Form 485APOS UBS Series Funds

As filed with the Securities and Exchange Commission on October 9, 2026

1933 Act Registration No. 333-52965

1940 Act Registration No. 811-08767

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM N-1A

REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 [ X ]

Pre-Effective Amendment No. [ ]

Post-Effective Amendment No. 87 [ X ]

REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 [ X ]

Amendment No. 110 [ X ]

UBS SERIES FUNDS

(Exact Name of Registrant as Specified in Charter)

1285 Avenue of the Americas

New York, New York 10019

(Address of Principal Executive Offices)

Registrant’s telephone number, including area code: (888) 793-8637

KEITH A. WELLER, ESQ.

UBS ASSET MANAGEMENT (AMERICAS) LLC

One North Wacker Drive

Chicago, Illinois 60606

(Name and address of agent for service)

Copies to:

Approximate Date of Proposed Public Offering: Effective Date of this Post-Effective Amendment.

It is proposed that this filing will become effective:

[  ] Immediately upon filing pursuant to Rule 485(b)

[  ] On   , 2026, pursuant to Rule 485(b)

[X] 60 days after filing pursuant to Rule 485(a)(1)

[  ] On   , pursuant to Rule 485(a)(1)

[  ] 75 days after filing pursuant to Rule 485(a)(2)

[  ] On   , pursuant to Rule 485(a)(2)

Title of Securities Being Registered: Shares of Beneficial Interest of UBS Liquid Reserves Fund

Subject to Completion

Preliminary Prospectus dated October 9, 2026

THE INFORMATION IN THIS PROSPECTUS IS NOT COMPLETE AND MAY BE CHANGED. WE MAY NOT SELL THESE SECURITIES UNTIL THE REGISTRATION STATEMENT FILED WITH THE SECURITIES AND EXCHANGE COMMISSION IS EFFECTIVE. THIS PROSPECTUS IS NOT AN OFFER TO SELL THIS CLASS OF SECURITIES AND IS NOT SOLICITING AN OFFER TO BUY THESE SECURITIES IN ANY STATE WHERE THE OFFER OR SALE IS NOT PERMITTED.

Money Market Funds

Prospectus |  December [ ], 2026

Includes:

As with all mutual funds, the Securities and Exchange Commission has not approved or disapproved the fund’s shares or determined whether this prospectus is complete or accurate. To state otherwise is a crime.

Contents

Please find the UBS Asset Management privacy notice on page 35. Please find the UBS Asset Management business continuity and resilience overview on page 37.

The fund is not a complete or balanced investment program.

2

UBS Liquid Reserves Fund

Fund summary

Investment objective

Maximum current income consistent with liquidity and the preservation of capital.

Fees and expenses of the fund

These tables describe the fees and expenses that you may pay if you buy, hold and sell shares of the fund. You may pay other fees, such as fees to financial intermediaries, which are not reflected in the table or example below.

Shareholder fees (fees paid directly from your investment)

Annual fund operating expenses (expenses that you pay each year as a percentage of the value of your investment)

3

Example

This example is intended to help you compare the cost of investing in the fund with the cost of investing in other mutual funds. The example assumes that you invest $10,000 in the fund for the time periods indicated and then redeem all of your shares at the end of those periods. The example also assumes that your investment has a 5% return each year and that the fund’s operating expenses remain the same.*

Although your actual costs may be higher or lower, based on these assumptions your costs would be:

Principal strategies

Principal investments

The fund is a money market fund and seeks to maintain a stable price of $1.00 per share. The fund intends to invest only in certain eligible reserve assets that payment stablecoin issuers are permitted to maintain under the Guiding and Establishing National Innovation for US Stablecoins Act (the “GENIUS Act”) and any effective regulation adopted thereunder. These eligible reserve assets include, and the fund intends to invest only in, cash, securities issued by the US Treasury with a remaining maturity of 93 days or less or issued with a maturity of 93 days or less, and overnight repurchase agreements collateralized by securities issued by the US Treasury and cash. The fund primarily intends to serve as a reserve asset for stablecoin issuers. The fund does not invest in stablecoins or stablecoin issuers.

The fund has adopted a policy to invest 99.5% or more of its total assets in cash, government securities, and/or repurchase agreements that are collateralized fully (i.e., collateralized by cash and/or government securities) in order to qualify as a “government money market fund” under federal regulations.

The fund may invest a significant percentage (50% or more) of its assets in overnight repurchase agreements. Repurchase agreements are transactions in which the fund purchases securities issued by the US Treasury and simultaneously commits to resell them to the same counterparty on or before the next day and at a price reflecting a market rate of interest. Income from repurchase agreements may not be exempt from state and local income taxation. Repurchase agreements may offer a higher yield than investments directly in securities issued by the US Treasury. In deciding whether an investment in a repurchase agreement is more attractive than a direct investment in securities issued by the US Treasury, the fund considers the possible loss of this tax advantage.

Use of the blockchain

The fund’s transfer agent, [ ] (the “Transfer Agent”), maintains the official record of share ownership of Onchain Shares on a public blockchain (i.e., “onchain”) used by investors in Onchain Shares. Specifically,

4

the Transfer Agent maintains a permissioned system layered on top of a public, permissionless blockchain. Onchain Shares are “tokenized,” meaning they are digital representations of interests in the fund on these blockchains implemented through token standards known as “smart contracts” that vary by blockchain. Smart contracts are computer programs that are designed to perform functions including “minting” (the creation of new token balances) and “burning” (the removal of token balances from circulation), as well as to impose restrictions preventing unauthorized transfers to unregistered wallets, and to enable the clawback of tokens under certain circumstances. These smart contracts are designed, deployed, and maintained by the Transfer Agent. Together with a traditionally maintained (i.e., “offchain”) register that contains shareholders’ personal identifying information, these records form the fund’s official shareholder register and, absent a technical failure in either system, conclusively establish record ownership of Onchain Shares. As of the date of this prospectus, the fund’s Onchain Shares are issued as [    ] tokens and will be authenticated and recorded on [ ], a public blockchain.

A blockchain is a type of distributed ledger in which transactions are verified through the use of cryptography, with such records designed to be immutable following confirmation. A distributed ledger is a decentralized database whereby digitally recorded data is replicated, shared, and synchronized among a distributed user base. Cryptography is a technique for securely storing and transmitting data in a form accessible only to intended recipients. Digital data on blockchains are distributed across computers known as nodes, which each store an identical copy of the ledger data and verify and authenticate each transaction, in an effort to ensure that only valid and authorized transactions are recorded as “blocks” to form a “chain.” A shareholder’s personal identifying information will not be recorded onchain, although other transaction data is publicly available through tools capable of displaying activity on the applicable blockchain network(s). Accordingly, while shareholder identities remain nonpublic, the issuance, transfer, and redemption of Onchain Shares is visible to the public. Information linking a wallet address to the identity of a shareholder is retained by the Transfer Agent in a separate, traditional database that is not publicly accessible. Nonetheless, in the event of a data security breach compromising such identity-linking information, the information obtained could be used to determine a shareholder’s identity and complete investment history in the fund.

In order to transact in Onchain Shares, a potential shareholder must have a blockchain “wallet.” Wallets typically take the form of a software application, though it may instead be a hardware device or be administered through an institutional custody solution. Wallets store the holder’s “private key” and associated digital or tokenized assets and are used to send such assets on the applicable blockchain. The Transfer Agent retains the discretion to support only certain digital asset custodian wallets; please contact [the Transfer Agent] to see if your provider is supported. A “private key” is one of two components comprising a cryptographic “key pair”, the other being a “public key”; both take the form of lengthy alphanumeric codes, with the public key mathematically derived from the private key. A wallet owner uses their private key to digitally sign and authenticate the sending of digital or tokenized assets, and this key remains confidential at the owner’s discretion, whereas the public key is openly shared on the applicable blockchain. Blockchain records capture transaction data such as wallet addresses and digital signatures, but do not record private key information. Responsibility for the security and maintenance of an investor’s blockchain wallet and private key rests solely with that investor and/or third-party wallet provider. Neither the fund nor the Transfer Agent assumes responsibility for any investor’s wallet or the safekeeping of the investor’s private key.

5

A shareholder whose private key is lost, stolen or compromised should promptly contact UBS AM at [ ] who will discuss with the shareholder next steps for resolution. Once such notification is received, UBS AM will liaise with the Transfer Agent to instruct the Transfer Agent to take appropriate action, which may include but is not limited to verifying the shareholder’s identity and ownership of Onchain Shares through its verification processes, evaluating the circumstances surrounding the reported loss, theft or compromise, and freezing the Onchain Shares held in the affected wallet. This permissioned system is thus designed to prevent transactions between unknown persons or unregistered blockchain wallets.

The permissioned system administered by the Transfer Agent is implemented through a combination of policies, procedures, and technological controls designed to seek to prevent transactions between unknown persons or unregistered blockchain wallets, and to seek to help ensure that the blockchain functions as an integrated recordkeeping mechanism subject to the Transfer Agent’s oversight. Only wallets that have been approved by the Transfer Agent on the Transfer Agent’s wallet qualification criteria and are registered with the Transfer Agent, or “whitelisted,” may hold Onchain Shares, thereby limiting the ability to transact in such shares to shareholders who have been pre-approved. Wallets must also be compatible with the blockchain that the investor intends to use and that is available by the fund. Compliance with the applicable policies and procedures of the Transfer Agent and the fund is enforced, in part, through smart contracts incorporated into the operational framework. Although the Transfer Agent employs reasonable measures in designing and deploying smart contracts, such contracts remain computer programs that may contain undetected bugs or vulnerabilities, the risk of which is borne by the fund and its shareholders.

When Onchain Shares are held in a shareholder’s wallet, the registered owner is the person or entity whose identifying information recorded separately within the fund’s offchain books and records is linked to that wallet. The Transfer Agent maintains controls designed to correct registry errors and address unauthorized transactions. Where the Transfer Agent determines that a correction is needed, it is generally accomplished by appending the appropriate instruction to a later block on the applicable blockchain, meaning earlier activity is not deleted but the chain is instead updated to reflect the corrected transaction history. Should Onchain Shares be transferred in error to a particular wallet, the associated person or entity acquires no legal claim to those shares. In such cases, the Transfer Agent is generally able to burn the erroneously transferred Onchain Shares and issue replacement shares to the correct wallet, as applicable. From time to time, token balances of de minimis value may be received into the Transfer Agent’s Redemption Wallet (as defined below) as a result of unsolicited transfers or may otherwise accumulate as operationally irrelevant fractional amounts. The Transfer Agent maintains procedures to identify and remove such de minimis token balances.

Blockchain networks have at times experienced delays in processing transactions, which can arise from factors such as nodes failing to reach consensus on transactions, or from protocol upgrades or changes. During such a delay, transactions in Onchain Shares cannot be recorded on the blockchain, potentially creating discrepancies between the blockchain record and the offchain backup record the Transfer Agent maintains. If a delay extends over a significant period, the fund may respond by processing shareholder transactions manually (i.e., in book-entry form) until the affected network resumes normal operation.

6

Depending on which approach the fund takes, dividends declared during this period may be paid to affected shareholders in cash rather than reinvested in additional Onchain Shares, until the fund or Transfer Agent notifies shareholders that reinvestment has resumed. Regardless of any pause, delay, or freeze affecting a blockchain network, the Transfer Agent will continue receiving, validating, and processing redemption requests offchain in good order. Accordingly, a shareholder’s ability to redeem Onchain Shares does not depend on the availability or functioning of any blockchain network, and the Transfer Agent will act on all redemption requests properly submitted, irrespective of the status of any supported blockchain.

Should future or recurring delays, technical issues, or other circumstances arise, the fund, Transfer Agent or UBS AM may reassess whether the blockchain network on which Onchain Shares are deployed remains suitable for the fund’s use. If the fund determines that the blockchain network is no longer suitable for continued use, it will suspend new Onchain Shares subscriptions and may take further action it considers appropriate regarding outstanding Onchain Shares, including, to the extent permitted by applicable law and blockchain architecture, manually processing redemptions of those shares or burning tokens on the affected blockchain and reissuing them on an approved blockchain.

The deployment of Onchain Shares on a particular blockchain network should not be construed as an endorsement of that network by the fund, the Transfer Agent or UBS AM, and none of the fund, the Transfer Agent nor UBS AM shall bear responsibility for any failure or malfunction of such network. Similarly, no blockchain network or provider thereof is authorized to act as an agent of the fund or UBS AM. Prospective shareholders should carefully consider the risks associated with any blockchain network on which Onchain Shares are deployed and should undertake their own assessment of the suitability of such network prior to investing in the fund.

The maintenance of the record of share ownership of Onchain Shares on a blockchain does not affect the manner in which the fund invests. The fund will not invest in any digital assets, including virtual currencies.

Additional information regarding blockchain technology and the public blockchain network(s) used by the Transfer Agent, including the regulatory, operational, and technological risks associated with distributed ledger technology, together with further details concerning the fund and its policies and risks, is set forth in the fund’s Statement of Additional Information (“SAI”).

Management process

UBS Asset Management (Americas) LLC (“UBS AM”) acts as the investment advisor. As investment advisor, UBS AM makes the fund’s investment decisions. UBS AM selects money market instruments for the fund based on its assessment of relative values and changes in market and economic conditions.

UBS AM considers safety of principal and liquidity in selecting securities for the fund and thus may not buy securities that pay the highest yield.

Principal risks

All investments carry a certain amount of risk, and the fund cannot guarantee that it will achieve its investment objective.

7

You could lose money by investing in the fund. Although the fund seeks to preserve the value of your investment at $1.00 per share, it cannot guarantee it will do so. An investment in the fund is not a bank account and not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. The fund’s sponsor is not required to reimburse the fund for losses, and you should not expect that the sponsor will provide financial support to the fund at any time, including during periods of market stress.

Money market instruments generally have a low risk of loss, but they are not risk-free. The principal risks presented by an investment in the fund are:

Credit risk: Issuers of money market instruments or financial institutions that have entered into repurchase agreements with the fund may fail to make payments when due or complete transactions, or they may become less willing or less able to do so.

Interest rate risk: The value of the fund’s investments generally will fall when short-term interest rates rise, and its yield will tend to lag behind prevailing rates. Securities with longer maturities generally are subject to greater fluctuations in value. Changes in interest rates will likely affect the value of higher-quality securities more than lower-quality securities. The fund may face a heightened level of interest rate risk due to certain changes in general economic conditions, inflation and monetary policy, such as certain types of interest rate changes by the Federal Reserve. Any such changes could be sudden and could expose debt markets to significant volatility and reduced liquidity for fund investments.

US Government securities risk: There are different types of US government securities with different levels of credit risk, including the risk of default, depending on the nature of the particular government support for that security. Securities issued or guaranteed by the US Treasury are backed by the full faith and credit of the United States, but are guaranteed only as to the timely payment of interest and principal when held to maturity, and the market prices for such securities will fluctuate. Notwithstanding that these securities are backed by the full faith and credit of the United States, circumstances could arise that would prevent the timely payment of interest or principal, which could result in losses to the fund (e.g., Congressional debt ceiling impasses).

Repurchase agreements risk: Repurchase agreements carry certain risks not associated with direct investments in securities, including a possible decline in the market value of the underlying obligations and the risk that the counterparty does not meet its obligations under the agreement.

Market risk: The risk that the market value of the fund’s investments may fluctuate, sometimes rapidly or unpredictably, as the markets fluctuate, which may affect the fund’s share price. Market risk may affect a single issuer, industry, or sector of the economy, or it may affect the market as a whole. Moreover, changing market, economic, political and social conditions in one country or geographic region could adversely impact market, economic, political and social conditions in other countries or regions.

8

Stablecoin issuer reserves risk: Shares of the fund are expected to be held primarily by one or more stablecoin issuers as all or a portion of the reserve assets that back the outstanding stablecoins issued to their customers. Stablecoins generally are a type of cryptocurrency that are designed to maintain a stable value by pegging their value to another asset, such as a fiat currency like the US dollar, and stablecoin holders generally are permitted to redeem their stablecoins for a fixed amount of value. Although the fund does not invest in stablecoins or stablecoin issuers, the assets of the fund are expected to fluctuate depending on the creation (minting) of additional stablecoins or the redemption (burning) of outstanding stablecoins. Stablecoins and other digital assets that stablecoins may be used to purchase or sell may face periods of uncertainty and volatility that result in the potential for rapid or unexpected requests by one or more stablecoin issuers to redeem or purchase the fund’s shares. Such redemption requests could adversely affect remaining fund shareholders, the fund’s liquidity, and the fund’s ability to maintain a stable price per share, particularly if such redemptions occur in times of overall market turmoil or declining prices. Uncertainty or volatility may result from events that are not specifically related to a stablecoin issuer, such as changes in general market conditions, economic, technological or legal trends or changes to the laws or regulation of stablecoins, or events that are specifically related to a particular stablecoin issuer, such as uncertainty about the stablecoin issuer’s ability to maintain a consistent peg between the stablecoins issued to its customers and another asset, such as a fiat currency like the US dollar. Because the fund intends to invest only in certain eligible reserve assets that payment stablecoin issuers are permitted to maintain under the GENIUS Act, the fund’s yield may be lower than other money market funds that are permitted to invest in a wider universe of investments and with longer maturities.

