6-K - UBS - Equibles

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington,

D.C. 20549

_________________

FORM 6-K

REPORT OF FOREIGN PRIVATE

ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16 UNDER

THE SECURITIES EXCHANGE ACT OF 1934

Date: April 22, 2026

UBS Group AG

(Registrant's Name)

Bahnhofstrasse 45, 8001 Zurich, Switzerland

(Address of principal executive office)

Commission File Number: 1-36764

UBS AG

(Registrant's Name)

Bahnhofstrasse 45, 8001 Zurich, Switzerland

Aeschenvorstadt 1, 4051 Basel, Switzerland

(Address of principal executive offices)

Commission File Number: 1-15060

Indicate by check mark whether the registrants file or will file annual reports under cover of Form

20-F or Form 40-

Form 20-F

☒

Form 40-F

☐

This Form 6-K consists of the news releases which appear immediately following this page.

newsrelease6k20260422p3i0

Investor Relations

Tel. +41-44-234

41 00

Media Relations

Tel. +41-44-234

85 00

UBS Group AG and UBS AG, News Release, 22 April 2026

Page 1

22 April 2026

Ad hoc announcement pursuant to article 53 of the SIX Exchange Regulation Listing Rules

News release

UBS statement on regulatory capital announcements made by the Swiss

government

Zurich, 22 April 2026 – Earlier today, the Swiss Federal Council published its final Capital Adequacy Ordinance

(CAO) specifying the regulatory capital treatment of select assets for banks headquartered in Switzerland.

As well as publishing the final CAO, the Federal Council also submitted to parliament its final proposal for

amendments to the Banking Act that governs the capital treatment of foreign participations of systemically

important banks. This proposal will now be deliberated by parliament in the normal course of business.

UBS continues to strongly disagree with the proposed package, which is extreme, lacks international

alignment and disregards concerns of the majority of respondents to the government’s consultations. If

adopted, the proposed measures would have far-reaching

consequences for the Swiss economy.

The materials published by the Swiss government today contain assertions that we believe to be misleading.

Considering UBS has just received this information, we are in the process of thoroughly evaluating all

documents and statements made during the Federal Council’s press conference. We will provide additional

comments at the latest with our results for the first quarter of 2026, which will be published on 29 April

2026.

Capital impact from the changes to the Capital Adequacy Ordinance

Under the new ordinance, UBS’s capitalized software will be subject to an amortization schedule of no more

than three years for capital purposes, regardless of economic useful life. In addition, prudential valuation

adjustments will be revised, resulting in higher capital deductions for assets and liabilities that are subject to

valuation uncertainty.

The treatment of deferred tax assets arising from temporary differences remains

unchanged and aligned with international regulation.

Regarding Additional Tier 1 (AT1) capital instruments, the Federal Council has decided not to proceed with

the proposed adjustments to AT1 capital instruments for the time being, as it considers it more appropriate

await the international developments that are currently under way in this area.

Based on today’s publication, the changes to prudential valuation adjustments will become effective on

1 January 2027, while the changes to the capital treatment of capitalized software must be implemented by

1 January 2029. The amendments announced today, once fully implemented, are

expected to eliminate

approximately USD 4bn of net CET1 capital at the Group (consolidated) level. This would reduce the CET1

capital ratio at UBS Group by around 0.8 percentage points. At UBS AG standalone, the net CET1 capital

impact is estimated at approximately USD 2bn.

newsrelease6k20260422p3i0

Investor Relations

Tel. +41-44-234

41 00

Media Relations

Tel. +41-44-234

85 00

UBS Group AG and UBS AG, News Release, 22 April 2026

Page 2

Estimated incremental capital from proposed changes to the regulatory treatment of foreign

participations

Under the proposal relating to foreign participations that will now proceed through the parliamentary

process, investments in foreign participations would be fully deducted from UBS AG’s standalone CET1capital.

The proposal provides that the amendments would be phased in over seven years, assuming no delays during

the parliamentary deliberations, starting with a 65% deduction requirement in the first year and increasing to

100% by 5-percentage-point increments each year.

The full deduction of investments in foreign subsidiaries would require UBS AG to hold additional CET1

capital of around USD 20bn.

