Notes to Financial Statements
December 31, 2015 and 2014
NOTE 1
|
DESCRIPTION OF THE PLAN
|
The following description of the UBS 401(k) Plan (formerly the
UBS Savings and Investment Plan) (the Plan) provides only general information. Participants should refer to the Summary Plan Description for a more complete description of the provisions of the Plan and detailed definitions of various Plan terms.
Effective December 31, 2014, the UBS Financial Services Inc. 401(k) Plus Plan (the Plus Plan) was merged with the UBS Savings and
Investment Plan (the SIP Plan) and formed a single plan named the UBS 401(k) Plan. The Northern Trust Company (Northern Trust) became the trustee of the new plan. Effective January 1, 2015, the Plan was amended and restated to reflect the newly
formed plan. The assets of the Plus Plan were transferred to the assets of the UBS 401(k) Plan on January 1, 2015, and during the period ending February 28, 2015. The final assets were transferred as of February 28, 2015.
General
UBS AG (the
Company) is the Plan sponsor for the Plan. The Plan, a defined-contribution plan, provides retirement benefits to eligible employees of UBSs United States operations including eligible employees of UBS Securities LLC, UBS AG, UBS Services LLC,
UBS OConnor LLC, UBS Alternative and Quantitative Investments LLC, UBS Global Asset Management (Americas) Inc., UBS Realty Investors LLC, UBS Americas Inc., Prediction Company LLC, UBS Financial Services Inc., UBS USA LLC, UBS Trust Company
National Association, UBS Bank USA, and UBS BUSA Services LLC. Subject to certain exceptions, all full- and part-time employees on the Companys U.S. payroll platform 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 Plan administrator (Head of Benefits Americas Region). Northern Trust (the Trustee) is the Plans trustee, Aon Hewitt is the Plans record-keeper, and Mercer serves as the Plans investment advisor. At
December 31, 2015 and 2014, there were 29,853 and 11,448 Plan participants, respectively.
In 2014, the SIP Plans assets were
invested in the UBS AG Master Trust, which, in turn, invests in mutual funds, collective trusts, money market funds, a collective short-term investment fund, and UBS Group Common Stock (as part of the UBS Company Stock Fund).
-5-
UBS 401(k) PLAN
Notes to Financial Statements
December 31, 2015 and 2014
NOTE 1
|
DESCRIPTION OF THE PLAN
(continued)
|
Effective January 1, 2015, the SIP Plans assets were transferred from the UBS AG
Master Trust to a newly formed trust named the UBS 401(k) Plan Trust. The Plans assets are invested in mutual funds, common and collective trust funds, guarantee investment contracts (GICs), the UBS Group Common Stock (UBS Stock Fund) and
short-term investments. In addition to these investment options, the Plan allows participants to maintain Self-Directed Brokerage Accounts.
The Plans administrative expenses are paid by the Plan or the Company, as provided by the Plans provisions. Administrative
expenses paid by the Plan or the firm include recordkeeping, trustee, legal, audit, and investment consulting fees. Expenses related to the Plans investments are charged to the specific Plans investments (investment management fees and
commissions) fund to which the expense relates. For the years ended December 31, 2015 and December 31, 2014 the Plan and SIP 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.
Master
Trust
For Plan year ended December 31, 2014, the SIP Plans assets were invested in the UBS AG Master Trust (the AG Master
Trust) which was established on September 1, 1996, for the SIP Plan. The AG Master Trust consisted of the SIP Plan and the UBS Pension Plan (the Pension Plan). The specific investments of both plans were held in the AG Master Trust, which were
administered by State Street (AG Trustee). Use of the AG Master Trust permits the commingling of trust assets for investment and administrative purposes. Although the assets of both plans are commingled in the AG Master Trust, the AG Trustee
maintains separate supporting records for the purpose of tracking the individual activity of each plan. The investments held at the AG Master Trust are accounted for at the plan level since the SIP Plan and Pension Plan have a divided interest in
assets held at the AG Master Trust.
For Plan year ended December 31, 2015, the SIP Plans assets were removed from the AG
Master Trust and invested in the UBS 401(k) Plan Trust which was established for the Plan on January 1, 2015.
-6-
UBS 401(k) PLAN
Notes to Financial Statements
December 31, 2015 and 2014
NOTE 1
|
DESCRIPTION OF THE PLAN
(continued)
|
Contributions
For years ending prior to January 1, 2015, Plan participants could elect to contribute, on a pre-tax basis, an amount ranging from 1% to
50% of their eligible compensation, including all or a portion of their discretionary annual incentive bonus, subject to the maximum allowable contribution limit established by the Internal Revenue Code (the Code). The maximum allowable contribution
was $17,500 for 2014. As a result of the Economic Growth and Tax Relief Reconciliation Act, the maximum allowable pre-tax contribution for participants who attained age 50 on or before December 31, 2014 was $23,000. These limits are subject to
change in future years to be consistent with Internal Revenue Service (IRS) limitations.