Liquidity risk: Although the fund invests in a diversified portfolio of high quality instruments, the fund’s investments may become less liquid as a result of market developments or adverse investor perception. If this happens, the fund’s ability to redeem its shares for cash may be affected.

Management risk: The risk that the investment strategies, techniques and risk analyses employed by the advisor may not produce the desired results. Consequently, the fund may underperform in comparison to other funds with similar objectives and investment strategies.

Tokenization and digital transfer agent risk: Onchain Shares are issued and maintained through a digital transfer agent and distributed ledger-based recordkeeping systems. Failures, disruptions, errors, cyber incidents, technology outages, reconciliation failures, or operational deficiencies affecting these systems or service providers could impair the issuance, transfer, redemption, or recordkeeping of Onchain Shares. The fund’s reliance on third-party digital infrastructure may increase operational and counterparty risks compared with traditional fund structures.

Tokenized securities regulatory risk: The regulatory framework applicable to tokenized securities, distributed ledger technology, digital transfer agents, digital asset intermediaries, wallet providers, and blockchain-based ownership records continues to evolve. Future regulatory developments may require changes to the fund’s operations, servicing arrangements, distribution model, disclosures, or investment structure and could adversely affect the fund or shareholders.

9

Distributed ledger technology risk: The fund utilizes distributed ledger or blockchain-related infrastructure in connection with the issuance, transfer, or maintenance of ownership records for Onchain Shares. Such systems are relatively new and still developing, and may be subject to technological limitations, software defects, protocol changes, governance disputes, network disruptions, capacity constraints, or other failures that could affect the transferability, settlement, or ownership of Onchain Shares. Additionally, you may be required to pay transaction fees to public blockchain networks to execute a transaction on the applicable network, which may vary based on congestion levels.

Performance

There is no performance information quoted for the fund as the fund had not yet commenced operations as of the date of this prospectus.

Investment advisor

UBS AM serves as the investment advisor to the fund.

Purchase & sale of fund shares

Onchain Shares will be issued as permissioned [    ] tokens on [    ], a public blockchain, and may be purchased only by investors whose blockchain wallet addresses have been registered with, and verified by, the Transfer Agent. The ownership and transfer of Onchain Shares will be authenticated and recorded on [    ]. Although [    ] is public and permissionless, transfers of the digital Onchain Share tokens will be subject to transfer restrictions administered by the Transfer Agent, including wallet whitelisting and the ability to restrict, reject, or freeze transfers in accordance with applicable requirements.

You may buy and sell fund shares through the Transfer Agent via a designated website and/or online portal as described further below or through financial intermediaries who are authorized to accept purchase and sales orders on behalf of the fund. Shares of the fund may be redeemed in the same manner as they were purchased (i.e., through a financial intermediary).

The minimum investment level for initial purchases generally is $1,000,000 for Onchain Shares as determined on a household basis. Subsequent purchases are not subject to a minimum investment level. You may purchase or redeem the fund’s shares without paying a sales charge, but you generally will be required to pay transaction fees to public blockchain networks to execute a transaction on the applicable network. Please see “Additional information about your account” below for additional information on such transaction fees. Shares can be purchased and redeemed on any business day on which the Federal Reserve Bank of New York, the New York Stock Exchange and the principal bond markets (as recommended by the Securities Industry and Financial Markets Association) are open.

Please see “Peer-to-Peer Transfers” below for more information on other ways that Onchain Shares may be purchased or sold outside of purchase or redemption transactions effected with the fund through the Transfer Agent.

10

Tax information

The dividends and distributions you receive from the fund are taxable and will generally be taxed as ordinary income, capital gains or some combination of both, unless you hold shares through a tax-exempt account or plan, such as an individual retirement account or 401(k) plan, in which case dividends and distributions on your shares generally will be taxed when withdrawn from the tax-exempt account or plan.

Payments to broker-dealers and other financial intermediaries

If you purchase the fund through a broker-dealer or other financial intermediary (such as a bank), UBS AM and/or its affiliates may pay the intermediary for the sale of fund shares and related services, or other shareholder services. These payments may create a conflict of interest by influencing the broker-dealer or other intermediary and your financial advisor to recommend the fund over another investment. Ask your financial advisor or visit your financial intermediary’s website for more information.

Certain record owners of fund shares may be trust or other accounts maintained by state or federally chartered crypto banks or other financial intermediaries in the digital asset ecosystem (“Digital Asset Intermediaries”). Digital Asset Intermediaries may provide custody, staking, governance, and settlement services to their customers, who may be payment stablecoin issuers or end-users of payment stablecoins. In consideration of these shareholder services, UBS AM and/or its affiliates may make payments to one or more Digital Asset Intermediaries. Any such payments will be made from the assets of UBS AM and/or such affiliates. Such payments may be separate from or in addition to any amounts paid under a shareholder services plan.

11

UBS Series Funds

More information about the fund

12

UBS Series Funds

13

UBS Series Funds

14

UBS Series Funds

15

UBS Series Funds

16

UBS Series Funds

17

UBS Series Funds

18

UBS Series Funds

Managing your fund account

19

UBS Series Funds

20

UBS Series Funds

21

UBS Series Funds

22

UBS Series Funds

23

UBS Series Funds

24

UBS Series Funds

25

UBS Series Funds

26

UBS Series Funds

27

UBS Series Funds

28

UBS Series Funds

29

UBS Series Funds

30

UBS Series Funds

31

UBS Series Funds

32

UBS Series Funds

Financial highlights

No financial highlights are shown for the fund, which had not commenced operations as of April 30, 2026.

33

UBS Series Funds: Appendix A

Additional information regarding purchases and redemptions

The fund is open for business each day that the Federal Reserve Bank of New York, the New York Stock Exchange (“NYSE”) and the principal bond markets (as recommended by the Securities Industry and Financial Markets Association (“SIFMA”)) are open. One or more of these will be closed on the observance of the holidays listed below. In addition, the fund will advance the final time by which orders to buy or sell shares must be received by the Transfer Agent to 3:00 p.m. (Eastern time) on those days that SIFMA has recommended that the bond markets close early. Those days SIFMA has recommended that the bond markets close early remaining through 2026 and for 2027 are listed below.

34

If you want more information about the fund, the following documents are available free of charge upon request:

Annual/semiannual reports and Form N-CSR Filed with the SEC

Additional information about the fund’s investments will be available in the fund’s annual and semiannual reports to shareholders and Forms N-CSR filed with the SEC. In Forms N-CSR, you will find the fund’s annual and semi-annual financial statements.

Statement of Additional Information (SAI)

The fund’s SAI provides more detailed information about the fund and is incorporated by reference into this prospectus (i.e., it is legally a part of this prospectus).

You may discuss your questions about the fund by contacting your Financial Advisor. You may obtain free copies of the fund’s annual and semiannual reports (when available) and their SAI and other information such as the fund financial statements (when available) by contacting the fund directly at 1-800-647 1568. The fund’s annual and semiannual reports and its SAI and other information such as the fund financial statements will also be posted on the UBS website at the following internet address: https://www.ubs.com/usmoneymarketfunds. You may also request other information about the fund and make shareholder inquiries via the telephone number above.

You can get copies of reports and other information about the fund:

UBS Series Funds

—UBS Liquid Reserves Fund

Investment Company Act File No. 811-08767

^© UBS 2026. All rights reserved.

S1944

Money Market Funds

Prospectus | [ ], 2026

Includes:

Subject to Completion

Preliminary Statement of Additional Information dated October 9, 2026

THE INFORMATION IN THIS STATEMENT OF ADDITIONAL INFORMATION (“SAI”) IS NOT COMPLETE AND MAY BE CHANGED. WE MAY NOT SELL THESE SECURITIES UNTIL THE REGISTRATION STATEMENT FILED WITH THE SECURITIES AND EXCHANGE COMMISSION IS EFFECTIVE. THIS SAI IS NOT AN OFFER TO SELL THESE SECURITIES AND IS NOT SOLICITING AN OFFER TO BUY THESE SECURITIES IN ANY STATE WHERE THE OFFER OR SALE IS NOT PERMITTED.

Money Market Funds

Statement of Additional Information  |  December [ ], 2026 for Onchain Shares and August 12, 2026, as revised December [ ], 2026 for each of the other share class

1285 Avenue of the Americas,

New York, NY 10019

Includes:

UBS Liquid Reserves Fund (the “fund”) is a diversified series of UBS Series Funds (the “Trust”), a professionally managed open-end investment company.

The fund’s investment advisor and administrator is UBS Asset Management (Americas) LLC (“UBS AM”). UBS Asset Management (US) Inc. (“UBS AM (US)”) serves as principal underwriter for the fund. UBS AM and UBS AM (US) are indirect wholly owned subsidiaries of UBS Group AG.

This SAI is not a prospectus and should be read only in conjunction with the fund’s current prospectus dated August 12, 2026, or December [  ], 2026, as applicable. A copy of the fund’s prospectus may be obtained by calling your Financial Advisor or by calling the fund toll-free 1-888-547 FUND. The prospectus also contains more complete information about the fund. You should read it carefully before investing. This SAI is dated December [ ], 2026 for Onchain Shares and August 12, 2026, as revised December [ ], 2026 for each of the other share classes.

2

The fund and its investment policies

The fund’s investment objective is non-fundamental and may be changed by the fund’s board at any time without shareholder approval. Except where noted, the investment policies of the fund may be changed by its board without shareholder approval.

The fund is a money market fund and seeks to maintain a stable price of $1.00 per share. As an SEC registered money market fund, the fund maintains a dollar-weighted average portfolio maturity of 60 days or less; and the fund maintains a dollar-weighted average life (“WAL”) for its portfolio of 120 days or less. However, as noted below, the fund further restricts its investments consistent with the GENIUS Act (as defined below), and its WAL will be shorter than that permitted for most other money market funds.

The fund may purchase only those obligations that UBS AM determines, pursuant to procedures adopted by the board, are “eligible securities” as defined in Rule 2a-7 under the Investment Company Act of 1940, as amended (“Investment Company Act”).

The fund’s investment objective is to earn maximum current income consistent with liquidity and the preservation of capital. The fund intends to invest only in certain eligible reserve assets that payment stablecoin issuers are permitted to maintain under the Guiding and Establishing National Innovation for US Stablecoins Act (the “GENIUS Act”) and any effective regulation adopted thereunder. These eligible reserve assets include, and the fund intends to invest only in, cash, securities issued by the US Treasury with a remaining maturity of 93 days or less or issued with a maturity of 93 days or less, and overnight repurchase agreements collateralized by securities issued by the US Treasury and cash. The fund primarily intends to serve as a reserve asset for stablecoin issuers. The fund does not invest in stablecoins or stablecoin issuers.

The fund’s board has determined that the fund will operate as a “government money market fund” under Rule 2a-7 of the Investment Company Act. Therefore, the fund has adopted a policy to invest 99.5% or more of its total assets in cash, government securities, and/or repurchase agreements that are collateralized fully (i.e., collateralized with cash and/or government securities); however, the fund expects to further limit its investments as noted above. As a “government money market fund” under Rule 2a-7, the fund (1) is permitted to use the amortized cost method of valuation to seek to maintain a $1.00 share price and (2) is not subject to a liquidity fee on fund redemptions which might apply to other types of funds under certain circumstances. (In conformance with Rule 2a-7, the fund’s board has reserved its ability to change this policy regarding liquidity fees, but such change would only become effective after shareholders were provided with specific advance notice of a change in the fund’s policy and have the opportunity to redeem their shares in accordance with Rule 2a-7 before the policy change became effective.)

The fund will not acquire any illiquid security (as defined below) if, immediately after the acquisition, the fund would have invested more than 5% of its total assets in illiquid securities. The fund also will comply with the daily and weekly liquidity requirements set forth in Rule 2a-7 of the Investment Company Act and, as such, must maintain a portion of its assets in cash or securities that can readily be converted into cash, which may have a negative effect on the fund’s yield. The fund may purchase securities on a when-issued or delayed delivery basis in accordance with Rule 18f-4 under the Investment Company Act (“Rule 18f-4”). The fund may lend its portfolio securities to qualified broker-dealers or institutional investors in an amount up to 33¹⁄₃% of its total assets. The fund may borrow from banks and through reverse repurchase agreements for temporary purposes, but not in excess of 33¹⁄₃% of its total assets. The costs associated with borrowing may reduce the fund’s net income. See “The fund’s investments, related risks and limitations—Investment limitations of the fund” for more information regarding borrowing. The fund may invest in the securities of other investment companies, including money market funds advised by UBS AM. However, because the fund limits its investment to only eligible reserve assets under the GENIUS Act, the fund would only invest in other investment companies that similarly limit their investments.

3

The fund’s investments, related risks and limitations

The following supplements the information contained in the fund’s prospectus and above concerning the fund’s investments, related risks and limitations. Except as otherwise indicated in the prospectus or the SAI, the fund has established no policy limitations on its ability to use the investments or techniques discussed in these documents. New forms of money market instruments continue to be developed. The fund may invest in these instruments to the extent consistent with its investment objective and strategies.

Yields and quality of money market instruments. The yields on the money market instruments in which the fund invests are dependent on a variety of factors, including general money market conditions, conditions in the particular market for the obligation, the financial condition of the issuer, the size of the offering, the maturity of the obligation and the ratings of the issue. The ratings assigned by rating agencies represent their opinions as to the quality of the obligations they undertake to rate. Ratings, however, are general and are not absolute standards of quality. Consequently, obligations with the same rating, maturity and interest rate may have different market prices.

Subsequent to its purchase, a security held by a fund may experience a default, cease to be an eligible security (e.g., no longer presents minimal credit risks), or an event of insolvency may occur with respect to the issuer. In such cases, the fund will dispose of the security as soon as practicable consistent with achieving an orderly disposition of the security, by sale, exercise of any demand feature or otherwise, absent a finding by the fund’s board that disposal of the security would not be in the best interests of the fund (which determination may take into account, among other factors, market conditions that could affect the orderly disposition of the security).

US Government securities. US government securities include direct obligations of the US Treasury (such as Treasury bills, notes or bonds) and obligations issued or guaranteed as to principal and interest (but not as to market value) by the US government, its agencies or its instrumentalities. Other US government securities may be backed by the full faith and credit of the US government or supported primarily or solely by the creditworthiness of the government-related issuer or, in the case of mortgage-backed securities, by pools of assets.

US government securities also include separately traded principal and interest components of securities issued or guaranteed by the US Treasury, which are traded independently under the Separate Trading of Registered Interest and Principal of Securities (“STRIPS”) program. Under the STRIPS program, the principal and interest components are individually numbered and separately issued by the US Treasury.

Any controversy or ongoing uncertainty regarding the status of negotiations in the US Congress to increase the statutory debt ceiling could increase the risk that the US government may default on payments on certain US government securities, including those held by the fund, which could have a material adverse impact on the fund. The long-term US credit rating has been subject to downgrades by multiple major credit rating agencies since 2011, in part as a result of disagreements within the US government over raising the debt ceiling to repay outstanding obligations, and similar situations in the future could increase volatility in both stock and bond markets, result in higher interest rates, lower prices of US Treasury securities and increase the costs of different kinds of debt. It is at least theoretically possible that under certain scenarios the US government could default on its debt, including US Treasuries. UBS AM cannot predict the effects of these or similar events in the future on the US economy and securities markets or on the fund’s portfolio.

Variable and floating rate securities and demand instruments. The fund may purchase variable and floating rate securities issued by the US Treasury. The yields on these securities are adjusted in relation to changes in specific rates, such as the prime rate, and different securities may have different adjustment rates. Certain of these obligations carry a demand feature that gives the fund the right to tender them back to a specified party, usually the issuer or a remarketing agent, prior to maturity.

