11-K 1 edgar1kubs401k2023pr.htm edgar1kubs401k2023pr
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON,
 
D.C. 20549
 
FORM 11
 
-K
ANNUAL REPORT
 
☒
ANNUAL REPORT PURSUANT TO SECTION 15(D) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2023
OR
☐
 
TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transaction period from
 
to
 
Commission file number 1-36764
A.
 
Full title of the plan: UBS Financial Services Incorporated of Puerto Rico Savings Plus Plan
B.
 
Name of issuer of the securities held pursuant to the plan and the address of its principal
executive office:
 
UBS GROUP AG
Bahnhofstrasse 45
CH-8098, Zurich, Switzerland
UBS FINANCIAL SERVICES INCORPORATED OF
 
PUERTO RICO SAVINGS PLUS PLAN
Financial Statements and Supplemental Schedule
 
As of December 31, 2023 and 2022 and
 
For the Year Ended December 31, 2023
With Report of Independent Registered Public Accounting Firm
 
edgar1kubs401k2023prp4i0
1
Report of Independent Registered Public Accounting Firm
To
 
the Plan Participants and the Plan Administrator of UBS Financial Services Incorporated of Puerto Rico Savings Plus Plan
Opinion on the Financial Statements
We have audited
 
the accompanying statements of net
 
assets available for benefits
 
of the UBS Financial
 
Services Incorporated of
Puerto Rico Savings Plus
 
Plan (the Plan) as
 
of December 31, 2023
 
and 2022, and the
 
related statement of changes
 
in net assets
available
 
for
 
benefits
 
for
 
the
 
year
 
ended
 
December
 
31,
 
2023,
 
and
 
the
 
related
 
notes
 
(collectively
 
referred
 
to
 
as
 
the
 
financial
statements). In our opinion, the financial statements present fairly,
 
in all material respects, the net assets available for benefits of
the Plan at
 
December 31, 2023
 
and 2022, and
 
the changes in its
 
net assets available
 
for benefits for
 
the year ended
 
December
31, 2023, in conformity with U.S. generally accepted accounting principles.
Basis for Opinion
These financial
 
statements are
 
the responsibility
 
of the
 
Plan’s management.
 
Our responsibility
 
is to
 
express
 
an opinion
 
on the
Plan’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting
Oversight Board (United States) (PCAOB) and are required to be independent
 
with respect to the Plan in accordance with the
 
U.S.
federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan
 
and perform the
audit to obtain reasonable
 
assurance about whether the
 
financial statements are free
 
of material misstatement, whether due
 
to
error or
 
fraud. The Plan
 
is not required
 
to have, nor
 
were we engaged
 
to perform, an
 
audit of its
 
internal control over
 
financial
reporting. As part of our audits
 
we are required to obtain an understanding of
 
internal control over financial reporting but not
 
for
the purpose of expressing an opinion
 
on the effectiveness of the Plan’s internal control
 
over financial reporting. Accordingly,
 
we
express no such opinion.
 
Our audits included performing procedures to assess the risks of
 
material misstatement of the financial statements, whether due
to error
 
or fraud, and
 
performing procedures
 
that respond
 
to those risks.
 
Such procedures
 
included examining, on
 
a test basis,
evidence regarding
 
the amounts and disclosures
 
in the financial statements.
 
Our audits also
 
included evaluating the accounting
principles used
 
and significant
 
estimates made
 
by management,
 
as well
 
as evaluating
 
the overall
 
presentation
 
of the
 
financial
statements. We believe that our audits provide a reasonable basis for our opinion.
Supplemental Schedules Required by ERISA
The accompanying
 
supplemental schedule
 
of assets
 
(held at
 
end of
 
year) as
 
of December
 
31, 2023,
 
(referred to as
 
the supplemental
schedule), has been subjected to audit procedures performed
 
in conjunction with the audit of
 
the Plan’s financial statements. The
information
 
in
 
the
 
supplemental
 
schedule
 
is
 
the
 
responsibility
 
of
 
the
 
Plan’s
 
management.
 
Our
 
audit
 
procedures
 
included
determining whether
 
the information
 
reconciles to
 
the financial
 
statements or
 
the underlying accounting
 
and other
 
records, as
applicable, and performing procedures
 
to test the completeness and accuracy
 
of the information presented
 
in the supplemental
schedule. In forming our opinion on
 
the information, we evaluated whether such
 
information, including its form and content, is
presented in conformity with the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee
Retirement Income Security Act of 1974. In our opinion, the information
 
is fairly stated, in all material respects, in relation
 
to the
financial statements as a whole.
We have served as the Plan’s auditors since 2000.
New York, New York
June 26, 2024
 
 
 
 
 
 
 
 
 
 
 
 
 
 
2
UBS FINANCIAL SERVICES INCORPORATED OF
 
PUERTO RICO SAVINGS PLUS PLAN
Statements of Net Assets Available for Benefits
As of December 31, 2023 and 2022
2023
2022
ASSETS
Investments, at fair value
 
$51,831,620
$44,256,668
Notes receivable from participants
 
927,430
933,137
Investment income receivable
 
23,474
53,648
Contributions receivable
Contributions receivable
17,469
18,274
Company, net of forfeitures
536,017
563,404
Total assets
53,336,010
45,825,131
LIABILITIES
Accrued expenses
 
3,195
2,468
Total liabilities
3,195
2,468
Net assets available for benefits
$53,332,815
$45,822,663
The accompanying notes are an integral part of these financial statements.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
3
UBS FINANCIAL SERVICES INCORPORATED OF
PUERTO RICO SAVINGS PLUS PLAN
Statement of Changes in Net Assets Available for Benefits
For the Year December 31, 2023
2023
ADDITIONS TO NET ASSETS
Investment income
Net appreciation in the fair value of investments
$7,330,527
Dividend and interest income
 
1,251,896
Net investment Income
 
8,582,423
Interest income on notes receivable from participants
 
39,258
Contributions
Participants
 
1,412,108
Company, net of forfeitures
 
1,185,500
Total contributions
 
2,597,608
Total additions
 
11,219,289
DEDUCTIONS FROM NET ASSETS
Distributions to participants
 
3,685,962
Administrative expenses
23,175
Total deductions from net assets
 
3,709,137
Net increase in net assets available for benefits
 
7,510,152
Net assets available for benefits
Beginning of year
 
45,822,663
End of year
 
$53,332,815
The accompanying notes are an integral part of these financial statements.
 
 
 
4
UBS FINANCIAL SERVICES INCORPORATED OF
 
PUERTO RICO SAVINGS PLUS PLAN
Notes to Financial Statements
December 31, 2023 and 2022
NOTE 1
 
DESCRIPTION OF THE PLAN
The
 
following description
 
of
 
the UBS
 
Financial Services
 
Incorporated
 
of
 
Puerto
 
Rico Savings
 
Plus
 
Plan
 
(the Plan)
 
provides
 
only
general
 
information. Participants
 
should
 
refer
 
to the
 
Summary Plan
 
Description for
 
a more
 
complete
 
description of
 
the Plan’s
provisions and detailed definitions of several terms of the Plan.
General
 
Effective July 31,
 
2021 UBS Financial
 
Services Inc (the
 
Company) became the
 
Plan Sponsor for
 
the Plan when
 
UBS Financial Services
Incorporated of
 
Puerto Rico
 
was merged
 
with the
 
parent company
 
UBS Financial
 
Services Inc.
 
