Mary J. Steele Guilfoile, 53

   Chairman of MG Advisors, Inc. (privately owned financial services merger and acquisition advisory and consulting firm); former Executive Vice President and Chief Administrative Officer of J. P. Morgan Chase & Co.; former Partner, Chief Financial Officer and Chief Operating Officer of The Beacon Group, LLC (private equity, strategic advisory and wealth management partnership); Partner, The Beacon Group, a private investment group; Director, Interpublic Group of Companies (NYSE listed advertising and marketing company); CPA    2003

H. Dale Hemmerdinger, 63

   President of The Hemmerdinger Corporation (commercial and residential real estate ownership and development company); Chairman of Atlas Real Estate Funds, Inc. (a diverse New York-based real estate company); and Chairman of Metropolitan Transportation Authority, NYS    2003

Graham O. Jones, 63*

   Partner and Attorney, at law firm of Jones & Jones    1997

Walter H. Jones, III, 65*

   Former Chairman of the Board of Hoke, Inc. (manufacturer of precision fluid control products)    1997

Gerald Korde, 64

   President, Birch Lumber Company, Inc. (wholesale and retail lumber distribution company)    1989

 

3


Table of Contents

Valley National Bancorp

2008 Proxy Statement

 

Name, Age and Position

With Valley

 

Principal Occupations During

Past Five Years; Other Public Company Directorships

  Director
Since

Michael L. LaRusso, 62

  Financial Consultant; Former Executive Vice President and Director of Corporate Monitoring Group-Union Bank of California   2004

Marc J. Lenner, 42**

  Chief Executive Officer and Chief Financial Officer of Lester M. Entin Associates, a real estate development and management company; formerly employed by Hoberman, Miller, Goldstein & Lesser, P.C., CPA   2007

Gerald H. Lipkin, 67

  Chairman of the Board, President and Chief Executive Officer of Valley National Bancorp and Valley National Bank   1986

Chairman of the Board, President and Chief Executive Officer

   

Robinson Markel, 73

  Counsel to the law firm of Katten Muchin Rosenman LLP, since February 1998; former Director of Merchants New York Bancorp, Inc. and The Merchants Bank of New York   2001

Richard S. Miller, 73

  President of the law firm of Williams, Caliri, Miller & Otley, A Professional Corporation; former Director of Ramapo Financial Corporation and The Ramapo Bank   1999

Barnett Rukin, 67

  Chief Executive Officer, SLX Capital Management (asset manager)   1991

Suresh L. Sani, 43**

  Vice President, First Pioneer Properties, Inc., a privately-owned commercial real estate management company; former associate at law firm of Shea & Gould   2007

 

* Walter H. Jones, III and Graham O. Jones are brothers.
** Messrs. Lenner and Sani, were appointed by the Board on November 14, 2007 to fill two board positions and have not been previously elected by the shareholders.
This excerpt taken from the VLY DEF 14A filed Mar 6, 2007.

ITEM 1—ELECTION OF DIRECTORS

DIRECTOR INFORMATION

Under Valley’s by-laws, the Board of Directors fixes the exact number of directors, with a minimum of 5 and a maximum of 25. The Board has fixed the number of directors at 14.

The persons named on the proxy card intend to vote the proxies FOR the election of the 14 persons named below (unless the shareholder otherwise directs). If, for any reason, any nominee becomes unavailable for election and the Board selects a substitute nominee, the proxies will be voted for the substitute nominee selected by the Board. The Board has no reason to believe that any of the named nominees is not available or will not serve if elected.

Each candidate for director has been nominated to serve a one-year term until Valley’s 2008 annual meeting and thereafter until the person’s successor has been duly elected and qualified. The following table sets forth the names and ages of the Board’s nominees for election, the nominees’ position with Valley (if any), the principal occupation or employment of each nominee for the past five years, any other directorships held by the nominee with companies registered pursuant to Section 12 of the Exchange Act or subject to the requirements of Section 15(d) of the Exchange Act and the period during which each nominee has served as a director of Valley. The nominees’ prior service as directors includes prior service as directors of Valley National Bank (the “Bank”) prior to the formation of the holding company.