4

Generally, the fund may exercise demand features (1) upon a default under the terms of the underlying security, (2) to maintain its portfolio in accordance with its investment objective and policies or applicable legal or regulatory requirements or (3) as needed to provide liquidity to the fund in order to meet redemption requests. The ability of a bank or other financial institution to fulfill its obligations under a letter of credit, guarantee or other liquidity arrangement might be affected by possible financial difficulties of its borrowers, adverse interest rate or economic conditions, regulatory limitations or other factors. The interest rate on floating rate or variable rate securities ordinarily is readjusted on the basis of the prime rate of the bank that originated the financing or some other index or published rate, such as the 90-day US Treasury bill rate, or is otherwise reset to reflect market rates of interest. Generally, these interest rate adjustments cause the market value of floating rate and variable rate securities to fluctuate less than the market value of fixed rate securities.

Illiquid securities. The term “illiquid securities” means securities that cannot be sold or disposed of in the ordinary course of business within seven calendar days at approximately the amount at which the fund has valued the securities and includes, among other things, restricted securities other than those UBS AM has determined are liquid pursuant to guidelines established by the fund’s board. The fund may not be able to readily liquidate its investments in illiquid securities and may have to sell other investments if necessary to raise cash to meet its obligations. The lack of a liquid secondary market for illiquid securities may make it more difficult for the fund to assign a value to those securities for purposes of valuing its portfolio and calculating its net asset value.

Restricted securities are not registered under the Securities Act of 1933, as amended (“Securities Act”), and may be sold only in privately negotiated or other exempted transactions or after a registration statement under the Securities Act has become effective. Where registration is required, the fund may be obligated to pay all or part of the registration expenses and a considerable period may elapse between the time of the decision to sell and the time the fund may be permitted to sell a security under an effective registration statement. If, during such a period, adverse market conditions were to develop, the fund might obtain a less favorable price than that which prevailed when it decided to sell.

Not all restricted securities are illiquid. A large institutional market has developed for many US and non-US securities that are not registered under the Securities Act. Institutional investors generally will not seek to sell these instruments to the general public, but instead will often depend either on an efficient institutional market in which such unregistered securities can be readily resold or on an issuer’s ability to honor a demand for repayment. Therefore, the fact that there are contractual or legal restrictions on resale to the general public or certain institutions is not dispositive of the liquidity of such investments.

Institutional markets for restricted securities also have developed as a result of Rule 144A under the Securities Act, which establishes a “safe harbor” from the registration requirements of the Securities Act for resales of certain securities to qualified institutional buyers. These markets include automated systems for the trading, clearance and settlement of unregistered securities of US and non-US issuers, such as the PORTAL System sponsored by the Financial Industry Regulatory Authority (previously, the National Association of Securities Dealers, Inc. (“FINRA”)). An insufficient number of qualified institutional buyers interested in purchasing Rule 144A-eligible restricted securities held by the fund, however, could affect adversely the marketability of such portfolio securities, and the fund might be unable to dispose of them promptly or at favorable prices.

The board has delegated the function of making day-to-day determinations of liquidity to UBS AM pursuant to guidelines approved by the board. UBS AM takes into account a number of factors in reaching liquidity decisions, which may include (1) the frequency of trades for the security, (2) the number of dealers that make quotes, or are expected to make quotes, for the security, (3) the nature of the security and how trading is effected (e.g., the time needed to sell the security, how bids are solicited and the mechanics of transfer) and (4) the existence of demand features or similar liquidity enhancements. UBS AM monitors the liquidity of restricted securities in the fund’s portfolio and reports periodically on such decisions to the board.

5

UBS AM also monitors the fund’s overall holdings of illiquid securities. If the fund’s holdings of illiquid securities exceed its limitation on investments in illiquid securities for any reason (such as a particular security becoming illiquid, changes in the relative market values of portfolio securities or shareholder redemptions), UBS AM will consider what action would be in the best interests of the fund and its shareholders. Such action may include engaging in an orderly disposition of securities to reduce the fund’s holdings of illiquid securities. However, the fund is not required to dispose of illiquid securities under these circumstances.

Repurchase agreements. The fund may enter into overnight repurchase agreements. Repurchase agreements are transactions in which the fund purchases securities or other obligations from a bank or securities dealer (or its affiliate) and simultaneously commits to resell them to the counterparty at an agreed-upon date or upon demand and at a price reflecting a market rate of interest unrelated to any coupon rate or maturity of the purchased obligations. Securities or other obligations subject to repurchase agreements may have maturities in excess of 93 days. The fund maintains custody of the underlying obligations prior to their repurchase, either through its regular custodian or through a special tri-party custodian or sub-custodian that maintains separate accounts for both the fund and its counterparty. Thus, the obligation of the counterparty to pay the repurchase price on the date agreed to or upon demand is, in effect, secured by such obligations.

Repurchase agreements carry certain risks not associated with direct investments in securities, including a possible decline in the market value of the underlying obligations. If their value becomes less than the repurchase price, plus any agreed-upon additional amount, the counterparty must provide additional collateral so that the collateral is at least equal to the repurchase price plus any agreed-upon additional amount. The difference between the total amount to be received upon repurchase of the obligations and the price that was paid by the fund upon acquisition is accrued as interest and included in its net investment income. Repurchase agreements secured by obligations that are not eligible for direct investment under Rule 2a-7 under the Investment Company Act or the fund’s investment strategies and limitations may require the fund to promptly dispose of such collateral if the seller or guarantor becomes insolvent. If the seller or guarantor becomes insolvent, the fund may suffer delays, costs and possible losses in connection with the disposition of collateral. Such an insolvency may result in a loss to the extent that the value of the purchased securities or other assets decreases during the delay or that value has otherwise not been maintained at an amount equal to the repurchase price.

In December 2023, the SEC adopted rule amendments providing that any covered clearing agency (“CCA”) for US Treasury securities require its direct participants (which generally would be a bank or broker-dealer) to submit for clearance and settlement all eligible secondary market transactions in US Treasury securities to which the direct participant is a counterparty. The clearing mandate includes in its scope all repurchase or reverse repurchase agreements of such direct participants collateralized by US Treasury securities (collectively, “Treasury repo transactions”) of a type accepted for clearing by a registered CCA, including both bilateral Treasury repo transactions and triparty Treasury repo transactions where a bank agent provides custody, collateral management and settlement services.

The Treasury repo transactions of the fund with any direct participants of a CCA will be subject to the mandatory clearing requirement. Compliance with the clearing mandate for Treasury repo transactions will be required as of June 30, 2027. The fund will be required to clear all or substantially all of its Treasury repo transactions as of the compliance date. There are currently substantial regulatory and operational uncertainties associated with the implementation of these requirements which may affect the cost, terms and/or availability of cleared repo transactions. For example, there are a limited number of clearing agencies permitted to clear US Treasury repo transactions, including newly-approved clearing agencies, and any operational issues at a clearing agency could negatively impact the fund’s access to clearing.

Reverse repurchase agreements. Reverse repurchase agreements involve the sale of securities held by the fund subject to its agreement to repurchase the securities at an agreed-upon date or upon demand and at a price reflecting a market rate of interest. Reverse repurchase agreements are subject to the fund’s limitation on borrowings and may be entered into only with banks or securities dealers or their affiliates.

6

Reverse repurchase agreements involve the risk that the buyer of the securities sold by the fund might be unable to deliver them when the fund seeks to repurchase. If the buyer of securities under a reverse repurchase agreement files for bankruptcy or becomes insolvent, the buyer or trustee or receiver may receive an extension of time to determine whether to enforce the fund’s obligation to repurchase the securities, and the fund’s use of the proceeds of the reverse repurchase agreement may effectively be restricted pending such decision.

Counterparty risk. The fund may be exposed to the risk of financial failure or insolvency of another party. To help lessen those risks, UBS AM and/or its affiliates, subject to the supervision of the board, monitors and evaluates the creditworthiness of the parties with which the fund does business.

Operations risk. The fund is subject to the risk that it may not be able to complete a transaction in the manner or at the time desired or other potential operational issues because of difficulties with the settlement process or other functions related to the processing of securities transactions. Such risks may arise from factors such as processing errors, human errors, inadequate or failed internal or external processes and controls, failures in systems and technology, documentation issues, changes in personnel and errors caused by third-party service providers.

Risk associated with the fund holding cash. The fund will generally hold a portion of its assets in cash for operational purposes. Cash positions may hurt performance and may subject the fund to additional risks and costs, such as increased exposure to the custodian bank holding the assets and fees imposed for large cash balances. In addition, interest income received by the fund from cash held at the custodian would not qualify for the state and local income tax exemption applicable to certain dividends paid by certain funds that are derived from interest income with respect to US government securities.

When-issued and delayed delivery securities. The fund may purchase securities on a “when-issued” basis or may purchase or sell securities for delayed delivery to or by the fund later than the normal settlement date at a stated price and yield. The fund generally would not pay for such securities or start earning interest on them until they are received. However, when the fund undertakes a when-issued or delayed delivery obligation, it immediately assumes the risks of ownership, including the risks of price fluctuation. Failure of the issuer to deliver a security purchased by the fund on a when-issued or delayed delivery basis may result in the fund’s incurring a loss or missing an opportunity to make an alternative investment.

A security purchased on a when-issued or delayed delivery basis is recorded as an asset on the commitment date and is subject to changes in market value, generally based upon changes in the level of interest rates. Thus, fluctuation in the value of the security from the time of the commitment date will affect the fund’s net asset value. When the fund commits to purchase securities on a when-issued or delayed delivery basis, it will designate cash or other liquid assets on the books of its custodian, marked to market daily, in an amount at least equal to its obligations under the commitment. The fund’s when-issued and delayed delivery purchase commitments could cause its net asset value per share to be more volatile.

The fund may sell the right to acquire the security prior to delivery if UBS AM deems it advantageous to do so, which may result in a gain or loss to the fund.

A money market fund cannot rely on Rule 18f-4 related to the use of derivatives, reverse repurchase agreements and certain other transactions by registered investment companies to use such instruments, with a limited exception for investments in certain when-issued, forward-settling and non-standard settlement cycle securities transactions. Under Rule 18f-4, a money market fund, such as the fund, is only permitted to invest in a security on a when-issued or forward-settling basis, or with a non-standard settlement cycle, and the transaction will be deemed not to involve a senior security (as defined under Section 18(g) of the Investment Company Act), provided that, (i) the fund intends to physically settle the transaction and (ii) the transaction will settle within 35 days of its trade date. These requirements may limit the ability of the fund to invest in securities on a when-issued or forward-settling basis, or with a non-standard settlement cycle, as part of its investment strategies.

7

Investments in other investment companies. The fund may invest in securities of other investment companies, subject to limitations imposed by the Investment Company Act and consistent with its investment policies. Among other things, these limitations generally restrict the fund’s aggregate investments in other investment companies that are not themselves money market funds to no more than 10% of its total assets, subject to a number of exceptions under SEC rules, including Rule 12d1-4. The shares of other money market funds are subject to the management fees and/or other expenses of those funds. At the same time, the fund would continue to pay its own management fees and expenses with respect to all its investments, including shares of other money market funds. The fund may invest in the securities of other money market funds when UBS AM believes that (1) the amounts to be invested are too small or are available too late in the day to be effectively invested in other money market instruments, (2) shares of other money market funds otherwise would provide a better return than direct investment in other money market instruments or (3) such investments would enhance the fund’s liquidity. Because the fund limits its investment to only eligible reserve assets under the GENIUS Act, the fund would only invest in other investment companies that similarly limit their investments.

Artificial Intelligence. UBS AM may use and/or expand its use of artificial intelligence (“AI”) in connection with its business, operating and investment activities, and the fund’s investments may also use such technologies. Actual usage of such AI will vary, and while UBS AM may from time to time adopt and adjust usage policies and procedures governing the use of AI by its personnel, there is a risk of misuse of AI technologies. AI is highly reliant on the collection and analysis of large amounts of data and complex algorithms, but it is not possible nor practicable to incorporate all data that would be relevant for a task conducted by AI. Therefore, it is possible that the information provided through use of AI could be insufficient, incomplete, inaccurate or biased, leading to adverse effects for the fund, including, potentially, operational errors and investment losses. AI and its current and potential future applications, including in the investment and financial sectors, as well as the regulatory frameworks within which they operate, continue to rapidly evolve, and it is impossible to predict the full extent of future applications or regulations. Ongoing and future regulatory actions with respect to AI generally or AI’s use in any industry in particular may alter, perhaps to a materially adverse extent, the ability of UBS AM, the fund or its investments to utilize AI in the manner it has to-date, and may have an adverse impact on the ability of UBS AM, the fund or its investments to continue to operate as intended.

Cybersecurity/Technology risk. As the use of technology has become more prevalent in the course of business, the fund, like other business organizations, has become more susceptible to operational, information security and related risks through breaches in cybersecurity. In general, cybersecurity failures or breaches of the fund or its service providers or the issuers of securities in which the fund invests may result from deliberate attacks or unintentional events and may arise from external or internal sources. Cybersecurity breaches may involve unauthorized access to the fund’s digital information systems (e.g., through “hacking” or malicious software coding), but may also result from outside attacks such as denial-of-service attacks (i.e., efforts to make network services unavailable to intended users). Cybersecurity failures or breaches affecting the fund’s investment advisor or any other service providers (including, but not limited to, fund accountants, custodians, transfer agents and financial intermediaries) have the ability to cause disruptions and impact business operations, potentially resulting in financial losses, interference with the fund’s ability to calculate its net asset value, impediments to trading, the inability of fund shareholders to transact business, destruction to equipment and systems, violations of applicable privacy and other laws, regulatory fines, penalties, reputational damage, reimbursement or other compensation costs, and/or additional compliance costs. In addition, substantial costs may be incurred in order to prevent any cybersecurity breaches in the future. Geopolitical tensions may increase the scale and sophistication of deliberate attacks, particularly those from nation-states or from entities with nation-state backing.

While UBS AM has established business continuity plans in the event of, and risk management systems to prevent, such cybersecurity breaches, there are inherent limitations in such plans and systems including the possibility that certain risks have not been identified. Furthermore, UBS AM does not directly control the cybersecurity plans and systems put in place by the fund’s other service providers or any other third parties whose operations may affect the fund or its shareholders. The fund and its shareholders could be negatively impacted as a result.

8

Complex information technology and communications systems, such as the blockchain technologies associated with stablecoins, are subject to a number of different threats or risks (including operational, information security, cyberattacks and related risks) that could adversely affect stablecoin issuers and, potentially, the fund and its shareholders. Stablecoins and the blockchain technologies associated with stablecoins are relatively new and still evolving. UBS AM and its affiliates will not be responsible for any loss in connection with the use of stablecoins or a related blockchain technology. Details of UBS Liquid Reserves Fund’s Onchain Shares’ use of blockchain technology is discussed in the section entitled “Blockchain” below.

Market risk. Market risks, including political, regulatory, market, economic and social developments, and developments that impact specific economic sectors, industries or segments of the market, can affect the value and liquidity of the fund’s investments. In addition, turbulence in financial markets and reduced liquidity in equity and/or fixed-income markets may negatively affect the fund. Global economies and financial markets are becoming increasingly interconnected, and conditions and events in one country, region or financial market may adversely impact issuers in a different country, region or financial market. Events such as war, acts of terrorism, natural and environmental disasters, recessions, rapid inflation, cyber-attacks or incidents, the imposition of international sanctions, trade disputes and changes in trade regulation (including tariffs or other restrictions on trade), elevated levels of government debt, internal unrest and discord, or pandemics or other public health threats could also significantly impact the fund and its investments. These risks may be magnified if certain events or developments adversely interrupt the global supply chain, and could affect companies worldwide.

To the extent the fund is overweight in certain countries, regions, companies, industries or market sectors, such positions will increase the risk of loss from adverse developments affecting those countries, regions, companies, industries or sectors.

Low or negative interest rates. In a low or negative interest rate environment, debt instruments may trade at negative yields, which means the purchaser of the instrument may receive at maturity less than the total amount invested. In addition, in a negative interest rate environment, if a bank charges negative interest, instead of receiving interest on deposits, a depositor must pay the bank fees to keep money with the bank. To the extent the fund holds a negatively-yielding debt instrument or has a bank deposit with a negative interest rate, the fund would generate a negative return on that investment.

In the past, certain European countries and Japan have pursued negative interest rate policies, and there is the possibility that negative interest rate policies might be pursued in the United States at some point in the future. In a low or negative interest rate environment, some investors may seek to reallocate assets to other income-producing assets, such as investment-grade and higher-yield debt instruments, or equity investments that pay a dividend, absent other market risks that may make such alternative investments unattractive. This increased demand for higher yielding assets may cause the price of such instruments to rise while triggering a corresponding decrease in yield over time, thus reducing the value of such alternative investments. In addition, a move to higher yielding investments may cause investors, including the fund (to the extent permitted by its investment objective and strategies), to seek fixed-income investments with longer maturities and/or potentially reduced credit quality in order to seek the desired level of yield. These considerations may limit the fund’s ability to locate fixed-income instruments containing the desired risk/return profile.