Effective January 1, 2015, Plan
participants may elect to contribute to the Plan on a pre-tax, after-tax, and/or Roth basis, an amount ranging from 1% to 85% of their eligible compensation, including from 1% to 85% of their discretionary annual incentive bonus, subject to the
maximum allowable contribution limit established by the Code. The maximum allowable combined pre-tax and Roth 401(k) contributions was $18,000 for 2015. As a result of the Economic Growth and Tax Relief Reconciliation Act, the maximum allowable
combined pre-tax and Roth 401(k) contributions for participants who attained age 50 on or before December 31, 2015 was $24,000. These limits are subject to change in future years to be consistent with IRS limitations.
Subject to certain limitations, the Company contributes an amount (the Company Match) up to 75% of the first 4% of each participants
eligible annual compensation which the participant contributes to the Plan. The Plan has a $3,000 annual maximum limit, a three-year cliff vesting requirement and an end of year employment requirement on the Company Match.
Beginning January 1, 2015, the Company uses pre-tax, Roth 401(k), and after-tax contributions in determining the amount of the
Companys matching contribution for each participant. The Companys Match is calculated by multiplying each participants pre-tax, Roth 401(k), and after-tax contributions (up to 4% of eligible compensation) by 75% and is limited to
$3,000 on an annual basis.
Company Match contributions and earnings are invested according to the participants investment elections
in effect for Company contributions, which can be different or similar to their pre-tax, Roth 401(k), and after-tax contribution elections.
-7-
UBS 401(k) PLAN
Notes to Financial Statements
December 31, 2015 and 2014
NOTE 1
|
DESCRIPTION OF THE PLAN
(continued)
|
The Company also provides a retirement contribution (basic profit-sharing contribution)
equal to a percentage of the participants eligible compensation based on the participants years of service with UBS as of the beginning of the plan year. The Plan has a three-year cliff vesting requirement and an end of year employment
requirement on the Company Match.
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 participants age at the beginning of the plan year. QDP contributions and earnings are invested according to the participants investment
elections in effect for Company contributions, which can be different or similar to their pre-tax, Roth 401(k), 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 year of birth.
Participant Accounts
Under the Plan, each participant has two accountsan employee account (Employee Account) and a company account (Company Account). When
the Company Account is funded annually, the participant has a one-time opportunity to make an investment election for the contribution. Thereafter, the employee manages the two accounts as a single account.
The participants Employee Account reflects any contributions made by the participant (such as before-tax contributions, Roth 401(k) and
after-tax contributions), in addition to income, gains, losses, withdrawals, distributions, loans, and expenses attributable to these contributions.
The participants Company Account reflects any Matching Contributions, Retirement Contributions, and Supplement Profit Sharing
Contributions made for each plan year and the income, gains, losses, withdrawals, distributions, and expenses attributable to these contributions.
-8-
UBS 401(k) PLAN
Notes to Financial Statements
December 31, 2015 and 2014
NOTE 1
|
DESCRIPTION OF THE PLAN
(continued)
|
Vesting
Participants are fully vested in their Employee Account. A participant becomes 100% vested in his or her Company Account after three years of
service, or, while in service as an employee: attaining age 65, attaining age 55 with 10 years of service becoming totally and permanently disabled, or upon death.
Forfeited Accounts
Forfeited balances of terminated participants non-vested Retirement Contribution and Company Match contributions are used to reduce the
Companys total contributions to the Plan. For the years ended December 31, 2015 and 2014, total forfeitures of $4,965,450 and $4,358,981, respectively, were used to reduce the Retirement Contribution and Company Match contributions. The
remaining balances in the forfeiture account as of December 31, 2015 and December 31, 2014, were $1,880,086 and $536,792, respectively and were used to reduce Company contributions made in the following Plan year.
Payment of Benefits
Upon the termination of employment for any reason, including death, a participant or his or her beneficiary may receive a distribution of the
entire vested account balance, which is generally a lump-sum cash payment. However, if any portion of such participants account is invested in the UBS Stock Fund, then the participant may elect to receive such portion in UBS shares. If the
account balance is greater than $1,000, the participant may elect to defer the lump-sum distribution until a date not to extend beyond April 1 of the year following the year that the participant attains age
70
1
⁄
2
.