The Plan,
 
a defined-contribution
plan , provides retirement
 
benefits to eligible
 
employees of the
 
UBS Financial Services
 
and any of
 
its subsidiaries who
 
have adopted
the Plan and are residents
 
of Puerto Rico. Subject to certain exceptions, all
 
full- and part-time employees on the Company’s U.S.
payroll platform
 
and are
 
residents of
 
Puerto Rico are
 
eligible to participate
 
in the Plan
 
upon completion of
 
one hour of
 
service.
The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 (ERISA), as amended.
The Plan is administered by the
 
Company’s Plan administrator (Head of Benefits
 
Americas Region). Northern Trust (the Custodian)
is the custodian of the assets and the UBS Trust Company of Puerto Rico (the Trustee) is the trustee. Alight (formerly Aon Hewitt)
is the Plan’s record-keeper and Mercer serves as the Plan’s investment advisor.
An employee is eligible to participate in the Plan on the first day of service performed for the Company.
 
The Plan is established
 
under the laws of Puerto
 
Rico and is subject
 
to Puerto Rico’s contribution
 
limits. All other features
 
of the
Plan are similar to those of the UBS 401(k) Plan.
 
The Plan invests in mutual funds, common collective trust funds, money market funds, the UBS Company Stock Fund (UBS Stock
Fund) and short-term investments. In addition to these investment options, the Plan allows
 
participants to maintain Self-Directed
Brokerage Accounts.
Plan Amendments
 
Effective January 1, 2021 (amendment July 1, 2021) the Plan is amended as follows:
1.
The definition of “Required Beginning
 
Date” in Section
 
2.1 is amended to read
 
as follows:
“Required Beginning Date”
 
means (i)
 
with respect to each
 
Participant who is
 
a Five-Percent Owner,
 
the April 1st of
 
the calendar
year following the year
 
in which the Participant
 
attains age seventy and one-half
 
(age seventy-two, with respect
 
to a Participant
who attains age seventy and one-half after December 31, 2019), and (ii) for
 
each other Participant, April 1st following the end of
the
 
calendar
 
year
 
in
 
which
 
the
 
later
 
of
 
the
 
following
 
occurs: (A)
 
the
 
Participant’s
 
date
 
of
 
retirement
 
or
 
other
 
termination of
employment and (B) the Participant attains
 
age seventy and one half (age
 
seventy-two, with respect to a Participant
 
who attains
age seventy and one-half after December 31, 2019).
 
2. Section 8.6 “Minimum Required Distributions” is amended in its entirety to read as follows:
Notwithstanding any other provision of
 
the Plan, distributions under the Plan
 
shall be made in accordance with
 
the amount and
timing requirements of Section
 
401(a)(9) of the US
 
Code. Furthermore, a Participant
 
who (i) is not
 
a Five-Percent Owner, (ii)
 
attains
age seventy and one-half on or after
 
January 1, 1999 (age seventy-two, with respect to
 
a Participant who attains age seventy
 
and
one-half after
 
December 31,
 
2019), and
 
(iii) is
 
an Employee
 
on April
 
1 of
 
the year
 
following the
 
year in
 
which the
 
Participant
attains
 
age
 
seventy
 
and
 
one-half
 
(age
 
seventy-two,
 
with
 
respect
 
to
 
a
 
Participant
 
who
 
attains
 
age
 
seventy
 
and
 
one-half
 
after
December 31, 2019), shall not
 
receive a distribution of
 
his Vested Account Balance until
 
the Participant’s Severance Date, but
 
in
no event
 
later than
 
April 1st
 
following the
 
year in
 
which such
 
Severance Date
 
occurs. Distributions
 
shall comply
 
with the
 
final
regulations
 
issued
 
under
 
Section
 
401(a)(9)
 
of
 
the
 
US
 
Code
 
in
 
2002.
 
The
 
requirements
 
of
 
Section
 
401(a)(9)
 
of
 
the
 
US
 
Code,
including
 
U.S. Treasury
 
Regulation Section
 
1.401(a)(9)-2
 
through and
 
including 1.401(a)(9)-9
 
and
 
the
 
incidental death
 
benefit
requirement
 
included in
 
Section 401(a)(9)(G)
 
of
 
the US
 
Code, to
 
the extent
 
not
 
otherwise expressly
 
reflected
 
in this
 
Plan, are
hereby incorporated
 
by reference. To
 
the extent any
 
provision of
 
the Plan is
 
inconsistent with such
 
Section of the
 
US Code and
regulations, the Plan provisions shall be disregarded. Notwithstanding
 
any other provisions in this Section 8.6
 
or any other section
of the
 
Plan to the
 
contrary, effective
 
January 1, 2020,
 
the Company will
 
suspend distribution from
 
the Plan required
 
under this
Section 8.6 and Section 8.7 to the extent such distribution would otherwise have to be paid in the 2020 calendar year (or
 
paid in
2021 for the 2020 calendar year for a Participant with a required beginning date of April 1, 2021), provided that a Participant or
Beneficiary may elect not to have such distributions suspended. Such election shall be made
 
in the manner prescribed by the Plan
Administrator. In
 
no event
 
shall the Company
 
suspend a distribution
 
from the Plan
 
under this Section
 
8.6 or Section
 
8.7 to the
extent such distribution would otherwise
 
have to be paid in any year
 
other than the 2020 calendar year
 
(or paid in 2021 for the
2020 calendar year for a Participant with a required beginning date of April 1, 2021).
 
 
 
5
NOTE 1
 
DESCRIPTION OF THE PLAN
(continued)
3. Section 8.7 “Death of a Participant” is amended in its entirety to read as follows:
(a) Death
 
Before Distributions
 
Commence. Except
 
as provided
 
in the
 
following sentence,
 
if a
 
Participant’s Service
 
with the
 
UBS
Financial Services ends
 
by reason of the
 
Participant’s death, the Participant’s
 
Beneficiary shall receive a
 
distribution of his
 
Vested
Account Balance in a lump sum as soon as practicable after
 
the date of death of the Participant. However, if the Vested Account
Balance
 
equals
 
or
 
exceeds
 
the Cash-Out
 
Amount and
 
the
 
Participant
 
dies prior
 
to
 
the
 
Participant’s
 
Required
 
Beginning
 
Date,
distribution of
 
the Participant’s
 
Vested Account
 
Balance in
 
a lump
 
sum shall
 
(i) be
 
completed by
 
the December
 
31 of
 
the year
which includes the fifth anniversary of the
 
Participant’s death or, (ii) commence by the
 
December 31 of the year including the
 
first
anniversary
 
of
 
the
 
Participant’s
 
death.
 
Notwithstanding
 
the
 
foregoing,
 
if
 
the
 
sole
 
designated
 
beneficiary
 
is
 
the
 
Participant’s
surviving spouse, distribution of the Participant’s Vested Account Balance must
 
commence by the later of (i) the December 31 of
the
 
year
 
including
 
the
 
first
 
anniversary
 
of
 
the
 
Participant’s
 
death
 
or
 
(ii)
 
the
 
December
 
31
 
of
 
the
 
calendar
 
year
 
in
 
which
 
the
Participant would have attained age 70 ½ (age 72, with respect
 
to a Participant who attains age 70 ½ after December 31,
 
2019).
Unless distribution of the Participant’s Vested
 
Account Balance is completely distributed
 
by December 31 of the
 
year including the
fifth anniversary of
 
the Participant’s
 
death, the minimum
 
amount of
 
each installment for
 
each distribution year
 
shall be determined
in accordance with
 
Section 401(a)(9) of the
 
US Code and
 
the final regulations
 
issued thereunder in 2002.
 
If a portion
 
of the Vested
Account
 
Balance
 
is
 
invested
 
in
 
the
 
Common
 
Stock
 
Fund,
 
the
 
Beneficiary
 
may
 
elect
 
to
 
receive
 
shares
 
of
 
Common
 
Stock
 
in
connection
 
with
 
such lump-sum
 
distribution
 
in the
 
manner contemplated
 
by Section
 
8.3(c) as
 
if,
 
solely for
 
such purpose,
 
the
Beneficiary were
 
the electing Participant.
 
