Ubs AG 6-K, filed Mar 7, 2022

Ubs AG (AMUB)

6-K 2022-03-07 For: 2021-12-31

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Added on July 04, 2026

About this 6-K

Ubs AG filed this 6-K on March 7, 2022.

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2	UBS Group AG standalone financial statements

2	Income statement
3	Balance sheet
4	Statement of proposed appropriation of total profit and dividend distribution out of total profit and capital contribution reserve

5	1	Corporate information
6	2	Accounting policies

8	Income statement notes
8	3	Dividend income from investments in subsidiaries
9	4	Other operating income
9	5	Financial income
8	6	Personnel expenses
9	7	Other operating expenses
9	8	Financial expenses

10	Balance sheet notes
10	9	Liquid assets
10	10	Marketable securities
10	11	Other short-term receivables
10	12	Accrued income and prepaid expenses
11	13	Investments in subsidiaries
11	14	Financial assets
12	15	Current interest-bearing liabilities
12	16	Accrued expenses and deferred income
13	17	Long-term interest-bearing liabilities
15	18	Compensation-related long-term liabilities
15	19	Share capital
16	20	Treasury shares

17	Additional information
17	21	Assets pledged to secure own liabilities
17	22	Contingent liabilities
17	23	Significant shareholders
18	24	Share ownership of the members of the Board of Directors, the Group Executive Board and other employees
19	25	Related parties

20	Report of the statutory auditor on the financial statements

Income statement
		USD million		CHF million
		For the year ended		For the year ended
	Note	31.12.21	31.12.20	31.12.21	31.12.20
Dividend income from investments in subsidiaries	3	4,672	3,853	4,270	3,646
Other operating income	4	12	17	12	16
Financial income	5	1,806	1,836	1,653	1,714
Operating income		6,490	5,706	5,935	5,376
Personnel expenses	6	21	19	19	18
Other operating expenses	7	44	69	40	63
Amortization of intangible assets		4	4	4	4
Financial expenses	8	1,751	1,765	1,603	1,650
Operating expenses		1,819	1,858	1,665	1,735
Profit / (loss) before income taxes		4,671	3,848	4,270	3,641
Tax expense / (benefit)		7	6	6	6
Net profit / (loss)		4,664	3,841	4,264	3,635

Balance sheet
		USD million		CHF million
	Note	31.12.21	31.12.20	31.12.21	31.12.20

Assets
Liquid assets	9	1,901	2,198	1,733	1,946
Marketable securities	10	102	84	93	74
Other short-term receivables	11	4,942	5,555	4,505	4,919
Accrued income and prepaid expenses	12	927	947	845	839
Total current assets		7,872	8,784	7,177	7,779
Investments in subsidiaries	13	41,199	41,199	37,560	36,483
of which: investment in UBS AG		*40,889*	40,889	*37,277*	36,209
Financial assets	14	56,350	50,062	51,373	44,332
Other intangible assets		0	4	0	3
Other non-current assets		26	21	24	19
Total non-current assets		97,576	91,286	88,957	80,837
Total assets		105,448	100,071	96,133	88,616
of which: amounts due from subsidiaries		*63,587*	58,340	*57,970*	51,662

Liabilities
Current interest-bearing liabilities	15	4,732	3,853	4,314	3,412
Accrued expenses and deferred income	16	1,846	2,097	1,683	1,857
Total short-term liabilities		6,578	5,950	5,997	5,269
Long-term interest-bearing liabilities	17	55,034	50,993	50,172	45,156
Compensation-related long-term liabilities	18	3,116	3,128	2,841	2,770
Total long-term liabilities		58,149	54,120	53,013	47,925
Total liabilities		64,727	60,071	59,010	53,194
of which: amounts due to subsidiaries		*741*	1,268	*675*	1,123

Equity
Share capital	19	377	393	370	386
General reserves		26,161	27,048	25,682	26,506
of which: statutory capital reserve		*26,161*	27,048	*25,682*	26,506
of which: capital contribution reserve		*26,161*	27,048	*25,682*	26,506
Voluntary earnings reserve		14,146	12,738	11,153	8,812
Treasury shares	20	(4,629)	(4,020)	(4,345)	(3,917)
of which: against capital contribution reserve		*(1,242)*	(180)	*(1,145)*	(174)
Reserve for own shares held by subsidiaries		0	0	0	0
Net profit / (loss)		4,664	3,841	4,264	3,635
Equity attributable to shareholders		40,720	40,000	37,124	35,421
Total liabilities and equity		105,448	100,071	96,133	88,616