 

Name, Age and Position

With Valley

  

Principal Occupations During

Past Five Years; Other Public Company Directorships

   Director
Since
Andrew B. Abramson, 53    President and Chief Executive Officer, Value Companies, Inc. (real estate development and property management firm)    1994
Pamela R. Bronander, 50    Vice President, KMC Mechanical, Inc. (mechanical contractor)    1993
Eric P. Edelstein, 57    Executive Vice President and Chief Financial Officer, Griffon Corporation (manufacturer and developer of variety of products); former Managing Partner-Business Consulting National Practices of Arthur Andersen LLP    2003
Mary J. Steele Guilfoile, 52    Chairman of MG Advisors, Inc. (privately owned financial services merger and acquisition advisory and consulting firm); former Executive Vice President and Chief Administrative Officer of J. P. Morgan Chase & Co.; former Partner, Chief Financial Officer and Chief Operating Officer of The Beacon Group, LLC (private equity, strategic advisory and wealth management partnership); Partner, The Beacon Group, a private investment group; CPA    2003
H. Dale Hemmerdinger, 62    President of The Hemmerdinger Corporation (a commercial and residential real estate ownership and development company) and Chairman of Atlas Real Estate Funds, Inc.    2003
Graham O. Jones, 62*    Attorney, Jones & Jones    1997
Walter H. Jones, III, 64*    Former Chairman of the Board of Hoke, Inc., its affiliates and subsidiaries (manufacturer of precision fluid control products)    1997
Gerald Korde, 63    President, Birch Lumber Company, Inc. (wholesale and retail lumber distribution company)    1989
Michael L. LaRusso, 61    Financial Consultant; Former Executive Vice President and Director of Corporate Monitoring Group-Union Bank of California    2004

 

4


Valley National Bancorp

2007 Proxy Statement

 

Name, Age and Position

With Valley

  

Principal Occupations During

Past Five Years; Other Public Company Directorships

   Director
Since

Gerald H. Lipkin, 66

Chairman of the Board, President and Chief Executive Officer

   Chairman of the Board, President and Chief Executive Officer of Valley National Bancorp and Valley National Bank    1986
Robinson Markel, 72    Member of the law firm of Katten Muchin Rosenman LLP (formerly KMZ Rosenman) since February 1998; former Director of Merchants New York Bancorp, Inc. and The Merchants Bank of New York    2001
Robert E. McEntee, 74    Management Consultant; CPA    1979
Richard S. Miller, 72    President, Williams, Caliri, Miller & Otley, A Professional Corporation (law firm); former Director of Ramapo Financial Corporation and The Ramapo Bank    1999
Barnett Rukin, 66    Chief Executive Officer, SLX Capital Management (asset manager); former Senior Vice President and Regional Chief Executive Officer, Northeast Region, Coach USA (bus company); former Chairman and Chief Executive Officer, Hudson Transit Lines, Inc. (operator of Short Line Bus Company)    1991

 

* Walter H. Jones, III and Graham O. Jones are brothers.
This excerpt taken from the VLY DEF 14A filed Mar 1, 2006.

ITEM 1—ELECTION OF DIRECTORS

DIRECTOR INFORMATION

Under Valley’s by-laws, the Board of Directors fixes the exact number of directors, with a minimum of 5 and a maximum of 25. The Board has fixed the number of directors at 14.

The persons named on the proxy card intend to vote the proxies FOR the election of the 14 persons named below (unless the shareholder otherwise directs). If, for any reason, any nominee becomes unavailable for election and the Board selects a substitute nominee, the proxies will be voted for the substitute nominee selected by the Board. The Board has no reason to believe that any of the named nominees is not available or will not serve if elected.