(b) Death After
 
Distributions Commence. If
 
a Participant
 
who is
 
currently receiving
 
an
installment distribution
 
pursuant to Section
 
8.3(b) dies
 
before his
 
entire Vested
 
Account Balance
 
is distributed
 
to him, then
 
the
remaining portion of his
 
Vested Account Balance,
 
if any, shall
 
be distributed at
 
least as rapidly
 
as under the
 
method of distributions
being
 
used
 
prior
 
to
 
the
 
date
 
of
 
the
 
Participant’s
 
death;
 
provided,
 
however,
 
that,
 
if
 
a
 
Beneficiary
 
so
 
elects,
 
the
 
Participant’s
remaining Vested Account
 
Balance may be
 
paid to the
 
Beneficiary in a
 
lump sum. If
 
a Participant who
 
has incurred a
 
Severance
Date dies before such payment is
 
made to the Participant, the provisions of
 
Section 8.7(a) shall apply as if
 
the Participant had died
in
 
Service.
 
Notwithstanding
 
the
 
foregoing,
 
in
 
the
 
case
 
of
 
a
 
Participant
 
who
 
is
 
currently
 
receiving
 
an
 
installment
 
distribution
pursuant to Section 8.3(b) who dies after December 31, 2019 and before his entire Vested Account
 
Balance is distributed to him,
the remaining portion of
 
his Vested Account Balance,
 
if any, shall
 
be distributed to a
 
Beneficiary who is
 
not an “eligible designated
beneficiary” by the end of the tenth calendar year following the year of the Participant’s death. “Eligible designated beneficiary”
means,
 
with
 
respect
 
to a
 
Participant
 
who dies
 
after
 
December 31,
 
2019,
 
any designated
 
beneficiary
 
who is:
 
(1)
 
the surviving
spouse of the Participant; (2) a child of the
 
Participant who has not reached majority; (3) disabled
 
within the meaning of US Code
Section 72(m)(7); (4) a chronically ill individual as defined in US Code
 
Section 401(a)(9)I(ii)(IV); and (5) any other individual who is
not
 
more
 
than
 
ten
 
years
 
younger
 
than
 
the
 
Participant.
 
If
 
such
 
Participant’s
 
eligible
 
designated
 
beneficiary
 
is
 
a
 
minor
 
child,
distribution
 
of
 
the
 
Participant’s
 
entire
 
interest
 
will
 
be
 
completed
 
by
 
December
 
31
 
of
 
the
 
calendar
 
year
 
containing
 
the
 
tenth
anniversary of the minor child’s age of majority.
Effective July
 
31, 2021,
 
the UBS
 
Financial Services
 
Incorporated of
 
Puerto Rico
 
Savings Plus
 
Plan (the
 
“Plan”) was
 
amended for
the definition of “Company” in Section 2.1 of the Plan as follows
:
“
‘Company’
 
means
 
(i) on and after July 31, 2021, UBS
 
Financial Services Inc. or any corporation or entity
 
which may succeed to
all or substantially all of its business; (ii) from June 9, 2003 to July 30, 2021, UBS Financial Services Incorporated of Puerto Rico, a
Puerto Rico corporation; and (iii) prior to June 9, 2003, any predecessor to UBS Financial Services Incorporated of Puerto Rico.”
Effective May 4, 2020, Article IX
 
of the Amended and Restated Plan
 
document effective January 1, 2017was amended
 
by adding
a new Section 9.11 as follows:
 
 
 
 
 
 
 
 
 
 
6
NOTE 1
 
DESCRIPTION OF THE PLAN
(continued)
9.11 Withdrawals pursuant to
 
Puerto Rico Treasury
 
Department Circular Letters No.20-09
 
and 20-23.
 
The provisions of
this Plan regarding
 
in-service withdrawals shall
 
be deemed to be
 
modified by,
 
and shall incorporate
 
by reference, the
 
provisions
of Circular Letter No. 20-09 issued
 
on February 20, 2020 on
 
account of the disaster relief declared by
 
the Governor of Puerto
 
Rico
due to the January
 
7, 2020 earthquake and subsequent
 
aftershocks and of Circular
 
Letter No. 20-23 issued on
 
March 29, 2020
on account of the
 
disaster relied declared by the
 
Governor of Puerto
 
Rico due to the
 
COVID-19 emergency (hereinafter collectively
the
 
“Circular
 
Letters”) both
 
allowing
 
for
 
“special disaster
 
withdrawals”
 
(as
 
defined
 
by the
 
Circular
 
Letters). The
 
Plan
 
shall be
administered in accordance
 
with the Circular
 
Letter unless the Plan
 
Administrator determines otherwise.
 
The Plan Administrator
may require
 
a Participant
 
to provide
 
such information
 
and make
 
such attestations,
 
as the
 
Plan Administrator
 
determines in
 
its
discretion to
 
be necessary or
 
appropriate to
 
administer the Plan
 
in accordance
 
with the Circular
 
Letters. The Plan
 
Administrator
shall be entitled to rely on the information provided by the Participant to the extent permissible under the Circular Letters.
Effective September 20,
 
2017, the UBS Financial
 
Services Incorporated of Puerto
 
Rico Savings Plus Plan
 
(the “Plan”) is amended
as follows (signed Effective 11-2-18):
1. Article IX of the Plan is amended
 
by adding a new Section 9.10 to read as
 
follows:
9.10 Withdrawals
 
pursuant to
 
Puerto Rico
 
Treasury
 
Administrative Determination
 
Letter No.
 
17-29
 
The provisions
 
of
this Plan regarding
 
in-service withdrawals shall
 
be deemed to be
 
modified by,
 
and shall incorporate by
 
reference, the provisions
of Administrative
 
Determination Letter
 
No. 17-29
 
(as modified
 
by Administrative
 
Determination Letters
 
nos. 18-02
 
and 18-13)
issued by
 
the Puerto
 
Rico Treasury
 
Department that
 
provides relief
 
under the
 
PR Code
 
for Participants
 
affected by
 
a hurricane
Maria ( the “Determination Letter”). The Plan shall be administered in accordance with such Determination Letter unless the Plan
Administrator determines otherwise. The Plan
 
Administrator may require a Participant to
 
provide such information and make
 
such
attestations,
 
as
 
the
 
Plan
 
Administrator
 
determines
 
in
 
its
 
discretion
 
to
 
be
 
necessary
 
or
 
appropriate
 
to
 
administer
 
the
 
Plan
 
in
accordance
 
with the
 
Determination Letter.
 
The Plan
 
Administrator shall
 
be entitled
 
to rely
 
on the
 
information provided
 
by the
Participant to the extent permissible under the Determination Letter.
 
The Plan was amended with respect to Before
 
-Tax
 
Contributions and After-Tax
 
Contributions made on or after January 1, 2018,
Matching Contributions will
 
be limited as
 
follows (regardless of
 
the level of
 
Company or Affiliated
 
Employer profit in
 
the applicable
Plan Year)
 
for any Participant who is
 
eligible for Matching Contributions
 
in the applicable Plan Year:
 
(i) for the Plan Year
 
ending
December 31, 2018,
 
Matching Contributions will
 
be limited to
 
$4,500; (ii) for
 
the Plan Year ending December
 
31, 2019, Matching
Contributions will
 
be limited
 
to $5,850;
 
and (iii)
 
for the
 
Plan Year
 
ending December
 
31, 2020,
 
and each
 
Plan Year
 
thereafter,
Matching Contributions will be limited to $8,000.
 
