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Notice of written resolution for UBS ZAR Autocallable Note UBS009
UBS AG, London Branch
(“UBS AG” or the “Company”)
(Incorporated and domiciled in Switzerland)
(Registration number: CHE-101.329.561)
ALPHA CODE: UBS009
ISIN: ZAE000366159
Notice of written resolution for UBS ZAR Automatic Early Redeemable Notes
linked to the S&P 500 Index, FTSE 100 Index, EURO STOXX 50 Index and the
Nikkei 225 Index, due 2031 (the “Notes”)
1. Notice of written resolution to Noteholders
UBS AG hereby gives notice to holders of all the outstanding Notes (the
“Noteholders”) requesting that they consider and, if thought fit,
consent to the passing of an Extraordinary Resolution in the form of a
written resolution as set out below.
Unless otherwise defined, words and expressions used in this notice
will bear the same meaning as in the Information Memorandum of the
Issuer dated 16 September 2019 (the “Information Memorandum”), to be
read together with the Final Terms for the Notes dated 04 August 2026
(the “Final Terms”).
WHEREAS
Noteholders wishing to vote on the written Extraordinary Resolution are
required to notify their Broker or Central Securities Depository
Participant (CSDP) by signing the written Extraordinary Resolution and
delivering a signed electronic copy thereof, as set out in paragraph 5
below, by no later than 12:00 midday on Friday, 20 November 2026, being
20 Business Days after the deemed delivery date of this notice.
2. Proposed amendments to be made to the Final Terms
The Note references four underlying indices and require index levels to
be observed on specified Observation Dates. Certain existing Observation
Dates fall on days on which the relevant Japanese market is scheduled
to be closed. The proposed amendments move those dates to the next
applicable scheduled trading day so that the relevant index levels can
be determined in accordance with the intended valuation process.
The Issuer wishes to amend the Final Terms as specified in the Amended
and Restated Final Terms.
(i) update the Observation Dates that fall on public holidays in the
relevant markets for the underlying indices. The Observation Dates
of 16 July 2029 and 15 July 2030, each coincide with Marine Day in
Japan and affect the Nikkei 225 Index (NKY). Although the S&P 500
Index, FTSE 100 Index, and the EURO STOXX 50 Index are not affected
by the relevant public holidays on these dates, their corresponding
Observation Dates will also be moved to the next applicable
scheduled trading day so that the Observation Dates for all
underlying indices remain aligned. The amendments ensure that the
relevant valuation dates fall on scheduled trading days for all
underlying indices. Because the final scheduled valuation date is
being moved by one day, the Expiration Date and Last Trading Day
will also be adjusted correspondingly. The JSE Product Long Name
will also be amended to reflect the revised Expiration Date.
Old Observation Date(s): New Observation Date(s):
3 16 July 2029 17 July 2029
4 15 July 2030 16 July 2030
Note: The Notes are subject to two non-call periods and may
therefore only be subject to Early Termination from the
Observation Date for observation period 3, being 16 July 2029.
Accordingly, there is no Observation Date for observation period
1 & 2.
Old Expiration Date New Expiration Date
21 July 2031 22 July 2031
Old Last Trading Day New Last Trading Day
22 July 2031 23 July 2031
(ii) update the JSE long name as detailed below.
Old JSE Product Long Name: New JSE Product Long Name:
UBS UBS009 21Jul31 UBS UBS009 22Jul31
The amendments do not change the underlying indices or the contractual
payoff formula of the Notes. They only change the specified Observation
Dates and the consequential Expiration Date, Last Trading Day and
Product Long Name. As index levels may differ from one trading day to
another, the levels observed on the revised dates may differ from those
that would have been observed on the original dates and may therefore
affect the outcome determined under the existing terms of the Notes.
3. REQUEST
The Issuer proposes amending the Final Terms and replacing them with
Amended and Restated Final Terms by passing the written Extraordinary
Resolution listed below. The proposed amendments to the Final Terms as
set out in the Amended and Restated Final Terms (marked-up and clean
version) are available for download together with Schedule 1 (Form of
Written Resolution) voting form, from the following KeyInvest website
(under documents tab):
https://keyinvest-za.ubs.com/product/detail/index/isin/ZAE000366159.