A participant may elect to withdraw all
or part of their account balance after attaining age 59
1
⁄
2
, as provided by the Plan.
After-tax contributions, including any income and loss thereon, may be withdrawn by participants at any time in accordance with the
Plans provisions. Withdrawals of pre-tax contributions, Roth 401(k), or vested Company contributions are permitted, subject to certain limitations as set forth in the the Code. All withdrawals or a portion thereof are subject to taxation as
set forth in the Code.
-9-
UBS 401(k) PLAN
Notes to Financial Statements
December 31, 2015 and 2014
NOTE 1
|
DESCRIPTION OF THE PLAN
(continued)
|
Participant Loans
Loans to participants are permitted under certain conditions provided for by the Plan. Participants can borrow up to the lesser of 50% of
their vested account balance or $50,000. The $50,000 limit is reduced by the excess of the participants highest outstanding loan balance from his or her account during the 12-month period before the loan is made (even if repaid) over the
participants outstanding loan balance on the date the loan is made. The loan repayment shall not exceed a five-year period, except for loans related to the purchase of a primary residence. These loans shall not exceed 25 years. The interest
rates on the loans range from 5.00% to 12.50%. All loans, including interest, are to be repaid in level amounts through payroll deductions to be no less frequent than quarterly over the life of the loan.
Plan Termination
The
Company has not expressed any intent to terminate the Plan, although it reserves the right to terminate the Plan 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 Trustee 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.
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).
Payment of Benefits
Benefits to participants are recorded when paid.
-10-
UBS 401(k) PLAN
Notes to Financial Statements
December 31, 2015 and 2014
NOTE 2
|
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(continued)
|
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 notes 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, 2015 or 2014. If a participant ceases to make loan repayments and the Plan administrator deems the participant
loan to be a distribution, the participant loan balance is reduced and a benefit payment is recorded.
Use of Estimates
The preparation of the accompanying 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. Actual results could differ from those estimates.
Valuation of Investments 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 Plans gains and losses on investments bought and sold as well as held during the year.
Prior to January 1, 2015, the SIP Plan recorded its investment in the AG Master Trust at fair value, which represents the SIP Plans
specific interest in net assets of the AG Master Trust.
Investments held by the AG Master 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 4 for information about fair value measurements.)
Effective January 1, 2015, the Plan records its investment in the UBS 401(k) Plan Trust (the Trust) at fair value, which represents the
Plans interest in the net assets of the Trust.
-11-
UBS 401(k) PLAN
Notes to Financial Statements
December 31, 2015 and 2014
NOTE 2
|
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(continued)
|
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 4 for a discussion of fair value measurements).
The Plan invests in synthetic investment contracts. These investment contracts are recorded at fair value; however, since the contracts are
fully benefit-responsive, an adjustment is reflected in the statements of net assets available for benefits to present these investments at contract value. Contract value is the relevant measurement attributable to fully benefit-responsive
investment contracts because contract value is the amount participants would receive if they were to initiate permitted transactions under the terms of the Plan. The contract value of the fully benefit-responsive investment contract represents
contributions plus earnings, less participant withdrawals and administrative expenses.
New Accounting Pronouncement
In May 2015, the FASB issued Accounting Standards Update 2015-07,
Disclosures for Investments in Certain Entities that
Calculate Net Asset Value Per Share (or its Equivalent),
(ASU 2015-07). ASU 2015-07 removes the requirement to categorize within the fair value hierarchy investments for which fair values are estimated using the net asset value practical
expedient provided by Accounting Standards Codification 820,
Fair Value Measurement
. Disclosures about investments in certain entities that calculate net asset value per share are limited under ASU 2015-07 to those investments for which the
entity has elected to estimate the fair value using the net asset value practical expedient. ASU 2015-07 is effective for entities (other than public business entities) for fiscal years beginning after December 15, 2016, with retrospective
application to all periods presented. Early application is permitted. Management is currently assessing the potential impact of ASU 2015-07 on the Plans financial statements and does not believe that it will have a material impact on the
Plans financial statements.
In July 2015, the FASB issued ASU 2015-12,
(Part I) Fully Benefit-Responsive
Investment Contracts, (Part II) Plan Investment Disclosures, (Part III) Measurement Date Practical Expedient consensuses of the FASB Emerging Issues Task Force
(alternatively, ASU 2015 12). This is a three-part standard
that provides guidance on certain aspects of the accounting by employee benefit plans. The ASU, which is being released in response to consensuses reached by
the EITF, (1) requires an employee benefit plan to use contract value as the only measurement amount for fully benefit-responsive
investment contracts (FBRICs), (2) simplifies and increases the effectiveness of plan investment disclosure requirements for employee benefit plans, and (3) provides employee benefit plans with a measurement-date practical
expedient similar to the practical expedient provided to employers in ASU 2015-04,
Practical Expedient for the Measurement Date of an Employers Defined Benefit Obligation and Plan
. ASU 2015-12 will be effective for the Plan in fiscal
years beginning after December 15, 2015, with early adoption permitted, and will be applied retrospectively for Parts I and II and prospectively for Part III. Management is currently evaluating the standard and does not believe that it will
have a material impact on the Plans financial statements.