In addition, Matching Contributions for any such Participant with respect to a
Plan
 
Year
 
shall
 
not
 
exceed
 
100%
 
of
 
such
 
Participant’s
 
Before-Tax
 
Contributions
 
and
 
After-Tax
 
Contributions
 
up
 
to
 
6%
 
of
Compensation.”
In addition, effective with respect to Compensation
 
paid in Plan Years beginning on or
 
after January 1, 2018, each individual who
is
 
eligible
 
for
 
a
 
Retirement
 
Contribution
 
under
 
Section
 
5.4
 
for
 
a
 
Plan
 
Year
 
shall
 
receive
 
a
 
Retirement
 
Contribution
 
for
 
each
applicable Plan Year in accordance with the following applicable schedule, based upon the individual’s Compensation paid solely
during the portion of the Plan Year in which such individual was an Eligible Employee (both for purposes of determining whether
the Eligible
 
Employee has
 
Compensation greater
 
than $200,000
 
in the
 
Plan Year,
 
and the
 
percentage of
 
Compensation to
 
be
contributed on his behalf) and the individual’s attained Period of Service as of the first day of the applicable Plan Year:
SCHEDULE A: ELIGIBLE PARTICIPANTS
 
WITH COMPENSATION NO MORE THAN $200,000 IN PLAN YEAR
Number of Years in the Period of Service As of the First
Day of the Plan Year
Percentage of Compensation to be Contributed as
Retirement Contribution
less than 10
2.0
10, but less than 15
3.0
15 or more
3.5
 
 
 
 
 
 
 
 
 
 
 
 
7
NOTE 1
 
DESCRIPTION OF THE PLAN
(continued)
SCHEDULE B: ELIGIBLE PARTICIPANTS
 
WITH COMPENSATION GREATER
 
THAN $200,000 IN PLAN YEAR
Number of Years in the
Period of Service As of the
First Day of the Plan Year
Percentage of
Compensation to be
Contributed as Retirement
Contribution in 2018 Plan
Year
Percentage of
Compensation to be
Contributed as Retirement
Contribution in 2019 Plan
Year
Percentage of
Compensation to be
Contributed as Retirement
Contribution in 2020 Plan
Year and thereafter
less than 10
2.0
2.0
2.0
10 or more
3.0
2.5
2.0
Effective February 8,
 
2017, the Plan
 
is amended as follows:
 
The definition of
 
“Highly Compensated Employee” in
 
Section 2.1 is
amended to read as follows: “Highly Compensated Employee” means,
 
effective February 8, 2017, any Employee who (A) is more
than a five percent owner of the voting shares or the total value of all classes of stock
 
of the Employer, as defined in the PR Code
and the regulations promulgated there under; or (B) for
 
the preceding Plan Year received Compensation in excess of $150,000 or
such other amount in effect pursuant to Section 1081.01(d)(3)(E)(iii) of the PR Code.
The Plan was
 
amended effective
 
January 1, 2017
 
to include auto
 
enrollment of
 
3% of eligible
 
compensation. Participants have
up to 90 days (from
 
date of employment) to enroll
 
in the plan or opt out
 
and not contribute. If the
 
participant does not opt out
or enroll
 
within 90
 
days of
 
employment they
 
will be
 
automatically set
 
up to
 
contribute 3%
 
of their
 
eligible compensation
 
via
payroll
 
deductions.
 
The
 
funds
 
will
 
be
 
invested
 
in
 
the
 
age
 
appropriate
 
Target
 
Retirement
 
Fund
 
(the
 
Plans
 
Qualified
 
Default
Investment Alternative).
 
In addition,
 
the match
 
formula was
 
changed to
 
$1 for
 
$1 up
 
to 6%
 
of eligible
 
contributions with
 
an
annual caps of $3,000 per participant.
Administrative Expenses
 
The
 
Plan’s
 
administrative expenses
 
are
 
paid
 
by the
 
Plan or
 
the Company,
 
as
 
provided
 
by the
 
Plan’s provisions.
 
Administrative
expenses that may be paid
 
by the Plan include recordkeeping, trustee,
 
legal, audit, and investment consulting.
 
Administrative fees
(recordkeeping fees)
 
associated with Self-directed
 
mutual fund window
 
are paid by
 
the plan participants
 
that invest in
 
the Self-
directed window. Expenses relating to the Plan’s investments (investment management fees
 
and commissions) are charged to the
specific investment fund to which
 
the expense relates.
 
For the years ended December
 
31, 2023 and 2022 the
 
Plan administration
fees (including fees associated with the self-directed window) were charged to participants’ accounts after one full
 
calendar
 
year
of being a terminated employee, beneficiaries or alternate payees.
 
 
 
8
NOTE 1
 
DESCRIPTION OF THE PLAN
(continued)
Participant Contributions
 
A participant’s
 
contributions can
 
consist of
 
“pre-tax
 
contributions,” which
 
reduce
 
the participant’s
 
taxable compensation
 
and
“after-tax contributions,”
 
which do not
 
reduce a
 
participant’s taxable
 
compensation, and “rollovers,”
 
which are
 
transfers from
other Puerto Rico tax-qualified retirement plans.
 
For each plan year, a participant is eligible
 
to make pre-tax contributions through payroll
 
deductions, up to 85% of
 
his/her eligible
compensation. The dollar amount of a participant’s contributions cannot exceed certain Plan limits and those imposed under the
Internal Revenue Code for a
 
New Puerto Rico (the Code).
 
Eligible compensation is defined as
 
499-R-2/W-2 Puerto Rico earnings
(subject to certain
 
adjustments), not to
 
exceed $305,000 for
 
2022 and $330,000
 
for 2023. Pre-tax
 
contributions are
 
limited by
the Code to $15,000 for 2022 and 2023.
 
Participants who have attained age 50 on or before
 
December 31, 2021, were limited
to pre-tax contributions
 
of $16,500 for 2021
 
and 2022. These limits
 
are subject to
 
change in future
 
years to be consistent
 
with
limitations imposed by the Code.
 
Participants
 
are
 
also
 
permitted
 
to
 
make
 
after-tax
 
contributions
 
of
 
up
 
to
 
10%
 
of
 
their
 
eligible
 
compensation
 
up
 
to
 
the
 
IRC
compensation limit of $330,000
 
for 2023 (or $33,000
 
for 2022) provided that the
 
maximum combined rate of
 
a participant’s pre-
and after-tax
 
contributions does
 
not exceed
 
85% of
 
his/her eligible
 
compensation for
 
2022 and
 
2023. After-tax
 
contributions
may be considered in determining the Company’s matching contribution.
 
Additionally, participants may make
 
rollover contributions to the Plan, which are transfers from another Puerto Rico tax-qualified
retirement plan. The
 
amount rolled over will be
 
credited to a participant’s account
 
and will be treated
 
similar to appreciation on
pre-tax contributions for Plan accounting and Puerto Rico income tax purposes.
Company Contributions
 
Each year, the Company uses
 
pre- and after-tax
 
contributions in determining
 
the amount of
 
the Company’s matching
 
contribution
for each participant. For Plan year beginning January 1,
 
2017 the Company Match is calculated by multiplying each
 
participant's
pre-tax, and after-tax
 
contributions (up to
 
6% of eligible compensation)
 
by 100% and,
 
is limited on an
 
annual basis, to
 
$3,000
for
 
2017;
 
$
 
4,500
 
for
 
2018
 
and
 
$5,850
 
for
 
2019
 
and
 
thereafter
 
the
 
annual
 
Company
 
Match
 
is
 
$8,000.
 
Company
 
Match
contributions are contributed on
 
a payroll basis based
 
on the participants contributions
 
and year to
 
date annual eligible retirement
earnings.
Company match contributions
 
and earnings are
 
invested according to
 
the participant’s investment
 
elections in effect for
 
Company
contributions, which can be different or similar to their pre-tax and after-tax contribution elections..
 
The Company also provides a retirement contribution (basic
 
profit-sharing contribution) equal to a percentage of
 
the participant’s
eligible compensation
 
(up to
 
the annual
 
IRC compensation
 
limit -
 
$330,000 for
 
2023) and
 
based on
 
the participant’s
 
years of
service with the Company as of the beginning of
 
the plan year and eligible compensation. The retirement contribution is invested
according to the participant’s investment elections in effect for Company contributions, which can be different
 
or similar to their
pre-
 
and after-tax contributions.
 