	USD million	CHF million
	For the year ended	For the year ended
	31.12.21	31.12.21
Net profit for the period	4,664	4,264
Profit / (loss) carried forward	0	0
Total profit available for appropriation	4,664	4,264

Appropriation of total profit
Appropriation to voluntary earnings reserve	(3,739)	(3,423)
Dividend distribution: USD 0.50 (gross) per dividend-bearing share, USD 0.25 of which out of total profit¹	(926)	(841)²
Profit / (loss) carried forward	0	0
1 Dividend-bearing shares are all shares issued except for treasury shares held by UBS Group AG as of the record date. The amount of USD 926 million presented is based on the total number of shares issued as of 31 December 2021. If the final total amount of the dividend is higher / lower, the difference will be balanced through the appropriation to the voluntary earnings reserve. 2 For illustrative purposes, converted at closing exchange rate as of 31 December 2021 (CHF / USD 1.10).

	USD million	CHF million
	For the year ended	For the year ended
	31.12.21	31.12.21
Total statutory capital reserve: capital contribution reserve before proposed distribution¹	26,161	25,682
Dividend distribution: USD 0.50 (gross) per dividend-bearing share, USD 0.25 of which out of capital contribution reserve²	(926)	(841)³
Total statutory capital reserve: capital contribution reserve after proposed distribution	25,236	24,840
1 The Swiss Federal Tax Administration’s current position is that, of the CHF 25.7 billion capital contribution reserve available as of 31 December 2021, an amount limited to CHF 11.0 billion is available from which dividends may be paid without a Swiss withholding tax deduction. This amount includes a reduction of capital contribution reserves of CHF 223 million in 2021 (based on the purchase price). 2 Dividend-bearing shares are all shares issued except for treasury shares held by UBS Group AG as of the record date. The amount of USD 926 million presented is based on the total number of shares issued as of 31 December 2021. 3 For illustrative purposes, converted at closing exchange rate as of 31 December 2021 (CHF / USD 1.10).

Individually significant subsidiaries of UBS Group AG as of 31 December 2021
Company	Registered office		Share capital in million		Equity interest accumulated in %
UBS AG	Zurich and Basel, Switzerland		CHF	385.8	100.0
UBS Business Solutions AG¹	Zurich, Switzerland		CHF	1.0	100.0
1 UBS Business Solutions AG holds subsidiaries in China, India, Israel and Poland.

Individually significant subsidiaries of UBS AG as of 31 December 2021¹
Company	Registered office	Primary business	Share capital in million		Equity interest accumulated in %
UBS Americas Holding LLC	Wilmington, Delaware, USA	Group Functions	USD	4,150.0²	100.0
UBS Americas Inc.	Wilmington, Delaware, USA	Group Functions	USD	0.0	100.0
UBS Asset Management AG	Zurich, Switzerland	Asset Management	CHF	43.2	100.0
UBS Bank USA	Salt Lake City, Utah, USA	Global Wealth Management	USD	0.0	100.0
UBS Europe SE	Frankfurt, Germany	Global Wealth Management	EUR	446.0	100.0
UBS Financial Services Inc.	Wilmington, Delaware, USA	Global Wealth Management	USD	0.0	100.0
UBS Securities LLC	Wilmington, Delaware, USA	Investment Bank	USD	1,283.1³	100.0
UBS Switzerland AG	Zurich, Switzerland	Personal & Corporate Banking	CHF	10.0	100.0
1 Includes direct and indirect subsidiaries of UBS AG. 2 Consists of common share capital of USD 1,000 and non-voting preferred share capital of USD 4,150,000,000. 3 Consists of common share capital of USD 100,000 and non-voting preferred share capital of USD 1,283,000,000.