A low or negative interest rate environment could impact the fund’s ability to maintain a stable $1.00 share price. If the fund has a negative gross yield as a result of negative interest rates, it may reduce the number of shares outstanding on a pro rata basis through reverse stock splits, negative dividends or other mechanisms to seek to maintain a stable $1.00 price per share, to the extent permissible by applicable law and its organizational documents. The use of such measures is also subject to certain determinations by the fund’s board and disclosure requirements, and may have tax implications for the fund and its shareholders. Alternatively, the fund may discontinue using the amortized cost method of valuation to maintain a stable $1.00 price per share and establish a fluctuating net asset value per share rounded to four decimal places by using available market quotations or equivalents.

9

Blockchain. This Blockchain section, together with all subsections below, applies only to Onchain Shares and does not extend to any other share class of the fund as of the date of this SAI. The discussion of blockchain-related features and risks below offers a high-level overview tailored to the fund’s current operations; it does not attempt to be a complete or exhaustive description of every risk, development, or consideration associated with distributed ledger technology, blockchain networks, smart contracts, or digital wallets. New or unforeseen regulatory, operational, technological, or market risks may arise over time, and the relevance or significance of any given risk may differ depending on the blockchain network used, the wallet or custody arrangement, and future changes to the fund’s operations. Investors should read the fund’s prospectus and this SAI in full and consult their own legal, tax, and technology advisers about the risks of transacting in Onchain Shares.

Use of blockchain. The fund’s transfer agent keeps the official ownership record for Onchain Shares on a public blockchain used by the fund’s investors. Specifically, the transfer agent employs a permissioned system operating in connection with a public, permissionless blockchain. Onchain Shares are digitally represented on the blockchain through token standards (“Tokens”). The Board has delegated to UBS AM the authority to choose the blockchain networks on which the fund’s Onchain Shares will be offered and sold. Together with an off-chain register linking wallet addresses to shareholders’ personal identifying information, these blockchain records form the fund’s official shareholder register and, absent a technical failure of either system, conclusively govern record ownership of Onchain Shares. As of the date of this SAI, the fund’s Onchain Shares are issued as [   ] tokens and are authenticated and recorded on [   ], a public blockchain.

A blockchain is a distributed ledger that digitally and verifiably records transactions using cryptography, with records designed to be immutable (that is, extremely difficult to change once confirmed). A distributed ledger is a database in which data is stored in a decentralized fashion. Cryptography stores and transmits data in a form readable and processable only by its intended recipients. Blockchain transactions are verified and authenticated by network computers (called “nodes” or “validators”) that receive, propagate, verify, and execute them. This authentication process, performed before a transaction is recorded, attempts to ensure only valid and authorized transactions are added to the blockchain in groups called “blocks.” Blockchain networks run on software source code that establishes and governs the cryptographic systems used to verify transactions. The fund’s transfer agent maintains controls to correct errors in the share registry or remediate unauthorized transactions. Where the transfer agent determines that a correction is warranted, the transfer agent would make it by adding an appropriate instruction to a later block on the applicable blockchain (that is, prior blockchain activity is not deleted, though the blockchain is updated to reflect the correct transaction history).

To use blockchain technology, each investor in Onchain Shares relies on a blockchain “wallet”—a software application (though it can also be a hardware device or managed through an institutional custody solution) that stores a user’s “private key” for related digital assets and facilitates asset transfers on a given blockchain. A “private key” is one of two numbers making up a cryptographic “key pair,” which consists of a “public key” and its corresponding private key—both lengthy alphanumeric codes, with the public key mathematically derived from the private key. A blockchain wallet’s owner uses the private key to send (that is, digitally sign and authenticate) instructions updating the ownership records of digital assets, and the private key remains known only to that owner. As its name suggests, the public key is not confidential and lets other wallets on the applicable blockchain send digital assets to a wallet’s public key address when permitted. The blockchain records transaction data, including wallet addresses and digital signatures, but not private key information. Each investor and/or third-party wallet provider is responsible for their own blockchain wallet, including securing and maintaining their private key. Neither the fund nor its transfer agent is responsible for any investor’s blockchain wallet or for the maintenance, security, or safekeeping of any investor’s private key.

If a shareholder’s private key is lost, stolen or compromised, the shareholder should promptly contact [   ] by telephone ([•]); [   ] will then discuss next steps for resolution with the shareholder. UBS AM will coordinate with the fund’s transfer agent following a reported private key loss to direct appropriate action, which may include

10

freezing the Tokens in the shareholder’s wallet, verifying the shareholder’s ownership of the Tokens, and evaluating the circumstances of the reported loss.

In consultation with UBS AM, and subject to verifying the shareholder’s ownership and the relevant facts, the transfer agent may act on the affected Tokens—including isolating or burning them, re-authenticating a new wallet under the fund’s whitelisting procedures, and, where appropriate, facilitating payment for burned tokens via federal wire redemption proceeds to the address of record on a best-efforts basis. Any newly whitelisted wallet may then be used for future purchases and the minting of new Tokens. Any Tokens removed in this process will be permanently taken out of circulation through a token burn.

The fund’s transfer agent employs a permissioned system operating alongside a public, permissionless blockchain. This permissioned structure is built through a combination of policies, procedures, and technological controls that together are meant to prevent transactions between unknown persons or unregistered blockchain wallets, and to seek to help ensure the blockchain functions as an integrated recordkeeping mechanism overseen by the transfer agent. To establish and maintain this structure on the public blockchain, the transfer agent registers and links each blockchain wallet to relevant personal identifying information held in an off-chain registry (a separate, non-public database used, among other things, to satisfy anti-money laundering requirements). Only wallets approved by the transfer agent on the transfer agent’s wallet qualification criteria and are registered with the transfer agent—sometimes called “whitelisted” wallets—are permitted to hold Onchain Shares, limiting the ability to transact in tokenized Onchain Shares to pre-approved potential shareholders. Wallets must also be compatible with the blockchain that the investor intends to use and that is available by the fund.

Protocols known as “smart contracts” form part of the operational framework that the transfer agent uses to enforce the fund’s policies and procedures. Smart contracts are self-executing computer code that carries out actions once predetermined conditions are met. In particular, smart contracts support functions such as “minting” (creating a new token balance) and “burning” (removing a token balance from circulation), impose restrictions preventing unauthorized interaction with token balances (for example, transfers to unapproved addresses), and allow tokens to be clawed back under certain circumstances. In this way, the permissioned system is designed to block transactions involving unknown persons or unknown blockchain addresses, even though the underlying blockchain network itself is permissionless.

Transactions on the [   ] network are verified through a process called “proof-of-stake.” Under proof-of-stake, users known as “validators” stake a minimum amount of capital in the network’s native digital asset (for example, [   ]) into a smart contract stored on the network. Consensus algorithms such as proof-of-stake and proof-of-work (used by other blockchain networks) are essential to ensuring transactions are verified and recorded securely without a central authority.

Recording Onchain Shares on the blockchain will not affect the fund’s investments; the fund will continue to invest in accordance with Rule 2a-7 under the 1940 Act and the terms of this SAI. The fund will not invest in any digital assets, including virtual currencies.

Information available via the blockchain. Information recorded on a public blockchain such as [   ] is publicly available and stores the full transaction history of token balances from their issuance onward. As a result, comprehensive and transparent data—other than shareholder identifying information—will be publicly accessible through one or more “blockchain explorer” tools that display activity on the applicable blockchain. Accordingly, data on the issuance, redemption, and transfer of Onchain Shares (but not a shareholder’s identifying information) will be publicly visible. The identifying information needed to link a given token balance to the record owner of an Onchain Share will instead be kept in one or more off-chain databases that are not publicly accessible. However, a data security breach exposing the information that links identity to token balances could allow stolen information to be used to determine a shareholder’s identity and full investing history in Onchain Shares.

11

If the transaction history on the blockchain conflicts with the transfer agent’s records for Onchain Shares, the transfer agent will update its records as needed to align with the blockchain, except where the blockchain record itself is found to be in error, in which case the transfer agent will update the blockchain to correct the error to the extent practicable. Such conflicts may arise from, among other things, a chain outage (the blockchain becoming unavailable or unreliable), a bug causing erroneous minting or burning of Tokens, reversal of a previously finalized transaction (which would represent a fundamental breach of the network’s security guarantees), or a blockchain fork producing two competing chains. The transfer agent will typically reconcile its records with blockchain transactions at least daily.

Blockchain fees, functionality, and transaction processing. Public blockchain networks charge transaction fees to execute transactions, typically payable in the network’s native digital asset (such as “[   ]” for [   ]). These fees, sometimes called “gas fees,” reflect the computational effort required to execute a given transaction. The gas needed for a transaction varies depending on, among other things, its complexity or size and congestion on the relevant blockchain—congestion that may stem from unrelated smart-contract activity the fund cannot control.

Delays in transaction processing have occurred on the blockchain network, which may result from, among other things, nodes failing to reach consensus on transactions or protocol upgrades or changes. During a network delay, transactions in Onchain Shares cannot be recorded on the blockchain, which may create discrepancies between the blockchain record and the transfer agent’s backup off-chain record. If such a delay persists for an extended period, the fund could choose to process shareholder transactions manually (in book-entry form) until the network resumes normal operation. Depending on the fund’s response, dividends declared during such a period may not be reinvested in additional Onchain Shares and may instead be paid in cash to affected shareholders until the fund or its transfer agent notifies shareholders that dividend reinvestment has resumed. Regardless of any pause, delay, or freeze affecting a blockchain network, the transfer agent will continue to receive, validate, and process redemption requests off-chain in good order. Shareholders’ ability to redeem Onchain Shares does not depend on the availability or functioning of any blockchain network, and the transfer agent will process all redemption requests received in good order regardless of the status of any supported blockchain.

The fund, transfer agent or UBS AM may reassess the suitability of the blockchain network supporting its Onchain Shares if delays or technical malfunctions recur, or for other reasons. If the fund determines a blockchain network is no longer suitable for continued use, it will suspend new Onchain Share subscriptions and may take other actions it deems appropriate regarding outstanding Onchain Shares, including, where applicable law and blockchain architecture allow, processing redemptions manually or redeeming all Onchain Shares deployed on the affected blockchain.

Peer-to-Peer transfers. Onchain Shares may be transferred peer-to-peer from one shareholder’s wallet to another current shareholder’s wallet within the [   ] blockchain network. Because completed peer-to-peer transactions are viewable on the blockchain, they are recorded by the transfer agent’s blockchain-integrated recordkeeping system. Before transferring Onchain Shares, both the transferor and the prospective transferee must hold an active, permissioned (“whitelisted”) wallet registered with the fund’s transfer agent. Newly minted Tokens resulting from investor purchases are not eligible for peer-to-peer transfer until the start of the next business day.

The fund imposes no minimum number of Onchain Shares for a transfer, though a minimum fractional token size will, in practice, limit the smallest amount transferable in a peer-to-peer transaction. Onchain Shares are coded to transfer only to wallets previously whitelisted by the transfer agent. Peer-to-peer transfers can occur at any time, on any day, including outside the fund’s normal business hours, and are considered complete once the transaction is confirmed on the blockchain. A transferee becomes the registered owner of Onchain Shares once the shares are transferred to their wallet, which may occur intra-day or when the fund is closed. Dividend eligibility for transferred Onchain Shares is determined under the fund’s prospectus; shareholders should consult the “Peer-to-Peer Transfers of Onchain Shares” section of the prospectus for more information.

12

The fund cannot control or monitor the price at which peer-to-peer transfers of Onchain Shares occur, and such transfers may take place at prices different from the fund’s then-current NAV. Investors should consult their own tax advisor about their particular circumstances and any federal, state, local, or foreign tax consequences of transferring Onchain Shares. The transfer agent cannot guarantee the reliability of peer-to-peer transfers of Onchain Shares. Where investors or potential investors transact with each other at a price other than NAV, such transfers may, in some cases, carry legal implications under federal securities laws or otherwise. Neither the prospectus nor this SAI authorizes any person to consummate transactions in Onchain Shares, and as of the date of this SAI, only the Distributor is authorized to act as a dealer in Onchain Shares; no one else may do so without the fund’s express written authorization.

Neither the fund nor the transfer agent can guarantee the reliability of any other asset transfer negotiated in connection with peer-to-peer transfers.

Digital wallet security. An investor in Onchain Shares, or its third-party wallet custodian, is responsible for securing the investor’s own private key against loss or theft. While the transfer agent maintains controls to correct errors or unauthorized transactions when an investor’s private key is lost or stolen, such intervention may require gathering information and performing operational tasks, and may leave the investor’s token balances unavailable while this occurs. How quickly an investor notifies the transfer agent of a lost or stolen private key directly affects how long any correction takes. The fund retains sole discretion over whether, and under what circumstances, to perform any such correction. The fund is under no obligation to make such corrections, and its decision—including any action or inaction—is final.

Investors in Onchain Shares can reduce the risk of a lost or stolen private key for an investor-managed wallet by:

Blockchain technology. The risks below apply only to the fund’s Onchain Shares. Blockchain technology is a relatively new and still-developing technology operating as a distributed ledger. Blockchain systems could be vulnerable to fraud, particularly if a substantial portion of network validators colluded against the rest of the network. Accessing a given blockchain requires an individualized private key, and its compromise could result in loss through theft, destruction, or loss of access. Regulation of blockchain technology is still developing and may vary considerably across jurisdictions, and future regulatory developments could affect the viability and growth of blockchain technology’s use.

Because blockchain technology systems may span many national borders and regulatory regimes, blockchain technology could become subject to widespread and inconsistent regulation. It is not a product or service that generates identifiable revenue for the companies that implement or otherwise use it. Blockchain technology is currently used mainly to record transactions in digital currency, which can be highly speculative and volatile, and problems in digital currency markets could spill over more broadly to companies associated with blockchain technology. Blockchain technology may also never reach a scale that produces an identifiable economic benefit.

13

Several competing blockchain platforms currently exist with competing intellectual property claims, and the resulting uncertainty could push companies toward alternatives to blockchain. Finally, because digital assets registered on a blockchain lack a standardized exchange comparable to a stock market, they are subject to lower liquidity and a greater risk of fraud or manipulation.

Issuing, redeeming, transferring, holding in custody, and recording Onchain Shares primarily via blockchain carries risks. For example, shares issued using blockchain technology would be subject to risks including:

Blockchain technology risk also carries additional sub-risks, including Fork risk and Network Attack risk.

Fork risk. Blockchain software is generally open source. Any user can download it, modify it, and propose that the network adopt the change. In practice, modifications to networks like [   ] typically go through a structured governance process, including formal improvement proposals (such as [   ]), community review, developer consensus-building, and extensive testing on development and test networks before deployment to the main network.

When a substantial majority of users and validators agree to a proposed modification, it is implemented and the network continues uninterrupted. Most [   ] protocol upgrades occur as pre-planned, network-wide upgrades (commonly called “hard forks”) in which the whole community upgrades together and the prior network version is effectively abandoned.

If, however, less than a substantial majority of users and validators agree to a proposed modification that is incompatible with the pre-modification software, the result could be a contentious “fork” or “split” of the blockchain network, producing one version running the earlier software and another running the modified version. This would leave two (or more) versions of the network running in parallel, with the native asset of each version not interchangeable with the others. Such contentious forks have historically been rare on [   ], though one notable example occurred in [   ], when the network split into [   ] and [   ]. A fork could also result unintentionally from an unanticipated software flaw across multiple otherwise-compatible software versions in use.

14

[   ] currently runs on a proof-of-stake consensus mechanism. Under proof-of-stake, validators must stake a minimum of [   ] as collateral to participate in proposing and attesting to blocks. The mechanism includes a finality process known as [   ] under which checkpoint blocks become final once they receive attestations representing at least two-thirds of total staked [   ]. Once final, a block generally cannot be reversed without validators breaching the protocol’s consensus rules—violations that are cryptographically provable and expose the offending validators to significant economic loss through “slashing,” which can remove a substantial share of their staked [   ]. Slashing also penalizes other protocol violations, such as proposing conflicting blocks, and these economic penalties are a strong deterrent against validators backing a competing chain in a fork scenario.

Despite these deterrents, the proof-of-stake mechanism introduces risks distinct from those under a proof-of-work system. These include the theoretical “nothing at stake” problem (where validators could try to validate on multiple competing chains at once, since proof-of-stake does not require expending computational resources) and attack vectors specific to proof-of-stake, such as block withholding. Although [   ]’s slashing mechanism is intended to mitigate these risks, there is no assurance it will prove effective in all circumstances.