The Qualified Deferred
 
Payment (QDP) feature
 
is a supplemental profit-sharing
 
contribution provided to participants
 
who satisfy
certain eligibility requirements.
 
The contribution amount
 
is based on
 
a participant’s age
 
at the beginning
 
of the plan
 
year.
 
QDP
contributions and earnings are
 
invested according to the
 
participant’s investment elections in
 
effect for Company
 
contributions,
which can be different or similar to their pre- and after-tax contribution elections.
 
If a participant has
 
not selected his or
 
her investment elections, the
 
Company Contributions are
 
invested in the age-appropriate
Vanguard
 
Target
 
Date Retirement Fund,
 
the default investment
 
option. The determination
 
of the Target
 
Date Fund is
 
based on
the participant’s year of birth.
 
 
 
 
 
 
 
9
NOTE 1
 
DESCRIPTION OF THE PLAN
(continued)
Participant Accounts
 
Under the Plan,
 
each participant has
 
two accounts—an employee
 
account (Employee Account)
 
and a company
 
account (Company
Account).
 
The
 
Company
 
Account
 
is
 
funded;
 
per
 
payroll
 
for
 
the
 
Company
 
Match,
 
annually
 
for
 
the
 
Company
 
Retirement
Contribution
 
and,
 
per
 
specific
 
payrolls
 
for
 
the
 
QDP.
 
The
 
participant
 
can
 
change
 
their
 
investment
 
elections
 
for
 
Company
Contributions (Company
 
Match, Company
 
Retirement
 
Contribution, and
 
QDP) as
 
well as
 
their own
 
contributions (pre-tax
 
and
After-tax)
 
at any
 
time. In
 
addition,
 
they can
 
make
 
different
 
investment elections
 
for
 
their
 
Company Contributions,
 
before-tax
contributions,
 
and
 
after-tax
 
contribution.
 
The
 
participant’s
 
Employee
 
Account
 
reflects
 
all
 
of
 
the
 
participant’s
 
contributions
 
in
addition
 
to
 
income,
 
gains,
 
losses,
 
withdrawals,
 
distributions,
 
loans,
 
and
 
expenses
 
attributable
 
to
 
these
 
contributions.
 
The
participant’s Company
 
Account reflects
 
his/her share
 
of the
 
Company’s contributions
 
from the
 
Company match, the
 
Company
retirement
 
contribution,
 
and
 
the
 
QDP
 
for
 
each
 
plan
 
year
 
and
 
income,
 
gains,
 
losses,
 
withdrawals,
 
distributions,
 
and
 
expenses
attributable to these Company contributions.
Vesting
 
Participants are immediately vested in
 
their Employee Account. A
 
participant is fully vested
 
in the Company
 
match, retirement and
QDP
 
contributions
 
and
 
earnings thereon
 
after
 
attaining
 
either
 
three
 
years
 
of
 
service,
 
reaching
 
age
 
65,
 
becoming
 
totally
 
and
permanently disabled, or upon death.
Forfeited Accounts
 
Forfeited balances of
 
terminated participants’ unvested
 
Company Accounts are
 
used to reduce
 
the Company’s contributions
 
to
the Plan.
 
For the year
 
ended December
 
31, 2023,
 
total forfeitures
 
of $2,312
 
were used
 
to reduce
 
the Company
 
contributions.
Unallocated
 
forfeited balances as of December 31, 2023 and 2022 were $210and $(1,501) respectively.
Distributions and Withdrawals
 
After-tax contributions, including any income and loss thereon, may be withdrawn by participants at
 
any time in accordance with
the Plan’s
 
provisions.
 
Withdrawals of
 
pre-tax
 
contributions or
 
vested
 
Company contributions
 
are
 
permitted,
 
subject to
 
certain
limitations as set forth in the Code. All withdrawals or a portion thereof are subject to taxation as set forth in the Code.
 
Upon termination of service,
 
a participant may elect
 
to receive a distribution
 
of the vested portion
 
of his/her account in
 
a lump-
sum amount or in installments over a period of up
 
to 10 years. Distributions consist of common stock or
 
cash from the UBS Stock
Fund and cash from all other funds.
Notes Receivable from Participants
Notes receivable
 
from participants
 
represent
 
participant loans
 
which are
 
permitted under
 
the Plan.
 
The minimum
 
amount that
may be borrowed
 
is $1,000 and
 
the maximum amount
 
is limited to
 
the lesser of
 
50% of the
 
value of a
 
participant’s vested
 
account
balance, or
 
$50,000, reduced
 
by the
 
participant’s highest
 
outstanding loan
 
balance over
 
the previous
 
12 months.
 
The interest
rates ranged from 5.25% to 10.50% for the year ended December
 
31, 2023 and 5.25% to 7.50% for the year
 
ended December
31, 2022.
 
Loans are payable in
 
equal installments, representing a
 
combination of interest and
 
principal by withholding from
 
the participant’s
paychecks. The outstanding principal amount of any loan can
 
be repaid on any business day. In the event a participant has a loan
outstanding under the Plan, various
 
limitations exist on such participant’s
 
right to receive additional loans under
 
the Plan. If a loan
is not repaid within 90 days, it will automatically be treated as a distribution to the participant.
Plan Termination
 
While the Company has not expressed any intent to terminate the Plan, it is free to do so at any time subject to the provisions of
ERISA. In
 
the event
 
the Plan
 
is wholly
 
or partially
 
terminated, or
 
upon the
 
complete discontinuance
 
of contributions
 
under the
Plan
 
by
 
any
 
entity
 
of
 
the
 
Company,
 
each
 
participant
 
affected
 
shall
 
become
 
fully
 
vested
 
in
 
his/her
 
Company
 
Account.
 
Any
unallocated
 
assets
 
of
 
the Plan
 
then
 
held
 
by the
 
Custodian
 
shall
 
be allocated
 
among the
 
appropriate
 
Company Accounts
 
and
Employee Accounts of the participants and will be distributed in a manner determined by the Company.
 
 
 
 
 
 
 
10
NOTE 2
 
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Accounting
 
The accompanying financial
 
statements are prepared on
 
the accrual basis
 
of accounting in
 
conformity with U.S.
 
generally accepted
accounting principles (U.S. GAAP).
Payments of Benefits
 
Benefits to participants are recorded when paid.
Notes Receivable from Participants
 
Notes receivable from participants represent participant loans that are recorded at their
 
unpaid principal balance plus any
 
accrued
but unpaid interest. Interest income on loans receivable from participants is recorded when it
 
is earned. Related fees are recorded
as
 
administrative expenses
 
and are
 
expensed when
 
they are
 
incurred.
 
No allowance
 
for credit
 
losses has
 
been recorded
 
as of
December 31, 2023 or 2022.
 
If a participant does not
 
make loan repayments for
 
more than 90 days,
 
the Plan administrator will
deem the participant loan to be a distribution and the participant loan balance is reduced and a benefit payment is recorded.
Investment Valuation and Income Recognition
 
Purchases and sales of securities
 
are recorded on a trade-date basis.
 
Interest income is recorded on the
 
accrual basis and dividends
are recorded on
 
the ex-dividend date. Net appreciation/depreciation includes
 
the Plan’s gains and losses on investments bought,
sold and held during the year.
 
Investments held
 
by the
 
Trust
 
are
 
stated at
 
fair value.
 
Fair value
 
is the
 
price that
 
would be
 
received to
 
sell an
 
asset or
 
paid to
transfer a liability in an orderly transaction between market participants at the measurement date. (See Note 3 for a discussion of
fair value measurement).
Use of Estimates
 
The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions
that affect the amounts reported in the financial
 
statements and accompanying notes and supplemental schedule. Actual results
could differ from those estimates.
 