-12-
UBS 401(k) PLAN
Notes to Financial Statements
December 31, 2015 and 2014
NOTE 2
|
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(continued)
|
Management has evaluated its subsequent event disclosure through
June 28, 2016 the date the Plans financial statements are available to be issued.
Effective January 1, 2016, the Plan was
amended and restated to impose a 20% cap on the amount of employee and employer contributions that may be allocated to the UBS Stock Fund and a 20% cap on the amount of any reallocation/transfer that may be allocated to the UBS Stock Fund and to
make other desired changes.
-13-
UBS 401(k) PLAN
Notes to Financial Statements
December 31, 2015 and 2014
Individual investments within the Plan that represented 5% or more of the
Plans net assets available for benefits are as follows:
|
|
|
|
|
|
|
|
|
|
|
December 31
|
|
|
|
2015
|
|
|
2014
|
|
MFO S&P 500 Flagship Non Lending Series CL
|
|
$
|
560,511,384
|
|
|
$
|
|
|
Vanguard Institutional Index Fund
|
|
|
|
|
|
|
360,141,056
|
|
MFO Vanguard Money Market Reserves
|
|
|
315,467,199
|
|
|
|
|
|
UBS Stock Fund
|
|
|
302,140,950
|
|
|
|
|
|
Vanguard Prime Money Market Fund
|
|
|
|
|
|
|
133,426,337
|
|
UBS Multi Asset Portfolio Collective Fund
|
|
|
|
|
|
|
125,970,731
|
|
GE Asset Management Premier Growth Fund
|
|
|
|
|
|
|
118,086,797
|
|
UBS U.S. Equity Fund
|
|
|
|
|
|
|
108,978,057
|
|
Harding Loevner International Equity Collective Trust
|
|
|
|
|
|
|
86,356,568
|
|
Royce and Associates Premier Fund
|
|
|
|
|
|
|
83,878,445
|
|
-14-
UBS 401(k) PLAN
Notes to Financial Statements
December 31, 2015 and 2014
NOTE 4
|
INVESTMENTS
(continued)
|
The following is a summary of UBS AG Master Trust assets, the Plans divided interest
in the assets of the AG Master Trust, and the Plans divided interest percentage ownership of the AG Master Trust assets as of December 31, 2014:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
December 31, 2014
|
|
|
|
Assets
|
|
|
Plans Interest
in
|
|
|
Plans
Percent
Interest in
|
|
Investments, at fair value
|
|
|
|
|
|
|
|
|
|
|
|
|
Mutual funds
|
|
$
|
1,207,620,425
|
|
|
$
|
1,207,620,425
|
|
|
|
100.0
|
%
|
UBS Stock Fund
|
|
|
48,340,009
|
|
|
|
48,340,009
|
|
|
|
100.0
|
|
Collective short-term investment fund
|
|
|
3,201,126
|
|
|
|
1,985,654
|
|
|
|
62.0
|
|
Collective trust
|
|
|
581,007,148
|
|
|
|
237,011,798
|
|
|
|
40.8
|
|
Money market
|
|
|
207,811,267
|
|
|
|
195,311,267
|
|
|
|
94.0
|
|
Manulife Financial Corporation Stock Fund
|
|
|
3,198,289
|
|
|
|
|
|
|
|
0.0
|
|
Group Annuity Contract
|
|
|
17,102,950
|
|
|
|
|
|
|
|
0.0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total investments, at fair value
|
|
|
2,068,281,214
|
|
|
|
1,690,269,153
|
|
|
|
81.7
|
|
Company contribution receivable
|
|
|
21,084,847
|
|
|
|
21,084,847
|
|
|
|
100.0
|
|
Notes receivable from participants
|
|
|
13,495,559
|
|
|
|
13,495,559
|
|
|
|
100.0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net assets available for benefits, at fair value
|
|
$
|
2,102,861,620
|
|
|
$
|
1,724,849,559
|
|
|
|
82.0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
-15-
UBS 401(k) PLAN
Notes to Financial Statements
December 31, 2015 and 2014
NOTE 4
|
INVESTMENTS
(continued)
|
The following table represents investment income earned by the Plan for the year ended
December 31, 2015:
|
|
|
|
|
Net realized and unrealized appreciation/depreciation in fair value of investments
|
|
|
|
Common and collective trust funds
|
|
$
|
44,533,534
|
|
Mutual funds
|
|
|
(72,364,863
|
)
|
Self Directed Brokerage Accounts
|
|
|
(65,164,948
|
)
|
Money market funds
|
|
|
|
|
UBS Stock Fund
|
|
|
38,414,915
|
|
Guaranteed investment contracts
|
|
|
|
|
Short-term investments
|
|
|
|
|
|
|
|
|
|
|
|
|
(54,581,362
|
)
|
Dividend and interest income
|
|
|
80,494,923
|
|
|
|
|
|
|
Total investment income
|
|
$
|
25,913,561
|
|
|
|
|
|
|
NOTE 5
|
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
-16-
UBS 401(k) PLAN
Notes to Financial Statements
December 31, 2015 and 2014
NOTE 5
|
FAIR VALUE MEASUREMENT
(continued)
|
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 instruments.