Estimated overall capital impact of Credit Suisse acquisition

When including the USD 2bn net CET1 impact from the amendments to the CAO, the total incremental CET1

capital of around USD 22bn required at UBS AG would result in a de facto minimum CET1 capital ratio at the

UBS Group AG (consolidated) level of around 18.4%.

At Group level, including the derecognition of around USD 4bn of net CET1 capital from the CAO measures

related to capitalized software and prudential valuation adjustments, the CET1 capital ratio would decrease

the aforementioned 18.4% to around 17.6%. This would contribute to a further underrepresentation of

UBS’s capital strength compared to its peers.

These estimates have been calculated based on our balance sheet at 31 December 2025, assuming that all

capital measures are adopted as currently proposed and using an assumed CET1 capital ratio of 12.5% for

UBS AG and 14.0% for UBS Group as a starting point as previously disclosed.

The Federal Council’s stated pro-forma CET1 capital ratio for UBS of 15.5% and the accompanying peer

comparison are misleading, requiring further clarification.

The incremental capital of USD 22bn mentioned above would be in addition to the previously communicated

incremental capital of around USD 15bn that UBS must hold as a result of the acquisition of Credit Suisse to

meet existing regulations. This includes around USD 9bn to remove the regulatory concessions granted to

Credit Suisse and around USD 6bn to meet the current progressive requirements

due to the increased size

and higher market share of the combined business.

As a result, UBS would be required to hold around USD 37bn in additional CET1 capital in total, with an

annual capital cost of around USD 3bn.

Impact assessment for the broader Swiss economy

The Federal Council’s mandatory regulatory impact assessment for the proposed banking regulation remains

insufficient in both scope and methodology to serve as a sound basis for evaluating the potentially far-

reaching consequences for the Swiss economy as a whole.

A recent study by independent Swiss economic research institute BAK Economics used its established

macroeconomic model to quantify the significant and permanent effects of the proposed full deduction of

foreign participations from CET1 capital. According to the study,

the impact on borrowing costs and credit

supply from this specific regulatory change could result in cumulative losses in Switzerland’s gross domestic

product of up to CHF 34 billion over a ten-year period, alongside lasting declines in investment, employment,

and tax revenues.

newsrelease6k20260422p3i0

Investor Relations

Tel. +41-44-234

41 00

Media Relations

Tel. +41-44-234

85 00

UBS Group AG and UBS AG, News Release, 22 April 2026

Page 3

Targets

and capital returns

As none of the regulatory changes are expected to become effective before 2027, UBS Group AG maintains

its target of achieving an underlying return on CET1 capital of around 15% and an underlying cost/income

ratio of <70% by the end of 2026 (both on an exit rate basis).

UBS remains committed to its planned 2026 capital returns.

UBS remains committed to its business model and to contributing to fact-based deliberations

UBS remains committed to its diversified business model and unique regional footprint, as the largest truly

global wealth manager and leading bank in Switzerland, with targeted, competitive investment bank and

asset management capabilities.

UBS already operates with strong capital buffers, and Switzerland’s existing capital framework is among the

most stringent globally. The CAO

and the proposed capital treatment of foreign participations would further

increase these requirements. UBS looks to the parliamentary deliberation process in connection with the

proposed treatment of foreign participations to take account of the concerns raised by many stakeholders

during the democratic consultation process. In particular,

stakeholders have highlighted the material

economic harm to households and corporates in Switzerland and the importance of maintaining a strong,

internationally competitive financial center. UBS will continue to contribute facts and analysis that support

informed decision-making.

In parallel, UBS will continue to evaluate appropriate measures to protect the interest of its shareholders while

mitigating the impact, if possible, on its clients and employees.

UBS Group AG and UBS AG

Investor contact

Switzerland:

+41-44-234 41 00

Media contact

Switzerland:

+41-44-234 85 00

UK:

+44-207-567 47 14

Americas:

+1-212-882 58 58

APAC:

+852-297-1 82 00

www.ubs.com/media

This

Form

6-K

hereby

incorporated

reference

into

(1)

each

the

registration

statements

Form

F-3

(Registration Numbers 333-283672 and

333-293403), and on Form S-8

(Registration Numbers 333-200634; 333-

200635;

333-200641;

333-200665;

333-215254;

333-215255;

333-228653;

333-230312;

333-249143

and

333-

272975),

and

into

each

prospectus

outstanding

under

any

the

foregoing

registration

statements,

(2)

any

outstanding offering circular or