 | PRICING ADDENDUM* Dated April 28, 2022 to the Pricing Supplement dated March 23, 2022 Filed Pursuant to Rule 424(b)(3) Registration Statement No. 333-253432 (To Prospectus dated March 4, 2022, Index Supplement dated February 24, 2021 and Product Supplement dated February 24, 2021) |
UBS AG $4,532,000 Capped GEARS
Linked to the Russell 2000® Index due April 17, 2028
Investment Description
UBS AG Capped GEARS (the “Securities”) are unsubordinated, unsecured debt obligations issued by UBS AG (“UBS” or the “issuer”) linked to the Russell 2000® Index (the “underlying asset”). The amount you receive at maturity will be based on the “underlying performance factor” of the underlying asset, which will equal the final level divided by the initial level (expressed as a percentage). The “initial level” is the arithmetic average of the closing level of the underlying asset on each trading day during the initial valuation period, as determined by the calculation agent and as specified below, and the “final level” will be the arithmetic average of the closing level of the underlying asset on each trading day during the final valuation period, as described on page 2 of the accompanying pricing supplement.
| ● | If the underlying performance factor is equal to or greater than 151% (meaning that the underlying performance factor is 151% or more, which equals an increase in the final level of at least 51% from the initial level), at maturity UBS will pay you a cash payment per Security resulting in a return equal to the maximum gain of 98.30%. |
| ● | If the underlying performance factor is equal to or greater than 119% and less than 151%, at maturity UBS will pay you a cash payment per Security resulting in a return equal to the sum of (a) 2.2703125 times the difference between the underlying performance factor and 119%, plus (b) 25.65%. |
| ● | If the underlying performance factor is equal to or greater than 100% and less than 119%, at maturity UBS will pay you a cash payment per Security resulting in a return equal to 1.35 times the difference between the underlying performance factor and 100%. |
| ● | If the underlying performance factor is equal to or greater than 95% and less than 100%, at maturity UBS will pay you a cash payment per Security resulting in a return equal to 0%. |
| ● | If, however, the underlying performance factor is less than 95% and equal to or greater than 75% (which equals a decrease in the final level by more than 5% but by no more than 25% from the initial level), at maturity UBS will pay you a cash payment per Security that is less than the principal amount, resulting in a percentage loss on your initial investment equal to 1.25 times the difference between the underlying performance factor and 95%. You will suffer a loss of 1.25% of your principal amount for each 1% that the underlying performance factor is less than 95%. |
| ● | If the underlying performance factor is less than 75%, at maturity UBS will pay you a cash payment per Security that is less than the principal amount, resulting in a percentage loss on your initial investment equal to the percentage that the underlying performance factor is less than 100%. In extreme situations, you could lose all of your initial investment. |
Investing in the Securities involves significant risks. The Securities do not pay interest. You may lose some or all of your initial investment. The contingent repayment of principal applies only if you hold the Securities to maturity. Any payment on the Securities, including any repayment of principal, is subject to the creditworthiness of UBS. If UBS were to default on its payment obligations you may not receive any amounts owed to you under the Securities and you could lose all of your initial investment.
Features
| q | Exposure to Performance of the Underlying Asset up to the Maximum Gain: If the underlying performance factor is at least 100%, at maturity the Securities will provide a positive return based on the excess of the underlying performance factor over 95%, subject to the maximum gain. |
| q | Potential for Full Downside Market Exposure: If the underlying performance factor is less than 95% and equal to or greater than 75%, which equals a decrease in the final level by more than 5% but by no more than 25% from the initial level, at maturity UBS will pay you a cash payment per Security that is less than the principal amount, resulting in a percentage loss on your initial investment equal to 1.25 times the difference between the underlying performance factor and 95%. In this scenario, you will suffer a loss of 1.25% for each 1% that the underlying performance factor is less than 95%. |
| If the underlying performance factor is less than 75%, at maturity UBS will pay you a cash payment per Security that is less than the principal amount, resulting in a percentage loss on your initial investment equal to the percentage that the underlying performance factor is less than 100%. In extreme situations, you could lose all of your initial investment. The contingent repayment of principal applies only if you hold the Securities to maturity. Any payment on the Securities, including any repayment of principal, is subject to the creditworthiness of UBS. |
Key Dates
| Initial Valuation Period | March 22, 2022 through April 28, 2022 (inclusive) |
| Strike Date | March 22, 2022 |
| Trade Date | March 23, 2022 |
| Settlement Date | March 28, 2022 |
| Final Valuation Period* | January 12, 2028 through Final Valuation Date (inclusive) |
| Final Valuation Date* | April 11, 2028 |
| Maturity Date* | April 17, 2028 |
| * | Subject to postponement in the event of a market disruption event, as described in the accompanying product supplement. |
Notice to investors: the Securities are significantly riskier than conventional debt instruments. The issuer is not necessarily obligated to repay the principal amount of the Securities at maturity, and the Securities may have the same downside market risk as that of an investment in the underlying asset. This market risk is in addition to the credit risk inherent in purchasing a debt obligation of UBS.
You should carefully consider the risks described under “Key Risks” beginning on page 4 of the accompanying pricing supplement and under “Risk Factors” beginning on page PS-9 of the accompanying product supplement. Events relating to any of those risks, or other risks and uncertainties, could adversely affect the market value of, and the return on your Securities. You may lose some or all of your initial investment in the Securities. The Securities will not be listed or displayed on any securities exchange or any electronic communications network.