|
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, 2015 and 2014.
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. 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.
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.
Money market funds:
Records its corresponding value at $1 NAV. Investments are valued at amortized cost
unless this would not represent fair value.
-17-
UBS 401(k) PLAN
Notes to Financial Statements
December 31, 2015 and 2014
NOTE 5
|
FAIR VALUE MEASUREMENT
(continued)
|
UBS Stock Fund
: Actively traded securities are valued at the closing price reported on the active market on which the individual securities are traded.
Guaranteed investment contracts (GICs):
The fair value of synthetic GICs equals the fair value of the underlying assets plus the fair
value of the wrapper contract. The fair value of the underlying assets primarily consists of commingled investment funds that are valued based on the NAV of shares held. The value of the wrapper contract is calculated by adjusting the current wrap
contract fee, less contract fee submitted with market re-bid, multiplied by the contract book value, which is discounted using the duration equivalent swap rate.
Short-term investments:
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.
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 2015 and 2014.
-18-
UBS 401(k) PLAN
Notes to Financial Statements
December 31, 2015 and 2014
NOTE 5
|
FAIR VALUE MEASUREMENT
(continued)
|
At December 31, 2015, the investments held by the Plan within the fair value hierarchy
are as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investments at Fair Value as of December 31, 2015
|
|
|
|
Level 1
|
|
|
Level 2
|
|
|
Level 3
|
|
|
Total
|
|
Common and collective trust funds
(b)
|
|
$
|
|
|
|
$
|
1,750,674,001
|
|
|
$
|
|
|
|
$
|
1,750,674,001
|
|
Mutual funds
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Large cap funds
|
|
|
459,016,635
|
|
|
|
|
|
|
|
|
|
|
|
459,016,635
|
|
Small/mid cap funds
|
|
|
376,285,698
|
|
|
|
|
|
|
|
|
|
|
|
376,285,698
|
|
Bond funds
(a)
|
|
|
122,147,293
|
|
|
|
|
|
|
|
|
|
|
|
122,147,293
|
|
International funds
|
|
|
149,836,765
|
|
|
|
|
|
|
|
|
|
|
|
149,836,765
|
|
Self Directed Brokerage
(b)
Account
|
|
|
937,601,637
|
|
|
|
|
|
|
|
|
|
|
|
937,601,637
|
|
Money market funds
(c)
|
|
|
|
|
|
|
315,467,199
|
|
|
|
|
|
|
|
315,467,199
|
|
UBS Stock Fund
|
|
|
302,140,950
|
|
|
|
|
|
|
|
|
|
|
|
302,140,950
|
|
Guaranteed investment contracts
(d)
|
|
|
|
|
|
|
127,287,290
|
|
|
|
|
|
|
|
127,287,290
|
|
Short-term investments
|
|
|
|
|
|
|
16,209,294
|
|
|
|
|
|
|
|
16,209,294
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total investments, at fair value
|
|
$
|
2,347,028,978
|
|
|
$
|
2,209,637,784
|
|
|
$
|
|
|
|
$
|
4,556,666,762
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(a)
|
This category includes intermediate investment-grade debt funds that invest primarily in highly rated corporate and government bonds. The objective is to provide a return that approximates as closely as practicable,
before expenses, the performance of the Barclays Capital U.S. Aggregate Bond Index over the long term.
|
(b)
|
This category enhances the participants preselected investment options to include a greater selection of available funds. The objective is to enables participants ability to tailor their investment selection to best
meet their personal financial goals.