A protocol change may also be implemented as a “soft fork”—a backward-compatible change that does not split the network. Unlike a hard fork, a soft fork tightens or adds rules so that non-upgraded nodes still recognize new blocks as valid. While soft forks generally do not carry the same chain-split risk, they may still alter functionality or features available on the network.

If a contentious fork occurs, the original and forked blockchains could compete for users, validators, and other participants, causing the original blockchain to lose some of them—reducing the security, functionality, and value of the network on which the fund’s Onchain Shares are issued. If a fork occurs on the blockchain hosting Onchain Shares, the fund and its transfer agent will determine Onchain Share ownership based on a snapshot of shareholder records taken immediately before the fork and will announce on the fund’s website which version of the blockchain hosts the Onchain Shares. During this period, the fund may freeze blockchain activity in Onchain Shares and process shareholder transactions manually (in book-entry form) until the fork is resolved or the network otherwise resumes normal operations. Dividends declared during this period will not be reinvested in additional Onchain Shares and will instead be paid in cash to affected shareholders until the fund or its transfer agent notifies shareholders that reinvestment has resumed. Tokens existing on any non-designated fork will not constitute valid Onchain Shares and will have no claim on the fund’s assets.

Network Attack risk. If a bad actor—alone or as part of a group—controls a significant portion of staked [   ] on the [   ] blockchain, it may be able to alter the blockchain underlying the network and its transactions. The specific capabilities available to such an actor depend on how much of the total staked [   ] it controls, with escalating thresholds as follows.

Controlling 33% of staked [   ] is the minimum needed to disrupt or attack the network, such as by blocking block finalization. Because [   ]’s consensus mechanism requires attestations representing at least two-thirds of total staked [   ] to finalize checkpoint blocks, an attacker controlling one-third or more can prevent finalization by withholding or misaligning attestations. [   ]’s protocol includes an “inactivity leak” mechanism intended to counter this by progressively reducing the staked [   ] of non-participating validators until the remaining active validators regain a two-thirds supermajority and finality is restored. However, there is no assurance this mechanism will work effectively in every circumstance or without significant network disruption.

Controlling more than 50% of staked [   ] enables more extensive attacks. An attacker with a majority could dominate the [   ] network’s fork choice algorithm, allowing it to censor transactions, carry out short-range blockchain reorganizations, and extract value by reordering transactions in its favor. It could also “double-spend” its own [   ] (spending the same [   ] more than once) and block confirmation of other users’ transactions for as long as it maintained control. Notably, under [   ]’s current proof-of-stake mechanism, an attacker at the

15

51% threshold could potentially sustain such an attack without triggering slashing penalties, since the fork choice algorithm may not distinguish malicious attestations from legitimate validator disagreement—making a 51% attack particularly hard for the protocol to detect and counter automatically.

A malicious actor controlling 66% or more of staked [   ] could effectively control the network, including finalizing its preferred version of the blockchain without honest validators’ cooperation. At this level, the attacker could decide which transactions are processed, censor or reorder transactions, and rewrite recent blockchain history. While it could not forge transactions or create new [   ], it could exercise near-total control over the contents of finalized blocks.

[   ]’s proof-of-stake mechanism includes several built-in defenses against these attacks. Validators engaging in provably malicious conduct—such as proposing conflicting blocks or submitting contradictory attestations—are subject to “slashing,” the partial or total confiscation and destruction of their staked [   ] followed by removal from the validator set. These penalties are designed to make attacks economically irrational, since the attacker’s staked capital is directly at risk of destruction. Mounting a 51% attack on [   ] is currently estimated to cost tens of billions of dollars in staked [   ], all of which would be at risk if the attack were detected. In addition, following a successful attack at any threshold, the [   ] community may coordinate an out-of-band social consensus response, such as adopting an honest minority fork, rendering the attacker’s staked [   ] worthless on the community-adopted chain.

Despite these defenses, the risk of a staking-based attack may be heightened by concentration in [   ] ownership and staking. A significant share of staked [   ] is currently pooled through liquid staking protocols and centralized staking services; for example, a single liquid staking protocol, Lido, accounts for approximately 24% of all staked [   ] as of the date of this SAI—approaching the critical 33% threshold—and the top three staking entities together control a majority of validating nodes. While these entities are not single actors and their operations are spread across multiple node operators, concentrating staking power among a small number of entities could make a coordinated attack more feasible or create correlated failure risks. In addition, a bug or vulnerability in a dominant consensus client (the software validators use to participate in the network) could cause correlated failures among a large share of validators, potentially mimicking the effects of a 33%-or-greater attack even without malicious intent.

A malicious actor might also gain control over the blockchain network by exerting influence over core developers—for example, by gaining direct control over a core developer or another influential programmer. As long as the [   ] ecosystem does not grow or diversify further, the risk that a malicious actor could gain control over staking power, client software, or development direction remains elevated. If the likelihood of a bad actor gaining such control increases, it could impair the fund’s ability to hold Onchain Shares on the affected blockchain and could reduce the security, functionality, and value of the network on which the Onchain Shares are issued.

Before investing in Onchain Shares on a particular blockchain, investors should carefully weigh the risks of using that network and independently assess its suitability for their investment in the fund.

Blockchain networks. The suitability of the blockchain networks (and underlying ledgers) approved for the fund’s use could deteriorate for various reasons, adversely affecting the functionality of Onchain Shares and an investment in the fund. Blockchain networks run on software protocols governing peer-to-peer interactions among connected computers. A network’s suitability for the blockchain-based functionality supporting Onchain Shares depends on factors including, but not limited to:

16

Unfavorable developments regarding any of the above, or other circumstances, could adversely affect the fund’s operations or the functionality of Onchain Shares. In addition, a blockchain record preserves the complete transaction history from the issuance of Onchain Shares onward. As a result, comprehensive and transparent data, other than shareholders’ personal identifying information, will be publicly available through the published blockchain and tools such as block explorers. This transaction data is secured by cryptography, and only a public-key-derived wallet address—not a shareholder’s personal identifying information—is visible publicly on the blockchain. The personal identifying information needed to link a public key representing a given block of Onchain Shares to its record owner will be kept by the fund’s transfer agent and will not be publicly available. However, a data security breach of such database(s) exposing the information needed to connect personal identity to the public key and related Onchain Share transactions could allow the stolen information to be used to determine a shareholder’s identity and complete transaction history in Onchain Shares.

Concerns over these privacy issues may limit adoption of public-ledger blockchain technology, reducing the potential market acceptance of Onchain Shares.

Blockchain network suitability. The Board has delegated to UBS AM the authority to evaluate and select the blockchain networks used to offer and sell the fund’s Onchain Shares; the Board itself does not review or approve individual networks. In exercising this delegated authority, UBS AM performs multi-layered technical and operational due diligence before supporting the fund’s Onchain Shares on any blockchain network, with the fund’s transfer agent assisting in that diligence as described below.

17

Although neither the fund, UBS AM, nor the fund’s transfer agent endorses or recommends any particular blockchain—and investors should independently evaluate any blockchain for their own purposes and use cases—the transfer agent will nonetheless review information relevant to permitting a blockchain to support Onchain Shares, including:

Investors should be aware that service levels may differ materially across blockchains. As of the date of this SAI, the fund’s Onchain Shares are offered only on [   ].

Blockchain regulation. Regulation of digital assets (such as Onchain Shares), blockchain technologies, and digital asset platforms is currently developing, likely to evolve rapidly, varies significantly across international, federal, state, and local jurisdictions, and remains subject to considerable uncertainty. Legislative and executive bodies in the United States and elsewhere are currently considering, or may in the future consider, laws, regulations, guidance, or other actions that could significantly affect the fund and, in turn, its shareholders. If the fund or any fund service provider fails to comply with laws, rules, or regulations—some of which may not yet exist, may be subject to interpretation, or may change—the fund (and thus its shareholders) could face adverse consequences, including civil penalties and fines. New or changing laws, regulations, or interpretations could adversely affect the fund’s ability to issue and redeem Onchain Shares or otherwise make distributions on them, the secondary market liquidity and price of Onchain Shares, shareholders’ ability to access or use any future trading platform or exchange for Onchain Shares (should one exist and such activity be permitted), and the structure, rights, and transferability of Onchain Shares (should exchanges be permitted in the future). Accordingly, there can be no assurance that new or continuing regulatory scrutiny or initiatives will not adversely affect Onchain Shares or impede the fund’s current or future activities. Because Onchain Shares are issued and recorded differently from shares in a traditional mutual fund, issues that existing law would easily resolve for traditional shares may be harder to resolve for Onchain Shares. The treatment of Onchain Shares (and certain other tokenized share forms) under applicable state law, including the Uniform Commercial Code (“UCC”), remains uncertain, and any related dispute could materially and adversely affect the fund’s current or future business or its Onchain Shares. Blockchain networks currently face regulatory uncertainty not only in the United States but also in many foreign jurisdictions, such as the European Union and China. Various foreign jurisdictions may soon adopt laws, regulations, or directives affecting a blockchain network and the users, developers, and service providers within their regulatory reach, which may conflict with US law or directly and negatively affect the fund and its service providers. The effect of any future regulatory change cannot be predicted but could be substantial and adverse to shareholders, the fund, and its service providers.

18

Investment limitations of the fund

Fundamental investment limitations. The following investment limitations cannot be changed for the fund without the affirmative vote of the lesser of (1) more than 50% of the outstanding shares of the fund or (2) 67% or more of the shares of the fund present at a shareholders’ meeting if more than 50% of the outstanding shares are represented at the meeting in person or by proxy. If a percentage restriction is adhered to at the time of an investment or transaction, a later increase or decrease in percentage resulting from changing values of portfolio securities or amount of total assets will not be considered a violation of any of the following limitations. With regard to the borrowings limitation in fundamental limitation (3), the fund will comply with the applicable restrictions of Section 18 of the Investment Company Act.

The fund will not:

The following interpretations apply to, but are not a part of, this fundamental restriction: (a) mortgage-and asset-backed securities will not be considered to have been issued by the same issuer by reason of the securities having the same sponsor, and mortgage- and asset-backed securities issued by a finance or other special purpose subsidiary that are not guaranteed by the parent company will be considered to be issued by a separate issuer from the parent company, and (b) consistent with SEC and SEC staff guidance, the fund may invest up to 10% of its total assets in securities that are subject to demand features or guarantees issued by a single institution.

The following interpretations apply to, but are not a part of, this fundamental restriction: (a) US banking (including US finance subsidiaries of non-US banks) and non-US banking will be considered to be different industries; (b) asset-backed securities will be grouped in industries based upon their underlying assets and not treated as constituting a single, separate industry; and (c) taxable municipal securities will not be considered municipal securities for purposes of this industry concentration limitation.

19

The following interpretation applies to, but is not a part of, this fundamental restriction: the fund’s investments in master notes and similar instruments will not be considered to be the making of a loan.

Non-fundamental investment limitations. The following investment restrictions are non-fundamental and may be changed by the vote of the board without shareholder approval. If a percentage restriction is adhered to at the time of an investment or transaction, a later increase or decrease in percentage resulting from changing values of portfolio securities or amount of total assets will not be considered a violation of any of the following limitations.

The fund will not:

Disclosure of portfolio holdings

Policies and procedures generally. UBS AM and the fund’s board have adopted portfolio holdings disclosure policies and procedures to govern the disclosure of the portfolio holdings of the fund. UBS AM and the fund’s chief compliance officer also considered actual and potential material conflicts that could arise in such circumstances between the interests of fund shareholders, on the one hand, and those of the fund’s investment advisor, distributor, or any affiliated person of the fund, its investment advisor, or its distributor, on the other.

The fund’s disclosure policy with respect to the release of portfolio holdings information is to release only such information consistent with applicable legal requirements and the fiduciary duties owed to shareholders. Subject to the limited exceptions described below, the fund’s portfolio holdings will not be made available to anyone outside of UBS AM unless and until the information has been made available to all shareholders or the general public in a manner consistent with the spirit and terms of this policy. A description of the type and frequency of portfolio holdings that are disclosed to the public also is contained in the fund’s prospectus.

After giving due consideration to such matters and after the exercise of their fiduciary duties and reasonable business judgment, UBS AM and the fund’s board determined that the fund has a legitimate business purpose for

20

disclosing portfolio holdings to certain persons/entities and that the policies and procedures are reasonably designed to ensure that disclosure of portfolio holdings and information about portfolio holdings is in the best interests of fund shareholders and appropriately address the potential for material conflicts of interest.

UBS AM’s procedures require that the UBS AM Legal and/or Compliance Departments address any material conflicts of interest regarding a disclosure of portfolio holdings and determine whether a disclosure of the fund’s portfolio holdings is for a legitimate business purpose and in the best interests of the fund’s shareholders prior to the Treasurer, Assistant Treasurer, Secretary or Assistant Secretary of the fund or the UBS AM Legal and/or Compliance Departments authorizing the disclosure of portfolio holdings. The UBS AM Legal and/or Compliance Departments will periodically review how the fund’s portfolio holdings are being disclosed to and used by, if at all, service providers, UBS AM affiliates and certain fiduciaries, and broker-dealers to ensure that such disclosure and use is for legitimate fund business reasons and consistent with the best interests of the fund’s shareholders.

Board oversight. The fund’s board exercises continuing oversight of the disclosure of fund portfolio holdings by (i) overseeing the implementation and enforcement by the fund’s chief compliance officer of the portfolio holdings disclosure policies and procedures, and the fund’s policies and procedures regarding the misuse of inside information; (ii) considering reports and recommendations by the chief compliance officer concerning any material compliance matters (as defined in Rule 38a-1 under the Investment Company Act and Rule 206(4)-7 under the Investment Advisers Act of 1940 (“Advisers Act”)) that may arise in connection with any policies governing portfolio holdings, and (iii) considering whether to approve or ratify any amendment to any policies governing portfolio holdings. UBS AM and the fund’s board reserve the right to amend the fund’s policies and procedures regarding the disclosure of portfolio holdings at any time and from time to time subject to the approval of the fund’s board.

Complete portfolio holdings—disclosure to service providers subject to confidentiality and trading restrictions. UBS AM, for legitimate business purposes, may disclose the fund’s complete portfolio holdings at times it deems necessary and appropriate to rating and ranking organizations, financial printers, proxy voting service providers, pricing information vendors, third-parties that deliver analytical, statistical or consulting services, custodians or a redeeming party’s custodian or transfer agent as necessary in connection with redemptions in kind, and other third parties that provide services (collectively, “Service Providers”) to UBS AM and/or the fund.

Disclosure of complete portfolio holdings to a Service Provider is conditioned on the Service Provider being subject to a duty of confidentiality, including a duty not to trade on the basis of any material nonpublic information pursuant to the terms of the service agreement between the Service Provider and the fund or UBS AM, or the terms of the confidentiality agreement. The frequency with which complete portfolio holdings may be disclosed to a Service Provider, and the length of lag, if any, between the date of information and the date on which the information is disclosed to the Service Provider, is determined based on the facts and circumstances, including, without limitation, the nature of the portfolio holdings information to be disclosed, the risk of harm to the fund and its shareholders, and the legitimate business purposes served by such disclosure. Disclosure of complete portfolio holdings to a Service Provider must be authorized by a Trust officer or the General Counsel, Deputy General Counsel or an Associate General Counsel within the Legal and Compliance Departments of UBS AM.

Complete portfolio holdings—disclosure to UBS AM affiliates and certain fiduciaries subject to confidentiality and trading restrictions. The fund’s complete portfolio holdings may be disclosed between and among the following persons (collectively, “Affiliates and Fiduciaries”), subject to authorization by the Treasurer, Assistant Treasurer, Secretary or Assistant Secretary of the fund or by an attorney in the Legal and Compliance Departments of UBS AM, for legitimate business purposes within the scope of their official duties and responsibilities, subject to such persons’ continuing duty of confidentiality and duty not to trade on the basis of any material nonpublic information, as such duties are imposed under UBS AM’s code of ethics, the fund’s policies and procedures regarding the prevention of the misuse of inside information, by agreement or under applicable laws, rules and regulations: (i) persons who are subject to the code of ethics or the policies and procedures regarding the prevention of the misuse of inside information; (ii) an investment advisor, distributor, administrator, transfer agent or

21

custodian to the fund; (iii) an accounting firm, an auditing firm or outside legal counsel retained by UBS AM or the fund; (iv) an investment advisor to whom complete portfolio holdings are disclosed for due diligence purposes when the advisor is in merger or acquisition talks with the fund’s current advisor; (v) a newly hired investment advisor or sub-advisor to whom complete portfolio holdings are disclosed prior to the time it commences its duties; and (vi) custodians and other third parties as necessary in connection with redemptions in kind of the fund’s shares.

