UBS Group AG Acquires 5.02% Stake in Zip Co Limited, Becoming a Major Shareholder

Zip Co Limited’s Role in the Australian and Global Fintech Market

Zip Co Limited, trading on the ASX under ticker ZIP and registered with ACN 139 546 428, is a prominent financial technology and payments company operating domestically and internationally. As a publicly listed entity, Zip Co complies with continuous disclosure and substantial holder notification obligations under Australian Corporations Law, prompting the recent Form 603 filing.

UBS Group AG’s inclusion in Zip Co’s shareholder register as a significant institutional investor underscores regulatory oversight on shareholding concentration. The entry of UBS reflects strong institutional confidence in Zip Co’s market position and growth potential within the fintech sector.

Breakdown of UBS’s 5.02% Stake Across Multiple Entities

The Form 603 notice reveals UBS Group AG’s 5.02% stake is distributed among eleven related entities. UBS Asset Management (Australia) Ltd holds the largest beneficial ownership of 14,178,344 ordinary shares, indicating inclusion in UBS-managed funds or portfolios focused on Australian equities or fintech exposure.

UBS Securities Australia Ltd holds 27,919,448 ordinary shares through stock borrowing and lending arrangements and beneficially owns an additional 8,913,311 shares. It also holds 7,693,900 options on ordinary shares, providing potential future shareholding expansion. These positions highlight UBS Securities Australia’s active involvement in the shareholding via lending and direct ownership.

Prime Broking and Stock Borrowing Operations Underpinning UBS’s Shareholding

UBS exercises prime broking rights over 414,808 Zip Co shares held by UBS AG Australia Branch and UBS AG London Branch. Prime broking agreements grant UBS control over securities disposal, enabling accumulation of relevant interests in Zip Co shares.

UBS Securities Australia Ltd’s 27,919,448 shares are held under power to control disposal through stock borrowing and lending activities, facilitating strategies such as short selling and hedging. Registered custodians hold these shares with UBS entities entitled to be registered holders, reflecting typical institutional custodial arrangements.

Global Asset Management Contributions to UBS’s Zip Co Holdings

UBS’s stake includes asset management holdings across jurisdictions. UBS Asset Management (Europe) S.A. holds 499,922 shares, and its Germany Branch holds 298,623 shares, both as fund managers with voting control. Swiss entities UBS Asset Management Switzerland AG and UBS Fund Management (Switzerland) AG hold 142,845 and 1,975,630 shares respectively, indicating broad global asset management exposure to Zip Co.

This multi-jurisdictional structure reflects UBS’s strategy of using regional asset management subsidiaries to serve diverse client bases while maintaining consolidated voting control.

Details on Relevant Interests and Control Mechanisms

The Form 603 details five types of relevant interests UBS holds: prime broker rights on borrowed shares, power to control disposal via stock borrowing and lending, fund manager voting control, and direct beneficial ownership. These interests collectively grant UBS significant influence over Zip Co shares.

Prime broking and stock borrowing represent contractual control rather than direct ownership, while fund manager interests involve discretionary voting power on behalf of clients. Beneficial ownership reflects direct shareholding by UBS or its beneficiaries.

Acquisition Timeline and Methods for UBS’s Substantial Holding

UBS became a substantial holder on 24 July 2026, with formal notification on 28 July 2026, complying with Corporations Law requirements. The stake was likely accumulated over time through various acquisition methods and at different intervals, as indicated by references to Appendix B for acquisitions within the four months prior.

Specific timing and consideration details for individual acquisitions were not disclosed, consistent with institutional investment practices involving layered accumulation across divisions.

Custodial and Nominee Structures in UBS’s Shareholding

UBS’s Zip Co shares are held via custodial and nominee entities such as UBS Nominees Pty Ltd, Warbont Nominees Pty Ltd, and Brispot Nominees Pty Ltd, a common institutional practice for managing large portfolios efficiently and segregating client from proprietary holdings.

These arrangements facilitate lending and borrowing operations without affecting voting rights or economic interests, as UBS retains control over disposal and voting.

Voting Rights and Influence of UBS’s Shareholding

The Form 603 confirms UBS exercises full voting rights over its 62,517,424 shares with no restrictions identified. This grants UBS the ability to participate fully in shareholder meetings and influence corporate decisions, although its 5.02% stake does not confer board control or blocking rights.

Options held by UBS Securities Australia Ltd are excluded from voting power calculations as they represent contingent interests.

UBS’s International Corporate Structure Managing Zip Co Investment

UBS’s Zip Co investment is managed through entities across four continents, including Australian operations at Chifley Tower, Sydney; UBS AG London Branch in the UK; European asset management in Luxembourg; and Swiss operations in Zurich and Basel. This global structure supports efficient management of the shareholding across diverse markets and client mandates.

Market Implications of UBS’s Entry as a Substantial Holder

UBS’s acquisition of a 5.02% stake positions it as a key institutional investor in Zip Co, signaling strong global financial institution confidence in the fintech company’s prospects. This development may reassure existing shareholders amid broader market conditions and highlights sustained institutional interest in Zip Co.

Investors should monitor UBS’s future shareholding activity and any governance engagement, as the substantial holding enables meaningful influence over corporate governance and strategic decisions.