|
(c)
|
This category includes money market funds that are designed to protect capital with low-risk investments and includes cash, bank notes, corporate notes, government bills, and various short-term debt instruments
|
(d)
|
This category includes synthetic GICs. The objective is to provide low risk, contractually guaranteed returns while protecting principal investment.
|
-19-
UBS 401(k) PLAN
Notes to Financial Statements
December 31, 2015 and 2014
NOTE 5
|
FAIR VALUE MEASUREMENT
(continued)
|
At December 31, 2014, the investments held by UBS AG Master Trust within the fair value
hierarchy are as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investments at Fair Value as of December 31, 2014
|
|
|
|
Level 1
|
|
|
Level 2
|
|
|
Level 3
|
|
|
Total
|
|
Mutual funds
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
U.S. large cap
|
|
$
|
587,205,910
|
|
|
$
|
|
|
|
$
|
|
|
|
$
|
587,205,910
|
|
International bond
(a)
|
|
|
89,429,878
|
|
|
|
21,049,273
|
|
|
|
|
|
|
|
110,479,151
|
|
U.S. small cap
|
|
|
155,538,649
|
|
|
|
|
|
|
|
|
|
|
|
155,538,649
|
|
Lifestyle
|
|
|
|
|
|
|
321,290,623
|
|
|
|
|
|
|
|
321,290,623
|
|
Balanced
|
|
|
33,106,092
|
|
|
|
|
|
|
|
|
|
|
|
33,106,092
|
|
Collective trust
(b)
|
|
|
|
|
|
|
237,011,798
|
|
|
|
|
|
|
|
237,011,798
|
|
Money market funds
(c)
|
|
|
|
|
|
|
195,311,267
|
|
|
|
|
|
|
|
195,311,267
|
|
UBS Stock Fund
|
|
|
48,340,009
|
|
|
|
|
|
|
|
|
|
|
|
48,340,009
|
|
Collective short-term investment
fund
(d)
|
|
|
|
|
|
|
1,985,654
|
|
|
|
|
|
|
|
1,985,654
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total investments, at fair value
|
|
$
|
913,620,538
|
|
|
$
|
776,648,615
|
|
|
$
|
|
|
|
$
|
1,690,269,153
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(a)
|
This category includes intermediate investment-grade debt funds that invest primarily in highly rated corporate and government bonds. The objective is to provide a return that approximates as closely as practicable,
before expenses, the performance of the Barclays Capital U.S. Aggregate Bond Index over the long term.
|
(b)
|
This category includes a collective trust that is a balanced fund approach intended to maximize total dollar return. This investment option provides diversification across global markets and asset classes.
|
(c)
|
This category includes money market funds that are designed to protect capital with low-risk investments and includes cash, bank notes, corporate notes, government bills, and various short-term debt instruments.
|
(d)
|
This category includes a collective short-term investment fund that is a money market type of pooled investment fund, investing in securities such as commercial paper, bank obligations like certificates of
deposit and time deposits, and repurchase agreements. The objective is to provide a readily accessible investment vehicle in which participation can commence or terminate on a daily basis.
|
-20-
UBS 401(k) PLAN
Notes to Financial Statements
December 31, 2015 and 2014
NOTE 6
|
INVESTMENT CONTRACTS WITH INSURANCE COMPANIES
|
The Plan holds investments in synthetic GICs, commingled funds, and cash and cash
equivalents. These contracts provide for the payment of a specified rate of interest to the portfolio and for the repayment of principal when the contract matures. Contract value represents contributions to the Fund plus interest accrued less
redemptions. The crediting interest rate is based on a formula agreed upon with the issuer, but it may not be less than 0%. The interest rate for the year ended December 31, 2015 was 0.50%, and the interest rate for the year ended
December 31, 2014 ranged from 0.48% to 0.50%. Generally, interest rates reset monthly. Absent event of default or other contingencies, the investment does not permit the issuers to terminate the agreements prior to the scheduled maturity dates;
however, the synthetic GICs generally impose conditions on both the fund and issuers. Certain events limit the Plans ability to transact at contract value with the issuer. Such events include all or some of the following: (i) amendments
to the Plan documents or the Plans administration, including reduction or elimination of employer matching contributions; (ii) changes to the Plans prohibition on competing investment options or deletion of equity wash provisions;
(iii) complete or partial termination of the Plan or its merger with another plan; (iv) the failure of the Plan or the Trust to qualify for exemption from Federal income taxes or any required prohibited transaction exemption under ERISA;
(v) unless made in accordance with the withdrawal provisions of the Plan, the withdrawal from the contract resulting from events at the direction of the Plan sponsor (employer-initiated event) such as withdrawals due to the removal of a
specifically identifiable group of employees from coverage under the participating plan (such as a group layoff or early retirement incentive program), or the closing or sale of a subsidiary, employing unit or affiliate, the bankruptcy or insolvency
of a Plan sponsor, fund, Trustee, or investment manager, the merger of the Plan with another plan, or the Plan sponsors establishment of another tax-qualified defined contribution plan; (vi) any change in law, regulation, ruling,
administrative, or judicial position or accounting requirement, in any case applicable to the Plan or fund; and (vii) the delivery of any communication to Plan participants designed to influence a participant not to invest in the fund. Based on
the information provided by the investment manager, the Company does not believe that the occurrence of any such events that would limit the Plans ability to transact at contract value with participants is probable.