Each candidate for director has been nominated to serve a one-year term until Valley’s 2007 annual meeting and thereafter until the person’s successor has been duly elected and qualified. The following table sets forth the names and ages of the Board’s nominees for election, the nominees’ position with Valley (if any), the principal occupation or employment of each nominee for the past five years, any other directorships held by the nominee with companies registered pursuant to Section 12 of the Exchange Act or subject to the requirements of Section 15(d) of the Exchange Act and the period during which each nominee has served as a director of Valley. The nominees’ prior service as directors includes prior service as directors of Valley National Bank (the “Bank”) prior to the formation of the holding company.

 

Name, Age and Position

With Valley

  

Principal Occupations During

Past Five Years; Other Public Company Directorships

  

Director

Since

Andrew B. Abramson, 52

   President and Chief Executive Officer, The Value Group, Inc. (real estate development and property management firm)    1994

Pamela R. Bronander, 49

   Vice President, KMC Mechanical, Inc. (mechanical contractor)    1993

Eric P. Edelstein, 56

   Executive Vice President and Chief Financial Officer, Griffon Corporation (manufacturer and developer of variety of products); former Managing Partner-Business Consulting National Practices of Arthur Andersen LLP    2003

Mary J. Steele Guilfoile, 51

   Chairman of MG Advisors, Inc. (privately owned financial services merger and acquisition advisory and consulting firm); former Executive Vice President and Chief Administrative Officer of J. P. Morgan Chase & Co.; former Partner, Chief Financial Officer and Chief Operating Officer of The Beacon Group, LLC (private equity, strategic advisory and wealth management partnership); Partner, The Beacon Group, a private investment group; CPA    2003

H. Dale Hemmerdinger, 61

   President of The Hemmerdinger Corporation (a commercial and residential real estate ownership and development company) and Chairman of Atlas Real Estate Funds, Inc.    2003

Graham O. Jones, 61*

   Attorney, Jones & Jones    1997

Walter H. Jones, III, 63*

   Former Chairman of the Board of Hoke, Inc., its affiliates and subsidiaries (manufacturer of precision fluid control products)    1997

Gerald Korde, 62

   President, Birch Lumber Company, Inc. (wholesale and retail lumber distribution company)    1989

Michael L. LaRusso, 60

   Former Executive Vice President and Director of Corporate Monitoring Group-Union Bank of California    2004

 

4


Name, Age and Position

With Valley

  

Principal Occupations During

Past Five Years; Other Public Company Directorships

  

Director

Since

Gerald H. Lipkin, 65 Chairman, President and Chief Executive Officer

   Chairman, President and Chief Executive Officer of Valley National Bancorp and Valley National Bank    1986

Robinson Markel, 71

   Member of the law firm of Katten Muchin Rosenman LLP (formerly KMZ Rosenman) since February 1998; former Director of Merchants New York Bancorp, Inc. and The Merchants Bank of New York    2001

Robert E. McEntee, 73

   Management Consultant; CPA    1979

Richard S. Miller, 71

   President, Williams, Caliri, Miller & Otley, A Professional Corporation (law firm); former Director of Ramapo Financial Corporation and The Ramapo Bank    1999

Barnett Rukin, 65

   Chief Executive Officer, SLX Capital Management (asset manager); former Senior Vice President and Regional Chief Executive Officer, Northeast Region, Coach USA (bus company); former Chairman and Chief Executive Officer, Hudson Transit Lines, Inc. (operator of Short Line Bus Company)    1991

 

* Walter H. Jones, III and Graham O. Jones are brothers.
This excerpt taken from the VLY DEF 14A filed Mar 7, 2005.

ITEM 1—ELECTION OF DIRECTORS

 

DIRECTOR INFORMATION

 

Under Valley’s by-laws, the Board of Directors fixes the exact number of directors, with a minimum of 5 and a maximum of 25. The Board has fixed the number of directors at 15.

 

The persons named in the proxy card intend to vote the proxies FOR the election of the 15 persons named below (unless the shareholder otherwise directs). If, for any reason, any nominee becomes unavailable for election and the Board selects a substitute nominee, the proxies will be voted for the substitute nominee selected by the Board. The Board has no reason to believe that any of the named nominees is not available or will not serve if elected.