 
11
NOTE 3
 
FAIR VALUE MEASUREMENT
Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction (i.e.,
exit price).
 
The fair value hierarchy
 
prioritizes the inputs to
 
valuation techniques used to
 
measure fair value
 
into three broad
 
levels. The fair
value hierarchy gives the highest
 
priority to quoted prices (unadjusted) in
 
active markets for identical financial instruments
 
(Level
1) and
 
the lowest
 
priority to
 
unobservable inputs
 
(Level 3).
 
In some
 
cases, the
 
inputs used
 
to measure
 
fair value
 
might fall
 
in
different
 
levels of
 
the fair
 
value hierarchy.
 
The level
 
in the
 
fair value
 
hierarchy
 
within which
 
the fair
 
value measurement
 
in its
entirety falls is
 
determined based on
 
the lowest level
 
input that is
 
significant to the
 
fair value measurement
 
in its entirety. Assessing
the significance
 
of a
 
particular input
 
to the
 
fair value
 
measurement in
 
its entirety
 
requires
 
considerable judgment
 
and involves
considering a number of factors specific to the financial instrument.
Level 1
:
 
Inputs are
 
quoted prices (unadjusted)
 
in active
 
markets for identical
 
financial instruments that
 
the reporting entity
 
has
the
 
ability
 
to
 
access
 
at
 
the
 
measurement
 
date.
 
An
 
active
 
market
 
for
 
the
 
financial
 
instrument
 
is
 
a
 
market
 
in
 
which
transactions for the
 
financial instrument occur
 
with sufficient frequency
 
and volume to
 
provide pricing information
 
on
an ongoing basis.
Level 2:
Inputs other than
 
quoted prices included within
 
Level 1 that
 
are observable for
 
the financial instrument,
 
either directly
or indirectly.
Level 3
:
 
Unobservable inputs for the financial instrument
The following is a description of the valuation
 
methodologies used for assets measured at fair value. There have been
 
no changes
in the methodologies used at December 31, 2023 and 2022.
 
Mutual funds:
 
Funds that are actively traded on an exchange are priced at the net asset value (NAV) of shares held by the Plan at
year
 
end.
 
Funds
 
that
 
are
 
not
 
actively
 
traded
 
on
 
an
 
exchange
 
are
 
priced
 
at
 
NAV
 
using
 
inputs that
 
corroborate
 
the
 
NAV
 
with
observable (i.e., ongoing redemption and/or subscription activity) market-based data.
Common and
 
collective trust funds:
 
Funds that are
 
actively traded on
 
an exchange are
 
priced at the
 
NAV of
 
shares held by
 
the
Plan at year end (e.g., bond funds
 
equity funds, non-US equity funds, etc.). Funds that
 
are not actively traded on an exchange are
priced
 
at
 
NAV
 
using
 
inputs
 
that
 
corroborate
 
the
 
NAV
 
with
 
observable
 
(i.e.,
 
ongoing
 
redemption
 
and/or
 
subscription
 
activity)
market-based data.
 
Money market funds:
 
Records its corresponding value at $1 NAV.
 
Investments are valued at amortized cost unless this would not
represent fair value.
 
UBS Stock Fund:
 
Actively traded securities
 
are valued at
 
the closing price
 
reported on the
 
active market on
 
which the individual
securities are traded.
 
Common Stock:
 
Actively traded securities
 
are valued
 
at the
 
closing price reported
 
on the active
 
market on which
 
the individual
securities are traded.
Self-Directed Brokerage
 
Accounts:
 
Mutual funds
 
and money market
 
funds valued at
 
the list price
 
at NAV
 
of shares
 
held by the
Plan at the valuation date.
The methods described above may produce a fair value calculation that may not indicate net realizable value or reflect future fair
values. Furthermore, while the Plan believes its valuation methods are appropriate and consistent with other market participants,
the use
 
of different
 
methodologies or
 
assumptions to
 
determine the
 
fair value
 
of certain
 
financial instruments
 
could result
 
in a
different fair value measurement at the reporting date.
There were no transfers between levels in 2023 and 2022.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
12
NOTE 3
 
FAIR VALUE MEASUREMENT (Continued)
At December 31, 2023, the investments held by the Plan within the fair value hierarchy are as follows:
Quoted Prices in
Active Markets
for Identical
Assets
(Level 1)
 
Significant
 
Other
Observable
Inputs (Level 2)
Significant
 
Unobservable
Inputs (Level 3)
Total
Mutual funds
 
$18,951,025
—
 
—
 
$18,951,025
Self-directed brokerage accounts
 
12,289,204
—
 
—
 
12,289,204
UBS Stock Fund
 
3,166,694
—
 
—
 
3,166,694
Common
 
Stock
1,290,380
—
 
—
 
1,290,380
$35,697,303
$ —
 
$ —
 
$35,697,303
Investments measured at NAV:
Money market funds
(a)
$5,657,621
U.S. equity funds
(b)
8,958,897
Non-U.S. equity funds
(c)
321,835
U.S. bond funds
(d)
1,195,964
Total investments, at NAV
$16,134,317
Total investments at fair value
$51,831,620
At December 31, 2022, the investments held by the Plan within the fair value hierarchy are as follows:
Quoted Prices in
Active Markets
for Identical
Assets
(Level 1)
Significant
 
Other
Observable
Inputs
(Level 2)
Significant
 
Unobservable
Inputs
(Level 3)
Total
Mutual funds
 
$16,073,258
—
 
—
 
$16,073,258
Self-directed brokerage accounts
 
10,952,743
—
 
—
 
10,952,743
UBS Stock Fund
 
1,834,384
—
 
—
 
1,834,384
Common Stock
938,942
—
 
—
 
938,942
$29,799,326
$ —
 
$ —
 
$29,799,326
Investments measured at NAV:
 
Money market funds
(a)
$7,134,081
U.S. equity funds
(b)
5,448,473
Non-U.S. equity funds
(c)
342,069
U.S. bond funds
(d)
1,532,718
Total investments, at NAV
$14,457,341
Total investments at fair value
$44,256,668
(a)
 
Money market funds are designed to protect capital with low-risk investments and include cash, bank notes, corporate
notes, government bills, and various short-term debt instruments.
(b)
 
Equity common/collective trust funds seek to maintain portfolio diversification and approximate the risk and return
characterized by certain equity indices. Under normal circumstances, redemptions for participant activity may be made daily
with no notice period required. Plan sponsor-initiated activity may require
 
prior written notice of 3 to 15 days.
(c)
 
U.S. bond common/collective trust funds seek to maintain an overall diversified portfolio whose investment return matches
the performance of certain bond indices. Under normal circumstances, redemptions for participant activity may be made
daily with no notice period required. Plan sponsor-initiated activity may require
 
prior written notice of 15 days.
(d)
 
Non-U.S. bond common/collective trust funds seek to provide investment returns of a diversified portfolio of international
government bonds and match the performance of an index. Under normal circumstances, redemptions for participant
activity may be made daily with no notice period required. Plan sponsor-initiated activity may require
 
prior written notice of
15 days.
(e)
 
Target
 
date common/collective trust funds are pre-mixed portfolios of diversified assets (stocks, bonds and other
investments). They are designed for participants who expect to retire in or close to the target year stated in each option’s
name. Except for the Target
 
Retirement Income Fund, over time, the portfolio mix of each fund will gradually shift to more
fixed income securities as the target year approaches. Upon reaching the target year,
 
the fund will be blended into the
Target
 
Retirement Income Fund, which is designed to provide those participants who are withdrawing money from the
Plan with an appropriate blend of growth, income and inflation protection. Under normal circumstances, redemptions for
participant activity may be made daily with no notice period required. Plan sponsor-initiated activity may require
 
prior
written notice of 3 days.
The
 
above
 
provides
 
a
 
general
 
description
 
of
 
the
 
investments.
 