These contracts are subject to certain restrictions or penalties in the event of early withdrawal or liquidation.
-21-
UBS 401(k) PLAN
Notes to Financial Statements
December 31, 2015 and 2014
NOTE 6
|
INVESTMENT CONTRACTS WITH INSURANCE COMPANIES
(continued)
|
|
|
|
|
|
|
|
|
|
|
|
December 31,
|
|
|
|
2015
|
|
|
2014
|
|
Average yields
|
|
|
|
|
|
|
|
|
Based on actual earnings
|
|
|
1.638
|
%
|
|
|
1.380
|
%
|
Based on interest rate credited to participants
|
|
|
0.529
|
%
|
|
|
0.522
|
%
|
NOTE 7
|
RISKS AND UNCERTAINTIES
|
The Plan invests in several 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 quite possible for the value of investment securities to change in the near term. The changes
could materially affect participants account balances and the amounts reported in the statements of net assets available for benefits.
NOTE 8
|
RELATED-PARTY TRANSACTIONS
|
For the year ended December 31, 2015, the Plan makes
certain investments through the Trust, which are considered to be party-in-interest transactions for which a statutory exemption from the prohibited transaction regulation exists. They are as follows:
|
|
|
Notes receivable from participants are considered to be party-in-interest transactions.
|
|
|
|
Investments in certain funds sponsored by UBS Asset Management, a wholly owned subsidiary of the Plan sponsor, are considered to be party-in-interest transactions. The Plan offers UBS mutual funds, a collective
investment trust, and a separately managed account as part of the investment fund line-up.
|
|
|
|
The Plan invests in the Companys common stock. These transactions qualify as party-in-interest transactions. The Plan received a total common stock dividends payment of $12,378,999 for 2015.
|
-22-
UBS 401(k) PLAN
Notes to Financial Statements
December 31, 2015 and 2014
NOTE 8
|
RELATED-PARTY TRANSACTIONS
(continued)
|
For the year ended 2014, the SIP Plan made certain investments through the AG Master Trust,
which are considered to be party-in-interest transactions for which a statutory exemption from the prohibited transaction regulation exists. They are as follows:
|
|
|
Notes receivable from participants are considered to be party-in-interest transactions.
|
|
|
|
Investments in certain funds sponsored by UBS Asset Management, a wholly owned subsidiary of the Plan sponsor, are considered to be party-in-interest transactions.
|
|
|
|
The AG Master Trust invests in the State Street Global Advisor US Bond Index Securities Lending Series Fund, which is an investment sponsored by the AG Trustee. As such, investments in this fund are considered to be
party-in-interest transactions.
|
|
|
|
The Plan invests in the Companys common stock. These transactions qualify as party-in-interest transactions. The Plan received a total common stock dividends payment of $818,410 from the Company during 2014.
|
Certain officers and employees of the Plans sponsor (who may also be participants in the Plan) perform
administrative services related to the Plans operation, record keeping and financial reporting. The Plans sponsor pays these individuals salaries and also pays certain other administrative expenses on the Plans 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 ERISAs rules on prohibited transactions.
During 2015 and 2014, the Plan was amended as follows:
|
a.
|
Effective April 1, 2015, the Plan was amended to allow for the payment of any in-service withdrawal of after-tax contributions (and related earnings) that are invested in the Common Stock Fund in shares of the
underlying common stock.
|
-23-
UBS 401(k) PLAN
Notes to Financial Statements
December 31, 2015 and 2014
NOTE 9
|
PLAN AMENDMENTS
(continued)
|
|
b.
|
Effective December 31, 2014, the UBS Financial Services Inc. 401(k) Plus Plan was merged with the UBS Savings and Investment Plan and formed a single plan named the UBS 401(k) Plan. Effective January 1, 2015,
the Plan was amended and restated to reflect the newly formed plan.
|
|
c.
|
Effective September 22, 2014, the Plan was amended to outline the stock tender offer process.
|
|
d.
|
Effective November 11, 2014, the Plan was amended to update the definition for UBS Shares and add a definition of Exchange Offer Effective Date.
|
The Plan is a result of the merger and renaming of the SIP Plan and the
Plus Plan, effective January 1, 2015. Both the SIP Plan and the Plus Plan have a current favorable determination letter issued by the IRS, dated July 29, 2014 and September 9, 2014, respectively, stating that the SIP Plan and the Plus
Plan are qualified under Section 401(a) of the Code and, therefore, the related trust is exempt from taxation.