Notes issued, overview by amount, maturity and coupon				31.12.21			31.12.20
				Carrying amount			Carrying amount
In million, except where indicated	Contractual maturity	First optional call date	Coupon¹	in transaction currency	in USD	in CHF	in transaction currency	in USD	in CHF
US dollar-denominated TLAC-eligible senior unsecured notes	14.4.21	n/a	3M USD LIBOR + 178 bps	0	0	0	1,000	1,000	886
US dollar-denominated TLAC-eligible senior unsecured notes	15.4.21	n/a	3%	0	0	0	1,850	1,850	1,638
US dollar-denominated TLAC-eligible senior unsecured notes	1.2.22	n/a	3M USD LIBOR + 153 bps	500	500	456	0	0	0
US dollar-denominated TLAC-eligible senior unsecured notes	1.2.22	n/a	2.65%	2,000	2,000	1,823	0	0	0
Swiss franc-denominated TLAC-eligible senior unsecured notes	22.2.22	n/a	0.75%	300	329	300	0	0	0
Euro-denominated TLAC-eligible senior unsecured notes	16.11.22	n/a	1.75%	1,250	1,423	1,297	0	0	0
Total notes issued					4,252	3,876		2,850	2,524
1 For TLAC-eligible senior unsecured notes, the disclosed coupon rate refers to the contractual coupon rate applied from the issue date up to the contractual maturity date or, if applicable, to the first optional call date.

	Number of registered shares	Average price in USD	Average price in CHF
Balance as of 31 December 2019	243,021,296	13.57	13.35
of which: treasury shares held by UBS Group AG	242,930,084	13.57	13.35
of which: treasury shares held by UBS AG and other subsidiaries	91,212	12.65	12.75
Acquisitions	128,372,257	12.27	11.53
Disposals	(10,188,059)	11.12	9.85
Delivery of shares to settle equity-settled awards	(53,728,492)	13.40	12.85
Balance as of 31 December 2020	307,477,002	13.14	12.80
of which: treasury shares held by UBS Group AG¹	306,114,513	13.13	12.80
of which: treasury shares held by UBS AG and other subsidiaries	1,362,490	14.13	12.62
Acquisitions	214,650,175	16.34	15.06
Disposals	(4,015,711)	14.95	13.63
Cancellation²	(156,632,400)	13.05	12.78
Delivery of shares to settle equity-settled awards	(58,283,738)	13.55	12.75
Balance as of 31 December 2021	303,195,328	15.35	14.41
of which: treasury shares held by UBS Group AG¹	*301,812,111*	*15.34*	*14.40*
of which: treasury shares held by UBS AG	*1,383,217*	*17.87*	*16.03*
1 Treasury shares held by UBS Group AG had a carrying value of USD 4,629 million (CHF 4,345 million) as of 31 December 2021 (31 December 2020: USD 4,020 million (CHF 3,917 million)). Shares repurchased under our 2021 share repurchase program are expected to be canceled by means of a capital reduction, whereby the capital contribution reserve within the statutory capital reserve is expected to be reduced by USD 1,242 million (CHF 1,139 million, based on purchase price). Refer to “UBS shares” in the “Capital, liquidity and funding, and balance sheet” section of this report for more information. 2 In 2021, as approved by the Annual General Meeting held on 8 April 2021, the cancellation of 156,632,400 shares, each with a nominal value of CHF 0.10, purchased under the 2018–2021 share repurchase program, was executed. Refer to Note 1 for more information.

Shareholders registered in the UBS Group AG share register with 3% or more of the total share capital¹
% of share capital	31.12.21	31.12.20
Chase Nominees Ltd., London²	8.89	10.39
DTC (Cede & Co.), New York^2,3	5.78	4.99
Nortrust Nominees Ltd., London²	4.80	5.15
1 As registration in the UBS share register is optional, shareholders crossing the threshold percentages requiring SIX notification under the FMIA do not necessarily appear in this table. 2 Nominee companies and securities clearing organizations cannot autonomously decide how voting rights are exercised and are therefore not obligated to notify UBS and SIX if they reach, exceed or fall below the threshold percentages requiring disclosure notification under the FMIA. Consequently, they do not appear in the “Shareholders subject to FMIA disclosure notifications” section below. 3 DTC (Cede & Co.), New York, “The Depository Trust Company,” is a US securities clearing organization.