Participants
 
should
 
refer
 
to
 
the
 
Investment
 
Options
 
Guide
 
for
information on the investment objectives and strategy of each investment option.
 
 
 
 
 
13
NOTE 4
 
RISKS AND UNCERTAINTIES
The Plan invests in various investment instruments that are exposed to various risks such as interest rate, market, and credit risks.
Due to the level of risk associated with certain
 
investment securities, it is at least reasonably possible that
 
changes in the values of
investment securities will occur in the near term and that such changes could materially affect participants’ account
 
balances and
the amounts reported in the statements of net assets available for benefits.
NOTE 5
 
RELATED-PARTY TRANSACTIONS
 
The Plan invests
 
in the common
 
stock of UBS
 
Group AG.
 
In addition,
 
certain Plan investments
 
are shares/units
 
of mutual funds
and short-term investments managed
 
by the Custodian. These
 
transactions qualify as party-in-interest transactions;
 
however, they
are exempt from the prohibited transactions rules under ERISA. The Plan received a common stock dividend payment of $54,801
from UBS Group AG for 2023.
Certain officers
 
and employees of
 
the Plan’s
 
sponsor (who may
 
also be
 
participants in the
 
Plan) perform administrative
 
services
related to the Plan’s operation, record keeping and financial reporting. The
 
Plan’s sponsor pays these individuals’ salaries and
 
also
pays certain other administrative
 
expenses on the Plan’s
 
behalf. The foregoing
 
transactions are not
 
deemed prohibited party-in-
interest transactions,
 
because they are
 
covered by statutory
 
and administrative exemptions
 
from the
 
Code and ERISA’s
 
rules on
prohibited transactions.
 
The UBS
 
mutual funds’ investment
 
advisor, administrator, and distributor is UBS
 
Asset Management (Americas)
 
LP, a wholly owned
subsidiary of
 
UBS Americas
 
Inc. UBS
 
AM earns management
 
fees from
 
the UBS
 
AM Funds
 
offered in
 
the self-directed
 
window
which is offered in one of the core funds. These fees were paid by the participants.
NOTE 6
 
TAX STATUS
 
The
 
Plan
 
has
 
received
 
a
 
favorable
 
determination
 
letter
 
from
 
the
 
Commonwealth
 
of
 
Puerto
 
Rico
 
Department
 
of
 
Treasury
 
(the
Treasury) dated August 25, 2015, stating that the Plan is qualified under Sections 1165(a) and 1165(e) of the
 
Puerto Rico Internal
Revenue
 
Code
 
of
 
1994
 
(PRIRC-94)
 
and,
 
therefore,
 
the
 
related
 
trust
 
is
 
exempt
 
from
 
taxation.
 
Subsequent
 
to
 
receiving
 
the
determination letter,
 
the Plan
 
was amended.
 
Puerto Rico
 
Treasury
 
confirmed in
 
letters dated
 
February 26,
 
2018, February
 
19,
2019 and July 29, 2021 that the amendments to the Plan do not adversely affect the Plan’s qualified status.
Once qualified,
 
the Plan
 
is required
 
to operate
 
in conformity
 
with the
 
Puerto Rico
 
Code to
 
maintain its
 
qualification. The
 
Plan
administrator has indicated
 
that they will take
 
the necessary steps to
 
bring the Plan into
 
compliance with the Puerto
 
Rico Code.
The Plan has not been qualified
 
nor is intended to be qualified
 
under Sections 401(a) or 401(k)
 
of the U.S. Internal
 
Revenue Code.
Accounting principles generally accepted in the United States require plan management to evaluate uncertain tax positions
 
taken
by the Plan. The financial
 
statement effects of a tax
 
position are recognized when
 
the position is more-likely-than-not, based
 
on
the technical merits, to be sustained upon examination by the IRS. The Plan administrator has
 
analyzed the tax positions taken by
the Plan, and has concluded that as
 
of December 31, 2023, there are
 
no uncertain positions taken or expected to be
 
taken. The
Plan
 
has
 
recognized
 
no interest
 
or
 
penalties
 
related
 
to uncertain
 
tax positions.
 
The Plan
 
is subject
 
to
 
routine audits
 
by taxing
jurisdictions; however, there
 
are currently no audits for any tax periods in progress.
Note 7
 
SUBSEQUENT EVENTS
 
In March 2023,
 
UBS Group AG
 
(“UBS”) entered
 
into an agreement
 
to acquire Credit
 
Suisse Group
 
AG by means
 
of a statutory
merger
 
under Swiss
 
law.
 
UBS completed
 
the acquisition
 
of
 
Credit
 
Suisse
 
on
 
June 12,
 
2023 and
 
Credit
 
Suisse
 
Group
 
AG was
merged into
 
UBS Group AG.
 
The combined entity
 
operates as a
 
consolidated banking group.
 
On May 31,
 
2024, the merger
 
of
the parent banks, UBS AG and Credit
 
Suisse AG, was completed. The transition to a single intermediate
 
holding company in the
U.S. was completed on June
 
7, 2024.
 
The acquisition and subsequent
 
integration steps have not resulted
 
in an impact to
 
the Plan
at this time.
 
 
14
SUPPLEMENTAL SCHEDULE
UBS FINANCIAL SERVICES INCORPORATED OF
 
PUERTO RICO SAVINGS PLUS PLAN
 
EIN: 13-3074649
 
Plan #: 003
 
Schedule H, Line 4(i)—Schedule of Assets (Held at End of Year)
 
As of December 31, 2023
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
15
Security Description / Asset ID
Share / Par Value
 
Cost
Current Value
Corporate Stock - Common
China - USD
ADR PROSUS N.V.
 
ADR NASPERS NEWCO-ADR CUSIP : 74365P108
4,323.000
29,239.88
25,721.85
Total China - USD
29,239.88
25,721.85
France - USD
ADR SAFRAN ADR CUSIP : 786584102
1,184.000
36,935.82
52,249.92
Total France - USD
36,935.82
52,249.92
Germany - USD
ADR BAYER A G SPONSORED ADR CUSIP : 072730302
2,317.000
35,103.62
21,385.91
SAP SE-SPONSORED ADR CUSIP : 803054204
242.000
32,180.22
37,410.78
Total Germany - USD
67,283.84
58,796.69
Netherlands - USD
AERCAP HOLDINGS N.V. EUR0.01 CUSIP : N00985106
656.000
35,986.79
48,753.92
Total Netherlands - USD
35,986.79
48,753.92
Switzerland - USD
UBS GROUP AG COMMON STOCK CUSIP : H42097107
102,482.000
1,744,596.66
3,166,693.80
Total Switzerland - USD
1,744,596.66
3,166,693.80
Taiwan - USD
ADR TAIWAN SEMICONDUCTOR MANUFACTURING ADS REP 5 TWD10 CUSIP : 874039100
307.000
28,191.21
31,928.00
Total Taiwan - USD
28,191.21
31,928.00
United Kingdom - USD
ROYAL DUTCH SHELL PLC SPONSORED ADR REPSTG ORD SH CUSIP : 780259305
393.000
22,506.12
25,859.40
Total United Kingdom - USD
22,506.12
25,859.40
United States - USD
ALPHABET INC CAP STK USD0.001 CL C CUSIP : 02079K107
617.000
57,597.22
86,953.81
AMAZON COM INC COM CUSIP : 023135106
695.000
83,888.30
105,598.30
AON PLC CUSIP : G0403H108
97.000
23,088.02
28,228.94
CAPITAL ONE FINL CORP COM CUSIP : 14040H105
288.000
29,263.95
37,762.56
CHARTER COMMUNICATIONS INC NEW CL A CL A CUSIP : 16119P108
33.000
11,450.75
12,826.44
COMCAST CORP NEW-CL A CUSIP : 20030N101
901.000
39,583.54
39,508.85
CONOCOPHILLIPS COM CUSIP : 20825C104
714.000
74,631.09
82,873.98
ELEVANCE HEALTH INC CUSIP : 036752103
84.000
34,317.55
39,611.04
GE AEROSPACE CUSIP : 369604301
455.000
31,049.27
58,071.65
GOLDMAN SACHS GROUP INC COM CUSIP : 38141G104
141.000
40,280.23
54,393.57
HILTON WORLDWIDE HLDGS INC COM NEW COM NEW CUSIP : 43300A203
163.000
18,115.17
29,680.67
LIBERTY BROADBAND CORP COM SER A COM SERA CUSIP : 530307107
123.000
14,824.93
9,918.72
LIBERTY BROADBAND CORP COM SER C COM SERC CUSIP : 530307305
241.000
30,934.67
19,422.19
MARRIOTT INTL INC NEW COM STK CL A CUSIP : 571903202
128.000
16,855.68
28,865.28
META PLATFORMS INC COM USD0.000006 CL 'A' CUSIP : 30303M102
221.000
46,289.71
78,225.16
MICROSOFT CORP COM CUSIP : 594918104
260.000
56,229.60
97,770.40
NETFLIX INC COM STK CUSIP : 64110L106
112.000
36,823.01
54,530.56
OCCIDENTAL PETROLEUM CORP CUSIP : 674599105
708.000
44,365.00
42,274.68
UNITEDHEALTH GROUP INC COM CUSIP : 91324P102
88.000
31,176.25
46,329.36
VISA INC COM CL A STK CUSIP : 92826C839
67.000
13,821.37
17,443.45
WELLS FARGO & CO NEW COM STK CUSIP : 949746101
1,087.000
44,094.23
53,502.14
WOODWARD INC COM CUSIP : 980745103
171.000
18,193.21
23,278.23
Total United States - USD
796,872.75
1,047,069.98
Total Corporate Stock - Common
2,761,613.07
4,457,073.56
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
16
Security Description / Asset ID
Share / Par Value
 