The frequency with which complete portfolio holdings may be disclosed between and among Affiliates and Fiduciaries, and the length of the lag, if any, between the date of the information and the date on which the information is disclosed between and among the Affiliates and Fiduciaries, is determined by the UBS AM Legal and Compliance Departments based on the facts and circumstances, including, without limitation, the nature of the portfolio holdings information to be disclosed and the risk of harm to the fund and its shareholders and the legitimate business purposes served by such disclosure.

Complete and partial portfolio holdings—arrangements to disclose to service providers and fiduciaries. As of the date of this SAI, the specific Service Providers, Affiliates and Fiduciaries with whom the fund has arrangements to provide portfolio holdings in advance of their release to the general public in the course of performing or to enable them to perform services for the fund are:

22

Complete and partial portfolio holdings—disclosure to broker-dealers in the normal course of managing fund assets. An investment advisor, administrator or custodian for the fund may, for legitimate business purposes within the scope of their official duties and responsibilities, disclose portfolio holdings (whether partial portfolio holdings or complete portfolio holdings) and other investment positions comprising the fund to one or more broker dealers during the course of, or in connection with, normal day-to-day securities transactions with or through such broker-dealers subject to the broker-dealer’s legal obligation not to use or disclose material nonpublic information concerning the fund’s portfolio holdings, other investment positions or securities transactions without the consent of the fund or the Treasurer, Assistant Treasurer, Secretary or Assistant Secretary of the fund, or an attorney in the UBS AM Legal and Compliance Departments. The fund has not given its consent to any such use or disclosure and no person or agent of UBS AM is authorized to give such consent except as approved by the fund’s board. In the event consent is given to disclose portfolio holdings to a broker-dealer, the frequency with which the portfolio holdings may be disclosed to a broker-dealer, and the length of the lag, if any, between the date of the information and the date on which the information is disclosed to the broker-dealer, is to be determined based on the facts and circumstances, including, without limitation, the nature of the portfolio holdings information to be disclosed, and the risk of harm to the fund, its shareholders, and the legitimate fund purposes served by such disclosure.

Complete and partial portfolio holdings—disclosure as required by applicable law. Fund portfolio holdings and other investment positions comprising the fund may be disclosed to any person as required by applicable laws, rules and regulations. Examples of such required disclosure include, but are not limited to, disclosure of fund portfolio holdings (i) in a filing or submission with the SEC or another domestic or foreign regulatory body, (ii) in connection with seeking recovery on defaulted bonds in a federal bankruptcy case, (iii) in connection with a lawsuit or (iv) as required by court order, subpoena or similar process (e.g., arbitration proceedings). The UBS AM Legal Department must authorize the disclosure of portfolio holdings information when required for a legal or regulatory purpose. The UBS AM Legal Department may not be able to prevent or place restrictions on the disclosure of the fund’s portfolio holdings when compelled by law or regulation to provide such information, even if the UBS AM Legal Department determines that such disclosure may not be in the best interest of fund shareholders or that a material conflict of interest is present or appears to be present. However, the UBS AM Legal Department will attempt to monitor the use of any fund portfolio holdings information disclosed as required by law or regulation.

Disclosure of non-material information. Policies and procedures regarding non-material information permit UBS AM fund officers, UBS AM fund portfolio managers, and senior officers of UBS AM Fund Treasury, UBS AM Legal and Compliance Departments, and anyone employed by or associated with UBS AM who has been authorized by the UBS AM Legal and Compliance Departments’ representatives (collectively, “Approved Representatives”) to disclose any views, opinions, judgments, advice or commentary, or any analytical, statistical, performance or other information, in connection with or relating to the fund or its portfolio holdings and/or other investment positions (collectively, “commentary and analysis”) or any changes in the portfolio holdings of the fund that occurred after the most recent calendar-quarter end (or, in the case of a money market fund, after the most recent monthly public posting of portfolio holdings) (“recent portfolio changes”) to any person if such information does not constitute material nonpublic information and complies with the portfolio holdings disclosure policies and procedures described above.

An Approved Representative must make a good faith determination whether the information constitutes material nonpublic information, which involves an assessment of the particular facts and circumstances. UBS AM believes that in most cases recent portfolio changes that involve a few or even several securities in a diversified portfolio or commentary and analysis would be immaterial and would not convey any advantage to a recipient in making an investment decision concerning the fund. Nonexclusive examples of commentary and analysis about the fund include (i) the allocation of the fund’s portfolio holdings and other investment positions among various asset classes, sectors, industries and countries, (ii) the characteristics of the fund’s portfolio holdings and other investment positions, (iii) the attribution of fund returns by asset class, sector, industry and country, and (iv) the volatility characteristics of the fund. An Approved Representative may in its sole discretion determine whether to deny any request for information made by any person, and may do so for any reason or no reason.

23

“Approved Representatives” include persons employed by or associated with UBS AM who have been authorized by the Legal and Compliance Departments of UBS AM to disclose recent portfolio changes and/ or commentary and analysis in accordance with the applicable policies and procedures.

Prohibitions on disclosure of portfolio holdings. No person is authorized to disclose fund portfolio holdings or other investment positions (whether online at http://www.ubs.com, in writing, by fax, by e-mail, orally or by other means) except in accordance with the applicable policies and procedures. In addition, no person is authorized to make disclosure pursuant to these policies and procedures if such disclosure is otherwise unlawful under the antifraud provisions of the federal securities laws (as defined in Rule 38a-1 under the Investment Company Act). Furthermore, UBS AM, in its sole discretion, may determine not to disclose portfolio holdings or other investment positions comprising the fund to any person who could otherwise be eligible to receive such information under the applicable policies and procedures, or may determine to make such disclosures publicly as provided by the policies and procedures.

Prohibitions on receipt of compensation or other consideration. The portfolio holdings disclosure policies and procedures prohibit the fund, its investment advisor and any other person to pay or receive any compensation or other consideration of any type for the purpose of obtaining disclosure of fund portfolio holdings or other investment positions. “Consideration” includes any agreement to maintain assets in the fund or in other investment companies or accounts managed by the investment advisor or by any affiliated person of the investment advisor.

24

Organization of the Trust; trustees and officers; principal holders and management ownership of securities

The Trust was organized on April 29, 1998 as a statutory trust under the laws of Delaware and currently has fifteen series. The Trust has authority to establish additional series and issue an unlimited number of shares of beneficial interest of each existing or future series, par value of $0.001 per share.

The Trust is governed by a board of trustees, which oversees the fund’s operations and which is authorized to establish additional series. Each trustee serves an indefinite term of office. The tables below show, for each trustee (sometimes referred to as “board member”) and officer, his or her name, address and birth year, the position held with the Trust, the length of time served as trustee or officer of the Trust, the trustee’s or officer’s principal occupations during the last five years, the number of portfolios in the UBS fund complex overseen by the trustee or for which a person served as an officer, and other directorships held by such trustee.

25

26

27

28

Leadership structure and qualifications of board of trustees

The board is responsible for oversight of the fund. The board is currently composed of five trustees, all of whom are not “interested persons” of the fund as that term is defined by the Investment Company Act (“Independent Trustees”). The board members have selected Mrs. Higgins, an Independent Trustee, to act as chair of the board. The chair of the board’s role is to preside at all meetings of the board and generally to act as a liaison with service providers, officers, attorneys and other trustees between meetings. The chair may also perform such other functions as may be delegated by the board from time to time. The board has established an Audit Committee and a Nominating and Corporate Governance Committee to assist the board in the oversight and direction of the business and affairs of the fund, and from time to time may establish ad hoc committees, informal working groups or designate one or more members to review and address the policies and practices of the fund or to liaise with the fund’s Chief Compliance Officer or service providers, including staff of UBS AM, with respect to certain specified matters. The board meets at regularly scheduled meetings five times throughout the year. In addition, the trustees may meet in-person or by telephone at special meetings or on an informal basis at other times. Each committee meets as appropriate to conduct the oversight functions delegated to the committee by the board and reports its findings to the board. The board and Audit Committee conduct annual assessments of their oversight function and structure. The Independent Trustees have also engaged independent legal counsel to assist them in performing their oversight responsibilities. The trustees have determined that the board’s leadership and committee structure is appropriate because it allows the board to exercise informed and independent judgment over the matters under its purview and to allocate areas of responsibility among committees of Independent Trustees and the full board in a manner that enhances the full board’s oversight.

The fund has engaged UBS AM to manage the fund on a day-to-day basis. The board is responsible for overseeing UBS AM and other service providers in the operations of the fund in accordance with the Investment Company Act, applicable state and other laws, and the fund’s charter. The board reviews, on an ongoing basis, the fund’s performance, operations and investment strategies and techniques. The board also conducts reviews of UBS AM and its role in running the operations of the fund.

The board has concluded that, based on each trustee’s experience, qualifications, attributes or skills on an individual basis and in combination with those of the other trustees, each trustee should serve as a trustee. In determining that

29

a particular trustee is qualified to serve as a trustee, the board has considered a variety of criteria, none of which, in isolation, was controlling. The board believes that, collectively, the trustees have balanced and diverse experience, skills, attributes and qualifications, which allow the board to operate effectively in governing the fund and protecting the interests of shareholders. Among the attributes common to all trustees are their ability to review critically, evaluate, question and discuss information provided to them, to interact effectively with other board members, UBS AM, other service providers, counsel and the independent registered public accounting firm, and to exercise effective business judgment in the performance of their duties as trustees. In addition, the board has taken into account the actual service and commitment of the trustees during their tenure in concluding that each should continue to serve. A trustee’s ability to perform his or her duties effectively may have been attained through a trustee’s educational background or professional training; business, consulting, public service or academic positions; experience from service as a trustee of the fund, other funds in the fund complex, other investment funds, public companies, or nonprofit entities or other organizations; and/or other life experiences. Set forth below is a brief discussion of the specific experience, qualifications, attributes or skills of each trustee that led the board to conclude that he or she should serve as a trustee.

Amb. Burt has served as a director/trustee of funds in the fund complex for over two decades, including as a member and/or chair of various board committees. Amb. Burt has many years of experience in advising companies regarding international investment and risk management. Amb. Burt has served on the boards of directors of The Central Europe, Russia and Turkey Fund, Inc., The European Equity Fund, Inc. and The New Germany Fund, Inc. (and served as a member of each such fund’s audit, nominating and governance committees) and has served as a director on other corporate boards. Prior to joining McLarty Associates in 2007, Amb. Burt was chairman of Diligence Inc. (information and risk management firm). Amb. Burt was the chief negotiator in the Strategic Arms Reduction Talks with the former Soviet Union (1989-1991) and the US Ambassador to the Federal Republic of Germany (1985-1989). He had also been a partner of McKinsey & Company (management consulting firm).

Mr. Garil and Mrs. Higgins were elected as directors/trustees of the funds in the fund complex during 2005-2006. Mr. Garil and Mrs. Higgins also serve as members of various board committees.

Mr. Garil has over four decades of experience in the fund management business and for much of that time he served as an executive of a fund adviser and as a member of the boards of funds, trust companies, and non-profit organizations, including OFI Trust Company and The Leukemia & Lymphoma Society. He began his career at the SEC.

Mrs. Higgins has experience as a portfolio manager for a major US trust bank and has held senior executive positions and/or directorships at several major charitable organizations.

Ms. Breen became a trustee in 2023. She has more than 25 years of experience in the financial services industry. She also has experience serving on boards of other entities, including other investment companies.

Mr. Malpass became a trustee in 2023. In his role as President and Chairman of the Board of Executive Directors of the World Bank Group, Mr. Malpass led the Bank Group’s public and private sector operations to a record $122.6 billion in commitments in fiscal year 2023, including record investments in climate finance, pandemic preparedness, and debt sustainability. In addition to having been the President of the World Bank Group, he served as US Treasury Undersecretary for International Affairs and has held various other government positions. He was also Chief Economist at Bear, Stearns & Co. Mr. Malpass also had previously served as a trustee of the funds from 2014 until 2017, when he entered public service.

Additional details about each trustee’s professional experience is included above in the table in the section captioned “Organization of the Trust; trustees and officers; principal holders and management ownership of securities.” That table contains information regarding other directorships currently held by board members.

30

Risk oversight

The fund is subject to a number of risks, including investment, liquidity, compliance, operational and valuation risks, among others. Risk oversight forms part of the board’s general oversight of the fund’s investment program and operations and is addressed as part of various regular board and committee activities. Day-to-day risk management with respect to the fund is the responsibility of UBS AM or other service providers (depending on the nature of the risk), subject to supervision by UBS AM. Each of UBS AM and other service providers have their own independent interest in risk management and their policies and methods of risk management may differ from the fund’s and each other’s in the setting of priorities, the resources available or the effectiveness of relevant controls. As a result, the board recognizes that it is not possible to identify all of the risks that may affect the fund or to develop processes and controls to eliminate or mitigate their occurrence or effects, and that some are simply beyond any control of the fund or UBS AM, its affiliates or other service providers. As part of its regular oversight of the fund, the board, directly or through a committee, reviews reports from, among others, management, the fund’s Chief Compliance Officer, its independent registered public accounting firm, counsel, and internal auditors for UBS AM or its affiliates, as appropriate, regarding risks faced by the fund and UBS AM’s risk oversight programs. The board has appointed a Chief Compliance Officer, who oversees the implementation and testing of the fund’s compliance program and reports to the board regarding compliance matters for the fund and its service providers; the board has designated one of its members to liaise with the Chief Compliance Officer between board meetings to assure that significant compliance issues identified by the Chief Compliance Officer will be brought to the attention of the full board in a timely and appropriate manner. The board may, at any time and in its discretion, change the manner in which it conducts risk oversight.

Committees

The Trust has an Audit Committee and a Nominating and Corporate Governance Committee. The members of the Audit Committee are currently the Independent Trustees. Virginia G. Breen is chairperson of the Audit Committee. The following Independent Trustees are members of the Nominating and Corporate Governance Committee: Richard R. Burt (chairman), Bernard H. Garil and David R. Malpass.

The Audit Committee is responsible for, among other things: (i) overseeing the scope of the fund’s audit; (ii) overseeing the fund’s accounting and financial reporting policies, practices and internal controls; and (iii) approving, and recommending to the board for ratification, the selection, appointment, retention or termination of the fund’s independent registered public accounting firm, as well as determining the compensation thereof. In furtherance of its duties, the Audit Committee also is responsible for, among other things: obtaining assurance from the fund’s independent registered public accounting firm of its independence and discussing any disclosed relationships or services that may diminish the objectivity and independence of the independent registered public accounting firm; inquiring as to the fund’s qualification under Subchapter M of the Internal Revenue Code and the amounts distributed and reported to shareholders; reviewing with the independent registered public accounting firm any problems or difficulties with the audit; and reporting to the full board and making recommendations as it deems necessary or appropriate. Although the Audit Committee has the responsibilities described above, it is not responsible for planning or conducting the fund’s audit or determining whether the fund’s financial statements are complete and accurate and are in accordance with US generally accepted accounting principles. Absent actual knowledge to the contrary, Audit Committee members are entitled to rely on the accuracy of the information they receive from persons within and outside the fund.

The Audit Committee normally meets in conjunction with regular board meetings, or more frequently as called by its chairperson. During the fund’s fiscal year ended April 30, 2026, the Audit Committee held five meetings.

The Trust’s board has also established a Nominating and Corporate Governance Committee that acts pursuant to a written charter. The Nominating and Corporate Governance Committee is responsible for, among other things: selecting, evaluating and recommending to the board candidates to be nominated as additional Independent Trustees; making recommendations to the board with respect to compensation of board and committee members;

31

performing an annual evaluation of the board and its committees; reporting on such evaluation to the board; and performing such other corporate governance functions as the board may authorize.

The Nominating and Corporate Governance Committee held five meetings during the fiscal year ended April 30, 2026.

The Nominating and Corporate Governance Committee will consider nominees recommended by shareholders if a vacancy among the Independent Trustees occurs. In order to recommend a nominee, a shareholder should send a letter to the chairperson of the Nominating and Corporate Governance Committee, Mr. Burt, care of the Secretary of the Trust at UBS Asset Management (Americas) LLC, One North Wacker Drive, Chicago, IL 60606, and indicate on the envelope “Nominating and Corporate Governance Committee.” The shareholder’s letter should state the nominee’s name and should include the nominee’s résumé or curriculum vitae and must be accompanied by a written consent of the individual to stand for election if nominated for the board and to serve if elected by shareholders.

Information about Independent Trustee ownership of securities issued by UBS AM or any company controlling, controlled by or under common control with UBS AM

As of December 31, 2025, the Independent Trustees and their immediate family members did not own any securities issued by UBS AM or any company controlling, controlled by or under common control with UBS AM.