Shares awarded
	For the year ended 31.12.21			For the year ended 31.12.20
	Number of shares	Value of shares in USD million¹	Value of shares in CHF million¹	Number of shares	Value of shares in USD million¹	Value of shares in CHF million¹
Awarded to members of the BoD	361,853	5	5	457,362	7	6
Awarded to members of the GEB	5,194,307	76	69	5,192,391	56	50
Awarded to other UBS Group employees	63,527,242	928	846	67,057,766	723	640
Total	69,083,402	1,010	921	72,707,519	786	696
1 Shares awarded to members of the BoD were valued at CHF 13.81 for the year ended 31 December 2021 and CHF 12.92 for the year ended 31 December 2020 (average closing price of UBS shares over the last 10 trading days leading up to and including the grant date). Shares awarded to members of the GEB and other UBS Group employees were valued at weighted average grant date fair value (USD 14.61 for the year ended 31 December 2021 and USD 10.79 for the year ended 31 December 2020). Prior period has been amended to ensure comparability. For illustrative purposes, the value of the shares was converted at closing exchange rate as of 31 December 2021 (CHF / USD 1.10) and 31 December 2020 (CHF / USD 1.13), accordingly.

Number of shares of BoD members¹
Name, function	on 31 December	Number of shares held	Voting rights in %
Axel A. Weber, Chairman	2021	1,148,369	0.071
Axel A. Weber, Chairman	2020	1,046,994	0.062
Jeremy Anderson, Vice Chairman and Senior Independent Director	2021	97,518	0.006
	2020	66,744	0.004
Claudia Böckstiegel, member²	2021	0	0.000
Claudia Böckstiegel, member²	2020	-	-
William C. Dudley, member	2021	49,714	0.003
William C. Dudley, member	2020	26,181	0.002
Patrick Firmenich, member²	2021	0	0.000
Patrick Firmenich, member²	2020	-	-
Reto Francioni, member	2021	139,609	0.009
Reto Francioni, member	2020	154,086	0.009
Fred Hu, member	2021	74,481	0.005
Fred Hu, member	2020	42,428	0.003
Mark Hughes, member	2021	30,263	0.002
Mark Hughes, member	2020	4,920	0.000
Nathalie Rachou, member	2021	18,102	0.001
Nathalie Rachou, member	2020	0	0.000
Julie G. Richardson, member	2021	117,365	0.007
Julie G. Richardson, member	2020	88,401	0.005
Beatrice Weder di Mauro, former member²	2021	-	-
Beatrice Weder di Mauro, former member²	2020	198,578	0.012
Dieter Wemmer, member	2021	114,086	0.007
Dieter Wemmer, member	2020	88,743	0.005
Jeanette Wong, member	2021	68,452	0.004
Jeanette Wong, member	2020	33,722	0.002
Total	2021	1,857,959	0.116
Total	2020	1,750,797	0.104
1 Includes blocked and unblocked shares held by BoD members, including those held by related parties. No options were granted in 2021 and 2020. 2 At the 2021 AGM, Claudia Böckstiegel and Patrick Firmenich were newly elected and Beatrice Weder di Mauro did not stand for re-election.