Security Offering
The return on the Securities is subject to, and will not exceed, the “maximum gain” or the corresponding “maximum payment at maturity”. The initial level is the arithmetic average of the closing level of the underlying asset on each trading day during the initial valuation period, and the remaining terms of the Securities were set on the strike date. The Securities are offered at a minimum investment of 100 Securities at $10 per Security (representing a $1,000 investment), and integral multiples of $10 in excess thereof.
| Underlying Asset | Bloomberg Ticker | Maximum Gain | Maximum Payment at Maturity |
Initial Level | CUSIP | ISIN |
| Russell 2000® Index | RTY | 98.30% | $19.83 per Security | 2,020.572 | 90290V820 | US90290V8202 |
The estimated initial value of the Securities as of the trade date was $9.81. The estimated initial value of the Securities was determined as of the close of the relevant markets on the trade date by reference to UBS’ internal pricing models, inclusive of the internal funding rate. For more information about secondary market offers and the estimated initial value of the Securities, see “Key Risks — Estimated Value Considerations” and “— Risks Relating to Liquidity and Secondary Market Price Considerations” beginning on page 5 of the accompanying pricing supplement.
See “Additional Information about UBS and the Securities” on page ii herein. The Securities will have the terms specified in this document, the accompanying pricing supplement, dated March 23, 2022, the accompanying product supplement, dated February 24, 2021, the accompanying prospectus dated March 4, 2022.
Neither the Securities and Exchange Commission nor any other regulatory body has approved or disapproved of these securities or passed upon the adequacy or accuracy of this document, the accompanying pricing supplement, the accompanying product supplement, the index supplement or the accompanying prospectus. Any representation to the contrary is a criminal offense.
The Securities are not bank deposits and are not insured by the Federal Deposit Insurance Corporation or any other governmental agency.
| Offering of Securities | Issue Price to Public | Underwriting Discount | Proceeds to UBS AG | |||
| Total | Per Security | Total | Per Security | Total | Per Security | |
| Securities linked to the Russell 2000® Index | $4,532,000.00 | $10.00 | $11,330.00 | $0.025 | $4,520,670.00 | $9.975 |
*This pricing addendum specifies the initial level of the underlying asset and supplements the accompanying pricing supplement dated March 23, 2022, the accompanying product supplement and the accompanying prospectus. The Securities have the terms specified in these documents. See "Additional Information about UBS and the Securities" on page ii herein.
| UBS Financial Services Inc. | UBS Investment Bank |
Additional Information about UBS and the Securities
| UBS has filed a registration statement (including a prospectus, as supplemented by a product supplement for the Securities and an index supplement for various securities we may offer, including the Securities), with the Securities and Exchange Commission (the “SEC”), for the Securities to which this document and the accompanying pricing supplement relates. You should read these documents and any other documents relating to the Securities that UBS has filed with the SEC for more complete information about UBS and this offering. When you read the product supplement and index supplement, please note that all references to the prospectus dated February 24, 2021, or to any sections therein, should refer instead to the prospectus dated March 4, 2022, or to the corresponding sections in that prospectus, unless otherwise specified or the context otherwise requires. You may obtain these documents without cost by visiting EDGAR on the SEC website at www.sec.gov. Our Central Index Key, or CIK, on the SEC website is 0001114446. | |
| You may access these documents on the SEC website at www.sec.gov as follows: | |
| ¨ | Pricing Supplement dated March 23, 2022: https://www.sec.gov/Archives/edgar/data/0001114446/000091412122002443/ub2000004343-424b2.htm |
| ¨ | Market-Linked Securities product supplement dated February 24, 2021: http://www.sec.gov/Archives/edgar/data/1114446/000091412121001042/ub55766407-424b2.htm |
| ¨ | Index supplement dated February 24, 2021: http://www.sec.gov/Archives/edgar/data/1114446/000091412121001040/ub55690071-424b2.htm |
| ¨ | Prospectus dated March 4, 2022: http://www.sec.gov/Archives/edgar/data/1114446/000119312522066322/d319986d424b3.htm |
References to “UBS,” “we,” “our” and “us” refer only to UBS AG and not to its consolidated subsidiaries and references to “Securities” refer to the Capped GEARS that are offered hereby, unless the context otherwise requires. Also, references to the “accompanying pricing supplement” mean the UBS pricing supplement dated March 23, 2022, references to the “accompanying product supplement” mean the UBS product supplement, dated February 24, 2021, references to the “index supplement” mean the UBS index supplement, dated February 24, 2021 and references to the “accompanying prospectus” mean the UBS prospectus titled “Debt Securities and Warrants,” dated March 4, 2022.
This document, together with the documents listed above, contains the terms of the Securities and supersedes all other prior or contemporaneous oral statements as well as any other written materials including all other prior pricing terms, correspondence, trade ideas, structures for implementation, sample structures, brochures or other educational materials of ours. You should carefully consider, among other things, the matters set forth in “Key Risks” in the accompanying pricing supplement and in “Risk Factors” of the accompanying product supplement, as the Securities involve risks not associated with conventional debt securities. We urge you to consult your investment, legal, tax, accounting and other advisors concerning an investment in the Securities.
If there is any inconsistency between the terms of the Securities described in the accompanying prospectus, the index supplement, the accompanying product supplement, the accompanying pricing supplement and this document, the following hierarchy will govern: first, this document; second, the accompanying pricing supplement; third, the accompanying product supplement; fourth, the index supplement and last, the accompanying prospectus.
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