UBS · UBS Group AG

This 6-K filing transmits UBS Group AG’s newly registered Articles of Association, effective April 15, 2026, replacing prior versions. The update codifies structural and governance elements without introducing new strategic initiatives, financial commitments, or operational changes. It formalizes the existing share capital amount and par value, confirms full payment, and details three distinct conditional capital authorizations — for employee options, convertible instruments, and contingent capital — each with explicit limits, share counts, and procedural conditions (e.g., exclusion of preemptive rights, Board discretion on pricing and timing). Governance provisions reaffirm the Board’s size range, annual election cycle, and delegation authority, while clarifying General Meeting powers over core corporate actions such as discharge of directors and statutory reserve treatment. As a foundational legal document rather than an event-driven disclosure, this filing supports transparency and regulatory compliance but does not signal near-term capital activity, leadership change, or financial performance shifts. Investors should note that the conditional capital provisions are enabling in nature and require separate Board action and market conditions before any issuance occurs.