Compensation

Each Independent Trustee receives, in the aggregate from the UBS AM funds he or she oversees, an annual retainer of $300,000. The chairperson of the board receives annually an additional $85,000; the chairperson of the Audit Committee receives annually an additional $35,000; and the chairperson of the Nominating and Corporate Governance Committee receives annually an additional $25,000. In addition, a board member who undertakes any special assignment(s) to provide assistance in coordinating the board’s oversight of compliance matters (Heather R. Higgins) or contract reconsideration matters (Bernard H. Garil and David R. Malpass) receives annually an additional $25,000. The foregoing fees are allocated among all such funds as follows: (i) one-half of the expense is allocated pro rata based on the funds’ relative net assets at the end of the calendar quarter preceding the date of payment; and (ii) one-half of the expense is allocated according to the number of such funds. No officer, director or employee of UBS AM or any of its affiliates presently receives any compensation from the funds for acting as a board member or officer. All board members are reimbursed for expenses incurred in attending meetings.

The table below includes certain information relating to the compensation of the Trust’s current board members and the compensation of those board members from all funds for which UBS AM served as an investment advisor or manager during the periods indicated.

32

Principal holders and management ownership of securities

As of [   ], 2026, trustees and officers owned in the aggregate less than 1% of the outstanding shares of the fund.

As of [   ], 2026, the Trust does not know of any person who owns beneficially 5% or more of the funds’ shares, as the fund had not yet commenced operations.

Investment advisory, administration and principal underwriting arrangements

Investment advisory and administration arrangements. UBS AM acts as the investment advisor and administrator of the fund pursuant to a contract (“Advisory and Administration Contract”) with the Trust. Under the terms of the Advisory and Administration Contract, UBS AM manages the investment operations of the fund and also administers the fund’s business affairs. In return, the fund pays UBS AM a fee, computed daily and paid monthly.

Under the terms of the Advisory and Administration Contract, the fund bears all expenses incurred in its operation that are not specifically assumed by UBS AM. Expenses borne by the fund include the following: (1) fees payable to and expenses incurred on behalf of the fund by UBS AM; (2) organizational expenses; (3) filing fees and expenses relating to the registration and qualification of the fund’s shares under federal and state securities laws and maintenance of such registrations and qualifications; (4) fees and salaries payable to trustees who are not interested persons (as defined in the Investment Company Act) of the Trust by reason of affiliation with UBS AM or any of UBS AM’s affiliates; (5) all expenses incurred in connection with the board members’ services, including travel expenses; (6) taxes (including any income or franchise taxes) and governmental fees; (7) costs of any liability, uncollectible items of deposit and other insurance or fidelity bonds; (8) any costs, expenses or losses arising out of a liability of or claim for damages or other relief asserted against the fund for violation of any law; (9) legal, accounting and auditing expenses, including legal fees of special counsel for the trustees who are not interested persons (as defined in the Investment Company Act) of the Trust by reason of affiliation with UBS AM or any of UBS AM’s affiliates; (10) charges of custodians, transfer agents and other agents; (11) costs of preparing share certificates; (12) expenses of setting in type and printing prospectuses and supplements thereto, statements of additional information and supplements thereto, reports and proxy materials for existing shareholders and costs of mailing such materials to existing shareholders; (13) any extraordinary expenses (including fees and disbursements of counsel) incurred by the fund; (14) fees, voluntary assessments and other expenses incurred in connection with membership in investment company organizations; (15) costs of mailing and tabulating proxies and costs of meetings of shareholders, the board and any committees thereof; (16) the cost of investment company literature and other publications provided to trustees and officers; (17) costs of mailing, stationery and communications equipment; (18) expenses incident to any dividend, withdrawal or redemption options; (19) charges and expenses of any outside pricing service used to value portfolio securities; and (20) interest on borrowings of the fund.

General expenses of the Trust not readily identifiable as belonging to the fund or to the Trust’s other series are allocated among series by or under the direction of the board of trustees in such manner as the board deems fair and equitable. Services provided by UBS AM under the Advisory and Administration Contract, as discussed above, include the provision of a continuous investment program for the fund and supervision of all matters relating to the administration and operation of the fund.

33

Under the Advisory and Administration Contract, UBS AM shall not be liable for any error of judgment or mistake of law or for any loss suffered by the fund in connection with the performance of the Advisory and Administration Contract, except a loss resulting from willful misfeasance, bad faith or gross negligence on the part of UBS AM in the performance of its duties or from reckless disregard of its duties and obligations thereunder. The Advisory and Administration Contract terminates automatically upon assignment, and it is terminable at any time without penalty by the board or by vote of the holders of a majority of the fund’s outstanding voting securities on 60 days’ written notice to UBS AM, or by UBS AM on 60 days’ written notice to the fund.

The fund and UBS AM have entered into a written fee waiver/expense reimbursement agreement pursuant to which UBS AM is contractually obligated to (i) waive 0.05% of its management fee for each class and (ii) waive fees and/or reimburse expenses so that the total ordinary operating expenses of the fund do not exceed 0.18% for Institutional Shares, 0.14% for Preferred Shares, and 0.08% for Ultra Shares through August 12, 2027, and 0.18% for Onchain Shares through [  ], 2027 (the “Expense Limitation”). (As discussed further below, the fund’s fee waiver arrangements also include waivers by UBS AM (US) of a portion of its shareholder servicing fee. The UBS AM (US) shareholder servicing fee waiver contributes to, and does not supplement, the Expense Limitation set forth herein.) The fund has agreed to repay UBS AM for any waived fees/reimbursed expenses to the extent that it can do so over the three years following such waived fees/reimbursed expenses without causing the fund’s expenses in any of those three years to exceed the lesser of any applicable expense limit that is in place for the fund (i) at the time of the waiver or reimbursement, or (ii) at the time of recoupment. The fee waiver/expense reimbursement agreement may be terminated by the fund’s board at any time and also will terminate automatically upon the expiration or termination of the fund’s contract with UBS AM. Upon termination of the agreement, however, UBS AM’s three year recoupment rights will survive.

UBS AM may voluntarily undertake to reimburse expenses in the event that fund yields drop below a certain level. These additional undertakings are voluntary and not contractual and may be terminated at any time and are not subject to future recoupment.

UBS AM has entered into a Sub-Administration Agreement with State Street to provide accounting, portfolio valuation and certain sub-administrative services for the fund. UBS AM pays State Street for the services it provides under the Sub-Administration Agreement.

The fund had not commenced operations as of April 30, 2026. As a result, no fees were paid by the fund for the fiscal years ended April 30, 2026, 2025 or 2024.

The fund has entered into a Service Agreement with State Street to provide certain regulatory support services to the fund, including: website posting of required information for money market funds and Form N-MFP and Form N-CR filing services. The fund pays State Street a fee at an agreed-upon rate for the services it provides under the Service Agreement. The fund had not commenced operations as of April 30, 2026. As a result, no fees were paid by the fund under the Service Agreement for the fiscal years ended April 30, 2026, 2025 or 2024.

Proxy voting policies. The Trust’s board believes that the voting of proxies on securities held by the fund is an important element of the overall investment process. As such, the board has delegated the responsibility to vote such proxies to UBS AM. Following is a summary of UBS AM’s proxy voting policy.

You may obtain information about the fund’s proxy voting decisions, without charge, online on the following website: https://vds.issgovernance.com/vds/#/NDQx/FundFamily=322 under the appropriate “drop down” menu category on this Web page or on the EDGAR database on the SEC’s website (http://www.sec.gov) for the most recent 12-month period ending June 30th for which an SEC filing has been made.

UBS AM’s proxy voting policy is based on its belief that voting rights have economic value and should be treated accordingly. Good corporate governance should in the long term, lead towards better corporate performance and improved shareholder value. Generally, UBS AM expects the boards of directors of companies issuing securities held by its clients to act in the service of the shareholders, view themselves as stewards of the company, exercise good

34

judgment and practice diligent oversight of the management of the company. A commitment to acting in as transparent a manner as possible is fundamental to good governance. While there is no absolute set of standards that determine appropriate corporate governance under all circumstances, and no set of values that will guarantee ethical board behavior, there are certain principles, which UBS AM considers are appropriate to protect the economic value of its clients’ investments. UBS AM may delegate to an independent proxy voting and research service the authority to exercise the voting rights associated with certain client holdings. Any such delegation shall be made with the direction that the votes be exercised in accordance with UBS AM’s proxy voting policy.

When UBS AM’s view of a company’s management is favorable, UBS AM generally supports current management initiatives. When UBS AM’s view is that changes to the management structure would probably increase shareholder value, UBS AM may not support existing management proposals. If management’s performance has been questionable, UBS AM may abstain or vote against specific proxy proposals. In general, UBS AM generally exercises voting rights in accordance with the following principles: (1) with respect to board structure, (a) an effective chair is key, (b) the roles of chair and chief executive officer should be separated, (c) board members should have appropriate and diverse experience and be capable of providing good judgment and diligent oversight of management, (d) the board should include executive and non-executive members; and (2) with respect to board responsibilities, (a) the whole board should be fully involved in endorsing strategy and in all major strategic decisions, (b) the non-executive directors should provide a challenging but positive environment for the executive directors and (c) the board should ensure that at all times (i) appropriate management succession plans are in place; (ii) the interests of executives and shareholders are aligned and the financial audit is independent and accurate; (iii) the brand and reputation of the company is protected and enhanced; (iv) a constructive dialogue with shareholders is encouraged; and (v) it receives all the information necessary to hold management accountable. UBS AM exercises its voting rights in accordance with overarching rationales outlined by its proxy voting policies and procedures that are based on the principles described above.

The proxy voting policy includes guidelines regarding consideration of environmental, social, and corporate governance (“ESG”) factors during the exercise of voting rights on behalf of UBS AM’s clients, such as the fund. Underlying UBS AM’s voting and ESG guidelines are two fundamental objectives: (1) acting in the best financial interest of clients and enhancing the long-term value of their investments; and (2) promoting best practice in corporate governance and ensuring that portfolio companies are sustainable and successful.

UBS AM has implemented procedures designed to address a conflict of interest in voting a particular proxy proposal, which may arise as a result of its or its affiliates’ client relationships, marketing efforts or banking, investment banking and broker/dealer activities. To address such conflicts, UBS AM has imposed information barriers between it and its affiliates who conduct banking, investment banking and broker/dealer activities and has implemented procedures to prevent business, sales and marketing issues from influencing its proxy votes. Whenever UBS AM becomes aware of a conflict with respect to a particular proxy, a vote normally will be cast in line with UBS AM’s proxy voting policy. If it is identified that this action would not be in the best interests of UBS AM’s clients, and under certain circumstances, the relevant internal UBS AM committee may be required to review and resolve the manner in which such proxy is voted.

Principal underwriting arrangements. UBS AM (US), 1285 Avenue of the Americas, New York, NY 10019 and One North Wacker Drive, Chicago, IL 60606, acts as the principal underwriter of the fund’s shares pursuant to a principal underwriting contract with the Trust (“Principal Underwriting Contract”). The Principal Underwriting Contract requires UBS AM (US) to use its best efforts, consistent with its other business, to sell shares of the fund. Shares of the fund are offered continuously. UBS AM (US) may enter into dealer agreements with other broker-dealers (affiliated and unaffiliated) and with other financial institutions to authorize them to sell fund shares.

Shareholder services plan. The fund has adopted a shareholder services (non-rule 12b-1) plan (the “Shareholder Services Plan”) pursuant to which it pays UBS AM (US) a service fee, computed daily and payable monthly, to

35

compensate UBS AM (US) for personal and account maintenance services performed on behalf of its customers and expenses incurred by UBS AM (US) in connection with the fund’s shares. The fund’s Shareholder Services Plan authorizes the fund to pay UBS AM (US) the service fee at an annual rate of up to 0.15% of its average daily net assets and the fund currently pays service fees to UBS AM (US) at the maximum annual rate (unless waived in whole or in part).

UBS AM (US) may pass through any or all of the service fees to such dealers as UBS AM (US) may from time to time determine or retain such service fees where UBS AM (US) directly provides services to such investors.

Among other things, the Shareholder Services Plan provides that (1) UBS AM (US) will submit to the board at least annually, and the board members will review, reports regarding all amounts expended under the Shareholder Services Plan and the purposes for which such expenditures were made, and (2) the Shareholder Services Plan will continue in effect only so long as it is approved at least annually, and any material amendment thereto is approved, by the board, including those trustees who are not “interested persons,” and who have no direct or indirect financial interest in the operation of the Shareholder Services Plan or any agreement related to the Shareholder Services Plan.

The fund and UBS AM (US) have entered into a written fee waiver agreement pursuant to which UBS AM (US) is contractually obligated to waive a portion of its Shareholder services fee equal to 0.04% for Institutional Shares, 0.08% for Preferred Shares, 0.14% for Ultra Shares through August 12, 2027 and 0.04% for Onchain Shares through [  ], 2027. The UBS AM (US) shareholder servicing fee waiver contributes to, and does not supplement, the Expense Limitation set forth above.

UBS AM (US) may also voluntarily undertake to waive service fees in the event that fund yields drop below a certain level. These additional undertakings are voluntary and not contractual and may be terminated at any time and are not subject to future recoupment.

The fund had not commenced operations as of April 30, 2026. As a result, no fees were paid by the fund under the Shareholder Services Plan for the fiscal years ended April 30, 2026, 2025 or 2024.

UBS AM (US) may make cash and non-cash payments to affiliated and unaffiliated broker-dealers and other financial intermediaries (collectively, “Financial Intermediaries”) that engage in selling efforts on behalf of the fund, subject to the internal policies and procedures of UBS AM (US). The source of such payments may come from UBS AM (US)’s own resources (including through transfers from affiliates). Payments made out of the underwriter’s own resources are often referred to as “revenue sharing.” Revenue sharing payments generally are based on the value of fund shares sold as a result of such selling efforts although they could take other forms (such as, without limitation, ticket charges or “trail” fees for servicing shareholder accounts). Revenue sharing payments are negotiated by UBS AM (US) and may also be based on such other factors as the Financial Intermediary’s ability to attract and retain assets, the quality and quantity of the services provided by the Financial Intermediary, the Financial Intermediary’s relationship with UBS AM (US) or the reputation of the Financial Intermediary.

Revenue sharing payments are made by UBS AM (US) out of its own resources (and not out of fund assets). The value of a shareholder’s investment in the fund and the return on that investment will be unaffected by these revenue sharing payments. The source of revenue sharing payments may come from transfers from other UBS entities, such as UBS AM. UBS AM (US) may pay Financial Intermediaries a finder’s fee for a variety of reasons, including (1) where UBS AM (US) is paying shareholder servicing fees or making other payments to a separate Financial Intermediary that makes shares available to others, (2) where the assets in an account reach a certain threshold or (3) where a Financial Intermediary provides marketing support or access to sales platforms or personnel.

UBS AM (US) provides Financial Intermediaries with sales literature and advertising materials relating to the registered investment companies advised by UBS AM. UBS AM (US) also shares expenses with Financial Intermediaries for costs incurred in hosting seminars for employees and clients of Financial Intermediaries, subject to

36

UBS AM (US)’s internal policies and procedures governing payments for such seminars. These seminars may take place at UBS AM (US)’s headquarters or other appropriate locations and may include reimbursement of travel expenses (i.e., transportation, lodging and meals) of employees of Financial Intermediaries in connection with training and education seminars. Subject to UBS AM (US)’s internal policies and procedures, UBS AM (US) may provide any or all of the following to employees of Financial Intermediaries and their guest(s): (i) an occasional meal, a sporting event or theater ticket or other comparable entertainment; (ii) gifts of less than $100 per person per year; and/or (iii) UBS AM (US)’s promotional items of nominal value (golf balls, shirts, etc.). In addition, Financial Intermediaries may maintain omnibus accounts and/or have similar arrangements with UBS AM (US) and may be paid by UBS AM (US) for providing sub-transfer agency and other services.

Certain record owners of fund shares may be trust or other accounts maintained by state or federally chartered crypto banks or other financial intermediaries in the digital asset ecosystem (“Digital Asset Intermediaries”). Digital Asset Intermediaries may provide custody, staking, governance, and settlement services to their customers, who may be payment stablecoin issuers or end-users of payment stablecoins. In consideration of these shareholder services, UBS AM and/or its affiliates may make payments to one or more Digital Asset Intermediaries. Any such payments will be made from the assets of UBS AM and/or such affiliates. Such payments may be separate from or in addition to any amounts paid under a shareholder services plan.

You should ask your Financial Intermediary about any payment it receives from the underwriter and any services provided.

