ETRACS Whitney US Critical Techs ETN SEC Filings

UBS AG London Branch is marketing an unlisted, unsecured structured note titled Contingent Income Auto-Callable Securities linked to the common stock of Meta Platforms, Inc. (META UW). The securities are expected to price on 27 June 2025, settle on 2 July 2025 (T+3) and mature on 30 June 2028, unless redeemed earlier.

The note has a $1,000 stated principal and pays a contingent quarterly coupon of $27.00 (10.80% p.a.) only if META’s closing price on the relevant determination date is at or above the 60% downside-threshold level. Should META close at or above the 100% call threshold on any determination date other than the final one, the note is automatically redeemed for principal plus the contingent payment.

At maturity, if early redemption has not occurred:

• If META ≥ 60% of the initial price: investors receive principal plus the final $27.00 coupon.
• If META < 60%: UBS will deliver a cash value equal to the exchange ratio × META’s final price, resulting in a dollar-for-dollar loss beyond the 40% buffer; a total loss of principal is possible.

Key structural parameters

• Coupon: $27.00 per quarter (10.80% p.a.) contingent
• Downside threshold: 60% of initial price
• Call threshold: 100% of initial price
• Estimated initial value: 93.47%–96.47% of issue price ($934.70–$964.70)
• Total selling concessions: 2.25% of principal (1.75% sales commission + 0.50% structuring fee)
• Issuer credit risk: unsubordinated, unsecured debt obligation of UBS AG

Investor considerations: Investors do not participate in any upside of META. They bear both issuer credit risk and 1-for-1 downside exposure below the 60% barrier, while paying an issue premium over estimated fair value. The notes will not be listed, may be illiquid, and settlement mismatches (T+3 vs. T+1) could complicate secondary trading.

Offering overview: UBS AG London Branch is issuing $6.115 million of Contingent Income Auto-Callable Securities maturing 23 June 2028. Each $1,000 note references the worst-performing of three equity indices—the Nasdaq-100 (NDX), Russell 2000 (RTY) and S&P 500 (SPX).

Cash-flow profile:

• Contingent coupon: $20.275 per quarter (8.11% p.a.) paid only if the closing level of all indices is at or above 70 % of their respective initial levels (coupon barrier) on a determination date.
• Auto-call: Beginning 17 Sep 2025 (after a six-month non-call period), the notes redeem at par plus the coupon if all indices close at or above 100 % of their initial levels (call threshold) on any quarterly observation date other than the first and last.
• Principal at maturity: If all indices are ≥70 % of initial on the final observation date, holders receive par plus final coupon. Otherwise, repayment is par × (1 + worst index return), exposing investors to 1-for-1 downside below –30 %, up to total loss.

Key terms: Coupon/Downside barrier set at 70 % of initial (NDX 15,203.36; RTY 1,471.372; SPX 4,187.90). Estimated initial value is $950.60 (95.06 % of issue price) after 2.5 % combined selling commission and structuring fee. Notes are unsecured and unsubordinated obligations of UBS AG; payments depend on the issuer’s credit.

Investor considerations: Product offers potentially above-market income and early redemption but carries (1) zero guaranteed coupons, (2) worst-of index exposure, (3) 30 % buffer only at maturity, (4) credit risk of UBS, and (5) limited liquidity—unlisted notes may trade at significant discounts. Suitable only for investors comfortable with equity downside, contingent income and issuer credit exposure.

UBS AG plans to issue unsubordinated, unsecured Trigger Autocallable Notes linked to the Russell 2000® Index and the EURO STOXX 50® Index, maturing on or about 1 July 2030. The Notes will be automatically called on any quarterly observation date, including the final valuation date, if the closing level of each underlying is at or above its call threshold (100 % of the initial level). Upon an automatic call, investors receive the principal plus a call return that accrues at an annualised rate of 11.25 %-12.25 %, increasing the longer the Notes remain outstanding.

If the Notes are not called and the final level of every underlying is at least 70 % of its initial level (the downside threshold), investors receive full principal at maturity. If any underlying closes below its downside threshold at maturity, repayment is reduced dollar-for-dollar with the decline of the worst-performing index, exposing holders to up to 100 % capital loss.

The estimated initial value is $934.70-$964.70 per $1,000 face amount, reflecting dealer margins and UBS’s internal funding rate. The Notes will price on 26 June 2025, settle on 30 June 2025 (T+2) and will not be listed on any exchange, limiting secondary market liquidity. All payments depend on UBS’s credit; a UBS default could leave investors with no recovery. These characteristics make the Notes considerably riskier than conventional debt securities and suitable only for investors who fully understand the product’s equity-linked risk profile and potential loss of principal.