Share ownership / entitlements of GEB members¹
Name, function	on 31 December	Number of unvested shares / at risk²	Number of vested shares	Total number of shares	Potentially conferred voting rights in %
Ralph A.J.G. Hamers, Group Chief Executive Officer	2021	122,453	2,673	125,126	0.008
Ralph A.J.G. Hamers, Group Chief Executive Officer	2020	14,841	0	14,841	0.001
Christian Bluhm, Group Chief Risk Officer	2021	654,579	226	654,805	0.041
Christian Bluhm, Group Chief Risk Officer	2020	582,787	218	583,005	0.035
Mike Dargan, Group Chief Digital and Information Officer	2021	240,343	82,743	323,086	0.020
Mike Dargan, Group Chief Digital and Information Officer	2020	-	-	-	-
Markus U. Diethelm, former Group General Counsel	2021	-	-	-	-
Markus U. Diethelm, former Group General Counsel	2020	706,845	617,858	1,324,703	0.079
Kirt Gardner, Group Chief Financial Officer	2021	780,640	236,421	1,017,061	0.063
Kirt Gardner, Group Chief Financial Officer	2020	696,500	165,223	861,723	0.051
Suni Harford, President Asset Management	2021	636,122	22,199	658,321	0.041
Suni Harford, President Asset Management	2020	352,329	0	352,329	0.021
Robert Karofsky, President Investment Bank	2021	851,520	357,064	1,208,584	0.075
Robert Karofsky, President Investment Bank	2020	627,748	357,621	985,369	0.059
Sabine Keller-Busse, President Personal & Corporate Banking and President UBS Switzerland	2021	798,457	421,491	1,219,948	0.076
	2020	639,087	349,834	988,921	0.059
Iqbal Khan, Co-President Global Wealth Management and President EMEA	2021	898,111	113,715	1,011,826	0.063
	2020	742,546	68,253	810,799	0.048
Edmund Koh, President Asia Pacific	2021	501,322	493,977	995,299	0.062
Edmund Koh, President Asia Pacific	2020	421,930	337,062	758,992	0.045
Axel P. Lehmann, former President Personal & Corporate Banking and President UBS Switzerland	2021	-	-	-	-
	2020	690,537	331,677	1,022,214	0.061
Barbara Levi, Group General Counsel	2021	430,732	0	430,732	0.027
Barbara Levi, Group General Counsel	2020	-	-	-	-
Tom Naratil, Co-President Global Wealth Management and President UBS Americas	2021	1,374,044	950,682	2,324,726	0.145
	2020	1,383,854	770,780	2,154,634	0.128
Piero Novelli, former Co-President Investment Bank	2021	-	-	-	-
Piero Novelli, former Co-President Investment Bank	2020	660,240	408,897	1,069,137	0.064
Markus Ronner, Group Chief Compliance and Governance Officer	2021	418,452	57,856	476,308	0.030
	2020	302,584	130,097	432,681	0.026
Total	2021	7,706,776	2,739,047	10,445,823	0.650
Total	2020	7,821,828	3,537,520	11,359,348	0.675
1 Includes all vested and unvested shares of GEB members, including those held by related parties. No options were held in 2021 and 2020 by any GEB member or any of its related parties. Refer to “Note 28 Employee benefits: variable compensation” in the “Consolidated financial statements” section of our Annual Report 2021 for more information. 2 Includes shares granted under variable compensation plans with forfeiture provisions. LTIP values reflect the fair value awarded at grant. The actual number of shares vesting in the future will be calculated under the terms of the plans. Refer to the “Group compensation” section of this report for more information about the plans.