Should the Extraordinary Resolution be approved by Noteholders
representing not less than 75% of the outstanding Nominal Amount of the
Notes entitled to vote on the resolution, the proposed amendments
specified in the Amended and Restated Final Terms will become effective
on the date on which the results of the vote are announced on SENS.
If the Extraordinary Resolution is not approved, the proposed amendments
will not take effect and the existing Final Terms will remain in force,
subject to the provisions of those Final Terms and the applicable
programme documentation.
4. DEFINITION OF EXTRAORDINARY RESOLUTION
In the case of paragraph 3 above, in terms of Condition 15(t), read
with Condition 15(2), a written Extraordinary Resolution of the
Noteholders means a resolution in writing submitted electronically to
all Noteholders entitled to exercise voting rights in relation to the
resolution and approved by Noteholders representing not less than 75%
of the outstanding Nominal Amount of the Notes entitled to vote on the
resolution.
In accordance with Condition 15, none of the Issuer or any subsidiary
of the Issuer or any guarantor of the Issuer's obligations under the
Notes, will have any voting rights in respect of Notes held by it.
5. SUBMISSION OF SIGNED RESOLUTION BY NOTEHOLDERS
Each Noteholder wishing to vote is required to sign the Extraordinary
Resolution (see also Schedule 1 (Form of Written Resolution) which is
available and downloadable from the following website
https://keyinvest-za.ubs.com/product/detail/index/isin/ZAE000366159)
and deliver a signed copy thereof, by no later than 12:00 midday on
Friday, 20 November 2026, by e-mail to their Broker or Central
Securities Depository participant by making their relevant election.
On receipt of a signed written resolution from a Noteholder, the
relevant Central Securities Depository Participant is required to notify
Computershare Investor Services Proprietary Limited whether the
Noteholder votes are for or against, or abstains from voting on the
written resolution, together with the outstanding Nominal Amount of the
Notes held and voted on by that Noteholder in the signed written
resolution, by e-mailing it to proxy@computershare.co.za by no later
than 12:00 midday on Friday, 20 November 2026.
Extraordinary Resolution
1. Extraordinary Resolution Number 1 of the Noteholders of all outstanding
Notes - Amendments to Final Terms
Pursuant to Condition 15.2 of the General Terms and Conditions of the
Notes, the Noteholders hereby resolve that:
(i) the amendments to the Final Terms specified in the Amended and
Restated Final Terms, be and are hereby approved and the Amended
and Restated Final Terms shall accordingly supersede and replace
the existing Final Terms; and
(ii) this Written Resolution shall take effect as an Extraordinary
Resolution for the purposes of the General Terms and Conditions of
the Notes.
Salient Dates:
The following timetable sets out expected dates for the written resolution:
Voting Record Date (determine who is in the Tuesday, 13 October 2026
register)
Distribution of written notice and Friday, 16 October 2026
Announcement on SENS
Deemed delivery date of written notice Friday, 23 October 2026
Voting period opens Friday, 23 October 2026
Voting period (last day to vote) closes Friday, 20 November 2026
at 12:00 midday
Publication of results on SENS and Monday, 23 November 2026
finalisation announcement by 11:00
Expected last day (LDT) on which the Monday, 30 November 2026
existing Product Long Name will be displayed
(old Product Long Name:
UBS UBS009 21Jul31)
Expected first day (ex-date) on which the Tuesday, 01 December 2026
new Product Long Name will be displayed (new
Product Long Name: UBS UBS009 22Jul31)
Record Date Thursday, 03 December 2026
Accounts of dematerialised securities Friday, 04 December 2026
holders updated by CSDPs / Brokers
Note:
1) All times are South African times as the above dates and actions are
in terms of the JSE Corporate Action timetable.
2) Noteholders are advised that the ISIN, Alpha Code, short name,
underlying indices and existing holdings will remain unchanged. The
change to the Product Long Name does not create a new security and
Noteholders are not required to sell or repurchase their Notes as a
result of the name change.
For further information regarding the Notice of written resolution and/or
the Notes, please contact:
UBS KeyInvest South Africa
Tel.: +27 11 322 7129 / 7317
E-mail: keyinvestza@ubs.com
Web: http://keyinvest-za.ubs.com
Johannesburg
16 October 2026
Sponsor: UBS South Africa (Pty) Limited
Date: 16/10/2026 11:00:00
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