Cost
Current Value
Value of Interest in Common/Collective Trusts
United States - USD
MFO INVESCO OPPENHEIMER EMERGING MARKETS
 
EQUITY CL A - 504 CUSIP : 67084Y723
5,350.540
333,877.72
321,834.98
MFO PRUDENTIAL CORE PLUS BOND FUND CLASS 5 032884
 
74443R100 CUSIP : 74443R100
6,621.740
1,185,126.22
1,195,025.42
MFO SSGA GLOBAL ALL CAP EQUITY EX-US INDEX NL
 
SERIES FD - CL K CUSIP : 85744W531
19,975.200
261,362.63
298,309.64
MFO SSGA RUSSELL SMALL/MID CAP INDEX NON- LENDING
 
SERIES FUND CLASS K CUSIP : 85744W242
51,673.240
1,030,976.97
1,169,778.81
MFO SSGA S&P 500 INDEX NON-LENDING SERIES FUND CLASS
 
K CUSIP : 85744W705
153,584.780
4,877,582.32
6,947,561.11
MFO SSGA US BOND INDEX NL SERIES CLASS C CUSIP : 85744L725
63.420
1,000.00
938.74
MFO SSGA US BOND INDEX NON-LENDING SERIES
 
FUND CLASS K CUSIP : 85744W259
49,016.250
525,238.71
543,247.10
NT COLLECTIVE GOVT SHORT TERM INVT FD CUSIP : 66586U445
5,657,621.280
5,657,621.28
5,657,621.28
Total United States - USD
13,872,785.85
16,134,317.08
Total Value of Interest in Common/Collective Trusts
13,872,785.85
16,134,317.08
Value of Interest in Registered Investment Companies
Global Region - USD
MFO NATIXIS FUNDS TRUST I MIROVA GLOBAL SUSTAINABLE EQUITY Y CUSIP : 63872R533
3,659.000
74,787.43
66,264.49
Total Global Region - USD
74,787.43
66,264.49
International Region - USD
MFO ARTISAN FDS INC INTL FD INSTL SHS CUSIP : 04314H402
8,929.420
271,416.21
240,469.28
MFO GALLERY TR MONDRIAN INTL EQUITY FD CUSIP : 36381Y108
10,399.470
145,417.38
151,520.28
Total International Region - USD
416,833.59
391,989.56
United States - USD
MFO LOOMIS SAYLES INVT TR FORMERLY LOOMIS S CUSIP : 543495691
1,681.870
28,208.04
24,706.67
MFO T ROWE PRICE INSTITUTIONAL EQUITY FDS LARGE-CAP
 
GROWTH FD CUSIP : 45775L408
26,310.940
1,369,973.18
1,730,733.63
MFO VANGUARD CHESTER FDS INSTITUTIONAL TARGET RETIREMENT 2070 CUSIP : 92202E664
0.010
0.00
0.24
MFO VANGUARD CHESTER FDS TARGET RETIREMENT 2020 FD CUSIP : 92202E805
96,159.860
2,437,662.66
2,583,815.44
MFO VANGUARD CHESTER FDS TARGET RETIREMENT 2030 FD CUSIP : 92202E888
158,729.900
4,659,238.81
5,630,149.55
MFO VANGUARD CHESTER FDS TARGET RETIREMENT 2040 FD CUSIP : 92202E870
51,696.670
1,627,207.49
2,031,679.13
MFO VANGUARD CHESTER FDS TARGET RETIREMENT 2050 FD CUSIP : 92202E862
10,290.230
365,257.99
457,297.82
MFO VANGUARD CHESTER FDS TARGET RETIREMENT 2060 FD CUSIP : 92202E839
13,211.560
470,242.54
603,636.18
MFO VANGUARD CHESTER FDS TARGET RETIREMENT 2065 FD INV SHS CUSIP : 92202E680
6,983.580
168,328.99
209,158.22
MFO VANGUARD TARGET RET FD 2025 #304 CUSIP : 92202E409
92,225.630
1,544,246.42
1,695,107.08
MFO VANGUARD TARGET RET FD 2035 CUSIP : 92202E508
58,604.830
1,080,394.54
1,296,338.84
MFO VANGUARD TARGET RET FD 2045 #306 CUSIP : 92202E607
47,681.040
1,075,368.33
1,271,176.53
MFO VANGUARD TARGET RET INC FD 308 CUSIP : 92202E102
54,799.310
695,074.96
712,939.02
MFO VANGUARD TARGET RETIREMENT 2055 FUND CUSIP : 92202E847
4,961.340
205,508.81
246,032.85
Total United States - USD
15,726,712.76
18,492,771.20
Total Value of Interest in Registered Investment Companies
16,218,333.78
18,951,025.25
Other
United States - USD
&&&UBS PR LOAN ASSET CUSIP : 000810283
927,430.130
927,430.13
927,430.13
&&&UBS PUERTO RICO SDA ASSET CUSIP : 000810457
1.000
13,143,619.39
12,289,204.27
REBATE ACCRUALS CUSIP : 999927312
0.000
0.00
0.00
Total United States - USD
14,071,049.52
13,216,634.40
Total Other
14,071,049.52
13,216,634.40
Payable Other
United States - USD
INVESTMENT MANAGEMENT EXPENSE ACCRUAL CUSIP : 999899537
0.000
0.00
0.00
Total United States - USD
0.00
0.00
Total Payable Other
0.00
0.00
Total
46,923,782.22
52,759,050.29
 
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
 
Plan Administrator of the
UBS Financial Services Incorporated of Puerto Rico Savings Plus
 
Plan has duly caused this annual
report to be signed on its behalf by the undersigned thereunto duly authorized.
UBS Financial Services Incorporated of Puerto Rico
Savings Plus Plan
By: _/s/ Michael O’Connor______________
Name:
 
Michael O’Connor
 
Title:
 
Plan Administrator
 
Date: June 26, 2024