 

Each candidate for director has been nominated to serve a one-year term until Valley’s 2006 annual meeting and thereafter until the person’s successor has been duly elected and qualified. The following table sets forth the names and ages of the Board’s nominees for election, the nominees’ position with Valley (if any), the principal occupation or employment of each nominee for the past five years, any other directorships held by the nominee with companies registered pursuant to Section 12 of the Exchange Act or subject to the requirements of Section 15(d) of the Exchange Act and the period during which each nominee has served as a director of Valley. The nominees’ prior service as directors includes prior service as directors of Valley National Bank (the “Bank”) prior to the formation of the holding company.

 

Joseph Coccia, Jr. and Peter Southway are retiring from the Board at the Meeting after many years of service to Valley and the Bank.

 

Name, Age and Position With Valley


  

Principal Occupations During

Past Five Years; Other Public Company Directorships


   Director
Since


Andrew B. Abramson, 51

   President and Chief Executive Officer, The Value Group, Inc. (real estate development and property management firm)    1994

Pamela Bronander, 48

   Vice President, KMC Mechanical, Inc. (mechanical contractor); former Executive Vice President, Scandia Packaging Machinery Co. (designs & builds packaging machinery)    1993

Eric P. Edelstein, 55

   Executive Vice President and Chief Financial Officer, Griffon Corporation (manufacturer and developer of variety of products); former Managing Partner-Business Consulting National Practices of Arthur Andersen LLP. Member of the Board of Directors of Computer Horizons Corporation    2003

Mary J. Steele Guilfoile, 50

   Chairman of MG Advisors, Inc. (privately owned financial services merger and acquisition advisory and consulting firm); former Executive Vice President and Chief Administrative Officer of J. P. Morgan Chase & Co.; former Partner, Chief Financial Officer and Chief Operating Officer of The Beacon Group (private equity, strategic advisory and wealth management partnership); CPA. Member of the Board of Directors of Viasys Healthcare, Inc.    2003

H. Dale Hemmerdinger, 60

   President of The Hemmerdinger Corporation (a commercial and residential real estate ownership and development company) and Chairman of Atlas Real Estate Funds, Inc.    2003

Graham O. Jones, 60*

   Attorney, Jones & Jones    1997

Walter H. Jones, III, 62*

   Former Chairman of the Board of Hoke, Inc., its affiliates and subsidiaries (manufacturer of precision fluid control products)    1997

Gerald Korde, 61

   President, Birch Lumber Company, Inc. (wholesale and retail lumber distribution company)    1989

 

4


Name, Age and Position With Valley


  

Principal Occupations During

Past Five Years; Other Public Company Directorships


   Director
Since


 

Michael L. LaRusso, 59

   Former Executive Vice President and Director of Corporate Monitoring Group-Union Bank of California    2004 **

Gerald H. Lipkin, 64

Chairman, President and Chief

Executive Officer

   Chairman, President and Chief Executive Officer of Valley National Bancorp and Valley National Bank    1986  

Robinson Markel, 70

   Member of the law firm of KMZ Rosenman since 1998; former Director of Merchants New York Bancorp, Inc. and The Merchants Bank of New York    2001  

Robert E. McEntee, 72

   Management Consultant; CPA    1979  

Richard S. Miller, 70

   President, Williams, Caliri, Miller & Otley, A Professional Corporation (law firm); former Director of Ramapo Financial Corporation and The Ramapo Bank    1999  

Barnett Rukin, 64

   Chief Executive Officer, SLX Capital Management (asset manager); former Senior Vice President and Regional Chief Executive Officer, Northeast Region, Coach USA (bus company); former Chairman and Chief Executive Officer, Hudson Transit Lines, Inc. (operator of Short Line Bus Company)    1991  

Leonard J. Vorcheimer, 62

   Principal, L.J.V. Enterprises (investment concern)    1992  

* Walter H. Jones, III and Graham O. Jones are brothers.

 

** Mr. LaRusso, currently a director, was appointed by the Board in November 2004 and has not been previously elected by the shareholders.

 

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