Notes issued, overview by amount, maturity and coupon (continued)				31.12.21			31.12.20
				Carrying amount			Carrying amount
In million, except where indicated	Contractual maturity	First optional call date	Coupon¹	in transaction currency	in USD	in CHF	in transaction currency	in USD	in CHF
Euro-denominated TLAC-eligible senior unsecured notes	24.2.28	n/a	0.25%	1,000	1,138	1,038	0	0	0
US dollar-denominated TLAC-eligible senior unsecured notes	23.3.28	23.3.27	4.253%	2,000	2,000	1,823	2,000	2,000	1,771
Euro-denominated TLAC-eligible senior unsecured notes	5.11.28	5.11.27	0.25%	1,500	1,708	1,557	1,500	1,832	1,622
Yen-denominated TLAC-eligible senior unsecured notes	9.11.28	9.11.27	0.973%	20,000	174	158	20,000	194	171
Swiss franc-denominated TLAC-eligible senior unsecured notes	9.11.28	9.11.27	0.435%	440	483	440	0	0	0
Swiss franc-denominated TLAC-eligible senior unsecured notes	24.8.29	24.8.28	0.375%	360	395	360	0	0	0
GB pound-denominated TLAC-eligible senior unsecured notes	3.11.29	3.11.28	1.875%	400	541	494	0	0	0
US dollar-denominated TLAC-eligible senior unsecured notes	13.8.30	13.8.29	3.126%	1,500	1,500	1,368	1,500	1,500	1,328
Euro-denominated TLAC-eligible senior unsecured notes	3.11.31	n/a	0.875%	1,250	1,423	1,297	0	0	0
US dollar-denominated TLAC-eligible senior unsecured notes	11.2.32	11.2.31	2.095%	2,000	2,000	1,823	0	0	0
Euro-denominated TLAC-eligible senior unsecured notes	24.2.33	n/a	0.625%	1,250	1,423	1,297	0	0	0
Australian dollar-denominated TLAC-eligible senior unsecured notes	18.8.35	18.8.30	Zero coupon accreting (annual yield of 2.5%)	37	27	25	36	28	25
US dollar-denominated TLAC-eligible senior unsecured notes	24.11.35	24.11.23	2.21%	40	40	36	40	40	35
Australian dollar-denominated TLAC-eligible senior unsecured notes	3.12.35	3.12.23	2.3%	45	33	30	45	35	31
US dollar-denominated TLAC-eligible senior unsecured notes	25.2.36	25.2.24	2.37%	25	25	23	0	0	0
US dollar-denominated TLAC-eligible senior unsecured notes	4.3.36	4.3.24	2.49%	40	40	36	0	0	0
US dollar-denominated TLAC-eligible senior unsecured notes	4.11.49	4.11.22	Zero coupon accreting (annual yield of 3.8%)	152	152	138	146	146	129
US dollar-denominated TLAC-eligible senior unsecured notes	4.3.50	4.3.25	Zero coupon accreting (annual yield of 3.6%)	128	128	117	124	124	109
US dollar-denominated TLAC-eligible senior unsecured notes	14.4.50	14.4.25	Zero coupon accreting (annual yield of 4%)	214	214	195	206	206	182
US dollar-denominated TLAC-eligible senior unsecured notes	22.5.50	22.5.25	Zero coupon accreting (annual yield of 3.5%)	106	106	96	102	102	90
US dollar-denominated TLAC-eligible senior unsecured notes	27.5.50	27.5.25	Zero coupon accreting (annual yield of 3.5%)	528	528	482	510	510	452
US dollar-denominated TLAC-eligible senior unsecured notes	22.9.50	22.9.23	Zero coupon accreting (annual yield of 2.8%)	57	57	52	55	55	49
US dollar-denominated TLAC-eligible senior unsecured notes	12.1.51	12.1.26	Zero coupon accreting (annual yield of 2.7%)	103	103	94	0	0	0
US dollar-denominated TLAC-eligible senior unsecured notes	29.1.51	29.1.26	Zero coupon accreting (annual yield of 2.8%)	338	338	309	0	0	0
US dollar-denominated TLAC-eligible senior unsecured notes	26.2.51	26.2.26	Zero coupon accreting (annual yield of 3%)	174	174	159	0	0	0
Australian dollar-denominated TLAC-eligible senior unsecured notes	26.2.51	26.2.26	Zero coupon accreting (annual yield of 3.01%)	92	67	61	0	0	0
US dollar-denominated TLAC-eligible senior unsecured notes	26.5.51	26.5.26	Zero coupon accreting (annual yield of 3.5%)	271	271	247	0	0	0
Euro-denominated low-trigger loss-absorbing additional tier 1 perpetual capital notes⁵	Perpetual	19.2.22	5.75%	1,000	1,138	1,038	1,000	1,221	1,081
US dollar-denominated high-trigger loss-absorbing additional tier 1 perpetual capital notes	Perpetual	31.1.23	5%	2,000	2,000	1,823	2,000	2,000	1,771
Singapore dollar-denominated high-trigger loss-absorbing additional tier 1 perpetual capital notes	Perpetual	28.11.23	5.875%	700	519	473	700	529	469
US dollar-denominated high-trigger loss-absorbing additional tier 1 perpetual capital notes	Perpetual	31.1.24	7%	2,500	2,500	2,279	2,500	2,500	2,214
Australian dollar-denominated high-trigger loss-absorbing additional tier 1 perpetual capital notes	Perpetual	27.8.24	4.375%	700	509	464	700	540	478
Singapore dollar-denominated high-trigger loss-absorbing additional tier 1 perpetual capital notes	Perpetual	4.9.24	4.85%	750	556	507	750	567	502