The IRS announced
last year (in its Announcement 2015-19) that it is discontinuing the determination letter program, except in certain limited circumstances. However, it subsequently noted (in Notice 2016-03) that determination letters issued prior to January 4,
2016, in response to a timely submission will no longer have an expiration date. Thus, the favorable letters issued to the SIP Plan and the Plus Plan continues to be entirely valid on an ongoing basis. Although the Plus Plan no longer exists by
reason of its merger into the Plan, the favorable determination letter issued to it still constitutes evidence that it was qualified as to form on the date of merger.
The Plan Administrator believes the Plan is being operated in compliance with the applicable requirements of the Code and therefore believes
the Plan is qualified and the related trust is tax-exempt.
-24-
UBS 401(k) PLAN
Notes to Financial Statements
December 31, 2015 and 2014
NOTE 10
|
TAX STATUS
(continued)
|
In addition, UBS AG (the Plan Sponsor) and fiduciaries (as applicable) continue to routinely
consult with outside benefits counsel and other appropriate third parties to ensure that (i) required amendments to the Plan are adopted on a timely basis, and (ii) any discretionary amendments to the Plan conform to all applicable legal
requirements. In the absence of a determination letter program, this sort of ongoing due diligence will necessarily replace formal regulatory approval from the IRS for all sponsors of all qualified retirement plans in the United States. If the IRS
were ever to re-open the determination letter program in whole or in part, the Plan sponsor would avail itself of that option.
From the
perspective of operational compliance, the suspension of the determination letter program has no implications, since a favorable letter only applies as to the form of a plan document. However, the Plans sponsor (as settlor) and fiduciaries
continue to take all appropriate steps in accordance with their respective roles to safeguard the qualified status of the Plan as a matter of operation.
U.S. GAAP requires 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, 2015, 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. The Plan
administrator believes it is no longer subject to income tax examinations for years prior to 2012.
-25-
UBS 401(k) PLAN
Notes to Financial Statements
December 31, 2015 and 2014
NOTE 11
|
RECONCILIATION OF FINANCIAL STATEMENTS TO FORM 5500
|
The following is a reconciliation of net assets available for benefits per the financial statements to the Form 5500 as of:
|
|
|
|
|
|
|
|
|
|
|
December 31,
|
|
|
|
2015
|
|
|
2014
|
|
Net assets available for benefits per the financial statements
|
|
$
|
4,695,408,174
|
|
|
$
|
1,724,849,559
|
|
Less:
Benefits payable to participants
|
|
|
(4,902,540
|
)
|
|
|
|
|
Less
:
Adjustment from contract value to fair value for fully benefit-responsive
investment contracts
|
|
|
(1,115,867
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net assets available for benefits per the Form 5500
|
|
$
|
4,689,389,767
|
|
|
$
|
1,724,849,559
|
|
|
|
|
|
|
|
|
|
|
The accompanying financial statements present fully benefit-responsive investment contracts at contract value.
The Form 5500 requires fully benefit-responsive investment contracts to be reported at fair value; therefore, the adjustment from contract value to fair value for fully benefit-responsive investment contracts represents a reconciling item.
-26-
UBS 401(k) PLAN
Notes to Financial Statements
December 31, 2015 and 2014
NOTE 11
|
RECONCILIATION OF FINANCIAL STATEMENTS TO FORM 5500
(continued)
|
The following is a reconciliation of total additions to net assets per the financial
statements to the Form 5500 for the year ended December 31, 2015:
|
|
|
|
|
Total additions per the financial statements
|
|
$
|
402,341,293
|
|
Add:
Adjustment from contract value to fair value for fully benefit-responsive investment
contracts
|
|
|
(1,115,866
|
)
|
|
|
|
|
|
Total income per the Form 5500
|
|
$
|
401,225,426
|
|
|
|
|
|
|
-27-
SUPPLEMENTAL SCHEDULE
UBS 401(K) PLAN
EIN: 13-2638166
Plan #: 002
Schedule H, Line 4(i)Schedule of Assets (Held at End of Year)
As of December 31, 2015
Note: Cost information is not required because investments are participant directed.