Transfer agency related services. UBS Financial Services Inc. provides certain services to the fund pursuant to a delegation of authority from BNY Mellon Investment Servicing (US) Inc. (“BNY Mellon”), the fund’s transfer agent and is compensated for these services by BNY Mellon, not the fund. The fund had not commenced operations as of April 30, 2026. As a result, no fees were received by UBS Financial Services Inc. from BNY Mellon for the fiscal years ended April 30, 2026, 2025 or 2024.

Portfolio transactions

The fund purchases portfolio securities from dealers and underwriters as well as from issuers. Securities are usually traded on a net basis with dealers acting as principal for their own accounts without a stated commission. Prices paid to dealers in principal transactions generally include a “spread,” which is the difference between the prices at which the dealer is willing to purchase and sell a specific security at the time. When securities are purchased directly from an issuer, no commissions or discounts are paid. When securities are purchased in underwritten offerings, they include a fixed amount of compensation to the underwriter.

For purchases or sales with broker-dealer firms that act as principal, UBS AM seeks best execution. Although UBS AM may receive certain research or execution services in connection with these transactions, it will not purchase securities at a higher price or sell securities at a lower price than would otherwise be paid if no weight was attributed to the services provided by the executing dealer. UBS AM may engage in agency transactions in over-the-counter securities in return for research and execution services. These transactions are entered into only pursuant to procedures that are designed to ensure that the transaction (including commissions) is at least as favorable as it would have been if effected directly with a market-maker that did not provide research or execution services.

Research services and information received from brokers or dealers are supplemental to UBS AM’s own research efforts and, when utilized, are subject to internal analysis before being incorporated into its investment processes. Information and research services furnished by brokers or dealers through which or with which the fund effects securities transactions may be used by UBS AM in advising other funds or accounts and, conversely, research services furnished to UBS AM by brokers or dealers in connection with other funds or accounts may be used in advising the fund.

37

The fund has not commenced operations as of April 30, 2026. As a result, the fund did not pay brokerage commissions for the fiscal years ended April 30, 2026, 2025 or 2024. Therefore, the fund did not allocate any brokerage transactions for research, analysis, advice and similar services.

Investment decisions for the fund and for other investment accounts managed by UBS AM are made independently of one another in light of differing considerations for the various accounts. However, the same investment decision may occasionally be made for the fund and one or more accounts. In such cases, simultaneous transactions are inevitable. Purchases or sales are then averaged as to price and allocated between the fund and the other account(s) as to amount in a manner deemed equitable to the fund and the other account(s). While in some cases this practice could have a detrimental effect upon the price or value of the security as far as the fund is concerned, or upon its ability to complete its entire order, in other cases it is believed that simultaneous transactions and the ability to participate in volume transactions will be beneficial to the fund.

As of April 30, 2026, the fund did not own securities issued by its regular broker-dealers or entities that may be deemed affiliates of those regular broker-dealers (as defined in Rule 10b-1 under the Investment Company Act).

Additional information regarding redemptions

Additional redemption information. The redemption price may be more or less than the shareholder’s cost, depending on the market value of the fund’s portfolio at the time, although the fund attempts to maintain a constant net asset value of $1.00 per share.

Under normal circumstances, the fund will redeem shares when so requested by the shareholder, a shareholder’s broker-dealer, the shareholder’s Financial Advisor or his or her financial institution. Such a redemption order will be executed at the net asset value next determined after the order is received by UBS AM (US) or the fund’s transfer agent. Redemptions of the fund’s shares effected through a broker-dealer or other financial institution may be subject to a service charge by that broker-dealer or other financial institution.

Valuation of shares

The fund uses its best efforts to maintain its net asset value at $1.00 per share. The fund’s net asset value per share is typically determined by the fund’s custodian, State Street, nine times each business day, every hour on the hour, beginning at 9:00 a.m. (Eastern time) and concluding at 5:00 p.m. (Eastern time). Generally, the net asset value will not be determined on the following holidays: New Year’s Day, Martin Luther King, Jr. Day, Presidents’ Day, Good Friday, Memorial Day, Juneteenth National Independence Day, Independence Day, Labor Day, Columbus Day, Veterans Day, Thanksgiving Day and Christmas Day.

The fund values its portfolio securities in accordance with the amortized cost method of valuation under Rule 2a-7 (the “Rule”) under the Investment Company Act. To use amortized cost to value its portfolio securities, the fund must adhere to certain conditions under the Rule relating to its investments, some of which are discussed in this SAI. Amortized cost is an approximation of market value of an instrument, whereby the difference between its acquisition cost and value at maturity is amortized on a straight-line basis over the remaining life of the instrument. The effect of changes in the market value of a security as a result of fluctuating interest rates is not taken into account, and thus the amortized cost method of valuation may result in the value of a security being higher or lower than its actual market value. If a large number of redemptions take place at a time when interest rates have increased, the fund might have to sell portfolio securities prior to maturity and at a price that might not be desirable.

38

The fund’s board has established procedures (“Procedures”) for the purpose of maintaining a constant net asset value of $1.00 per share, which include a review of the extent of any deviation of net asset value per share, based on available market quotations, from the $1.00 amortized cost per share. If that deviation exceeds 1/2 of 1% for the fund, the board will promptly consider whether any action should be initiated to eliminate or reduce material dilution or other unfair results to shareholders. Such action may include redeeming shares in kind, selling portfolio securities prior to maturity, reducing or withholding dividends and utilizing a net asset value per share as determined by using available market quotations. In addition, if the Board determines that the fund can no longer maintain a constant net asset value of $1.00 per share, the fund may, as part of converting to a market-based net asset value, take steps to: (i) temporarily suspend the offering of fund shares; and (ii) delay the payment of redemption proceeds for up to seven days, as permitted by the Investment Company Act.

The board may also reduce the number of shares outstanding on a pro rata basis through a reverse stock split to the extent permissible by applicable law and the Trust’s organizational documents. The board may consider this action if the fund has a negative gross yield as a result of negative interest rates to maintain the fund’s $1.00 net asset value per share. The use of such measures is subject to certain determinations by the fund’s board and disclosure requirements, and may have tax implications for the fund and its shareholders. Consistent with SEC staff guidance, a reverse stock split may trigger a filing with the SEC on Form N-CR.

Rule 2a-5 (“Rule 2a-5”) under the Investment Company Act provides that a market quotation is readily available only when that quotation is a quoted price (unadjusted) in active markets for identical investments that the fund can access at the measurement date, provided that a quotation will not be readily available if it is not reliable. Securities for which market quotations are not readily available must be valued at fair value as determined in good faith by or under the direction of the board or its designee. The board designated UBS AM as the valuation designee pursuant to Rule 2a-5 to perform fair value determinations for the fund. UBS AM, as the valuation designee, is responsible for periodically assessing any material risks associated with the determination of the fair value of the fund’s investments; establishing and applying fair value methodologies; testing the appropriateness of fair value methodologies; and overseeing and evaluating third-party pricing services. UBS AM has a valuation committee to assist with its designated responsibilities as valuation designee. Valuing securities at fair value involves greater reliance on judgment than valuing securities that have readily available market quotations. Accordingly, there can be no assurance that the determination of a security’s fair value in accordance with the fund’s valuation procedures will in fact approximate the price at which the fund could sell that security at that time.

As an SEC registered money market fund, the fund will maintain a dollar-weighted average portfolio maturity of 60 days or less and a dollar-weighted average life (“WAL”) for its portfolio of 120 days or less, will not purchase any instrument having, or deemed to have, a remaining maturity of more than 397 days, will limit portfolio investments, including repurchase agreements, to those US-dollar denominated instruments that are of high quality under the Rule and that UBS AM, acting pursuant to the Procedures, determines present minimal credit risks, and will comply with certain reporting and recordkeeping procedures. However, as discussed above, the fund further restricts its investments consistent with the GENIUS Act, and its WAL will be shorter than that permitted for most other money market funds. There is no assurance that constant net asset value per share will be maintained. If amortized cost ceases to represent fair value per share, UBS AM will take appropriate action as the fund’s valuation designee pursuant to Rule 2a-5 under the Investment Company Act.

In determining the approximate market value of portfolio investments, the fund may employ outside organizations, which may use a matrix or formula method that takes into consideration market indices, matrices, yield curves and other specific adjustments. This may result in the securities being valued at a price different from the price that would have been determined had the matrix or formula method not been used. Other assets, if any, are valued at fair value as determined in good faith by or under the direction of UBS AM as the fund’s valuation designee.

39

Taxes

Qualification as a regulated investment company. The fund intends to qualify for treatment as a regulated investment company (“RIC”) under Subchapter M of the Internal Revenue Code. To so qualify, the fund must distribute to its shareholders in each taxable year an amount at least equal to the sum of 90% of its investment company taxable income (consisting generally of taxable net investment income and net short-term capital gains, if any, determined without regard to any deduction for dividends paid) and any net tax-exempt income and must meet several additional requirements. With respect to the fund, these requirements include the following: (1) the fund must derive at least 90% of its gross income each taxable year from dividends, interest, payments with respect to securities loans, gains from the sale or other disposition of securities, net income derived from an interest in a qualified publicly-traded partnership and certain other income; (2) at the close of each quarter of the fund’s taxable year, at least 50% of the value of its total assets must be represented by cash and cash items, US government securities, securities of other RICs and other securities that are limited, in respect of any one issuer, to an amount that does not exceed 5% of the value of the fund’s total assets nor 10% of the voting securities of such issuer; and (3) at the close of each quarter of the fund’s taxable year, not more than 25% of the value of its total assets may be invested in securities (other than US government securities or the securities of other RICs) of any one issuer, in two or more issuers that the fund controls and which are engaged in the same or similar trades or businesses or of one or more qualified publicly-traded partnerships.

By qualifying for treatment as a RIC, the fund (but not its shareholders) will be relieved of federal income tax on the portion of its investment company taxable income and net capital gain that it distributes to shareholders, provided that it distributes an amount at least equal to 90% of its investment company taxable income for the taxable year. If the fund failed to qualify for treatment as a RIC for any taxable year, (1) it would be taxed as an ordinary corporation on the full amount of its taxable income for that year without being able to deduct the distributions it makes to its shareholders and (2) the shareholders would treat all those distributions as dividends (that would generally be taxed as ordinary income) to the extent of the fund’s earnings and profits. In addition, the fund could be required to recognize unrealized gains, pay substantial taxes and interest, and make substantial distributions before requalifying for RIC treatment.

The fund will be subject to a nondeductible 4% excise tax to the extent it fails to distribute by the end of any calendar year substantially all its ordinary (i.e., taxable) income (taking into account certain deferrals and elections) for that year and any capital gain net income for the one-year period ending October 31 of that year, plus certain other amounts.

Dividends paid by the fund will not qualify as “exempt-interest dividends,” and will not be excludable from gross income by its shareholders, because the fund will not invest at least 50% of the value of its total assets in securities the interest on which is excludable from gross income.

Taxes on fund distributions. Distributions of investment company taxable income are taxable to you, whether paid in cash or reinvested in fund shares. Distributions of net investment income received by the fund from investments in debt securities and any net realized short-term capital gains distributed by the fund will be taxable to shareholders as ordinary income and will not be eligible for the dividends-received deduction for corporations. Due to its investment strategies, the fund will not typically derive material amounts of net long-term capital gains.

Although current tax law generally provides for a minimum tax rate for individual taxpayers of 15% or 20% (depending on whether the individual’s income exceeds certain threshold amounts) on certain qualifying dividend income, distributions from funds such as this fund investing primarily in bonds and other debt instruments will not generally qualify for the lower tax rates.

40

Taxable distributions to foreign investors will generally be subject to US withholding tax at a rate of 30% (or a lower rate under an applicable tax treaty). Distributions to non-residents of short-term capital gains and interest income are expected to be subject to withholding tax because certain detailed information necessary for a possible exemption is not expected to be available.

Please be advised that abandoned or unclaimed property laws for certain states (to which your account may be subject) require financial organizations to transfer (escheat) unclaimed property (including shares of a fund) to the appropriate state if no activity occurs in an account for a period of time specified by state law. For IRA accounts escheated to a state under these abandoned property laws, the escheatment will generally be treated as a taxable distribution to you; federal and any applicable state income tax will be withheld. This may apply to your Roth IRA as well.

Certain distributions reported by the fund as Section 163(j) interest dividends under the Internal Revenue Code may be treated as interest income by shareholders for purposes of the tax rules applicable to interest expense limitations under the Internal Revenue Code Section 163(j). Such treatment by the shareholder is generally subject to holding period requirements and other potential limitations, although the holding period requirements are generally not applicable to dividends declared by money market funds and certain other funds that declare dividends daily and pay such dividends on a monthly or more frequent basis. The amount that the fund is eligible to report as a Section 163(j) dividend for a tax year is generally limited to the excess of the fund’s business interest income over the sum of the fund’s (i) business interest expense and (ii) other deductions properly allocable to the fund’s business interest income.

The fund is required to withhold US tax (at a 30% rate) on payments of taxable dividends made to certain non-US entities that fail to comply (or be deemed compliant) with extensive reporting and withholding requirements designed to inform the US Department of the Treasury of US-owned foreign investment accounts. Shareholders may be requested to provide additional information to the fund to enable the fund to determine whether withholding is required.

Non-US shareholders may also be subject to estate tax with respect to their shares of the fund.

The foregoing is a general, abbreviated summary of certain provisions of the federal tax laws currently in effect as they directly govern the taxation of shareholders of the fund. These provisions are subject to change by legislative or administrative action, and any such change may be retroactive with respect to fund transactions. Shareholders are advised to consult with their own tax advisers for more detailed information concerning federal tax matters, as well as the effects of any state, local and foreign tax laws.

Sale of fund shares. Assuming the fund consistently maintains a stable net asset value of $1.00 per share, you will have no taxable gain or loss on a sale or redemption of fund shares. Because Onchain Shares may be transferred in peer-to-peer transactions, a shareholder disposing of Onchain Shares via peer-to-peer transaction may realize gains and losses generally due to differences between the price at which Onchain Shares were acquired and the price at which Onchain Shares are transferred. Such realized gains and losses generally would be accounted for separately unless the shareholder adopted the simplified, aggregate accounting method. Shareholders are urged to consult their tax advisors.

Medicare Tax. An additional 3.8% Medicare tax is imposed on certain net investment income (including ordinary dividends and capital gain distributions received from the fund and net gains from redemptions or other taxable dispositions of fund shares) of US individuals, estates and trusts to the extent that such person’s “modified adjusted gross income” (in the case of an individual) or “adjusted gross income” (in the case of an estate or trust) exceeds certain threshold amounts.

Backup withholding. The fund is required to withhold 24% of all dividends payable to individuals and certain other non-corporate shareholders who do not provide the fund or UBS Financial Services Inc. with a correct taxpayer identification number or who are otherwise subject to backup withholding.

41

Potential conflicts of interest

Activities of UBS Asset Management (Americas) LLC and its affiliates (collectively, “UBS Asset Management”), UBS Securities LLC and UBS Financial Services Inc. and their affiliates (collectively, “UBS”) and other accounts managed by UBS

UBS Asset Management is a large asset management firm with approximately $[   ] trillion in assets under management worldwide as of [   ], 2026.¹ UBS Asset Management offers investment capabilities and investment styles across all major traditional and alternative asset classes, including equity, fixed income, currency, hedge fund, real estate, infrastructure and private equity investment capabilities that can also be combined in multi-asset strategies. UBS Asset Management has nine main hubs globally: Chicago, Hong Kong, London, New York, Shanghai, Singapore, Sydney, Tokyo and Zurich.

UBS is a worldwide full-service investment banking, broker-dealer, asset management and financial services organization. As a result, UBS Asset Management and UBS (including, for these purposes, their directors, partners, officers and employees) worldwide, including the entities and personnel who may be involved in the investment activities and business operations of the fund, are engaged in businesses and have interests other than that of managing the fund. These activities and interests include potential multiple advisory, transactional, financial, consultative, and other interests in transactions, companies, securities and other instruments that may be engaged in, purchased or sold by the fund. This section sets forth considerations of which investors in the fund should be aware, and which may cause conflicts of interest on the part of UBS and UBS Asset Management that could disadvantage the fund. To address these potential conflicts, UBS and UBS Asset Management have established various policies and procedures that are reasonably designed to detect and prevent these potential conflicts of interest and prevent the fund from being disadvantaged.

Prospective investors should carefully review the following, which more fully describes these and other potential conflicts of interest presented by UBS Asset Management’s and UBS’ other businesses and interests.

Potential conflicts relating to portfolio decisions, the sale of fund shares and the allocation of investment opportunities

UBS’ other activities may have an impact on the fund. UBS Asset Management makes decisions for the fund in accordance with its obligations as investment advisor to the fund. However, UBS’ other activities may, at the same time, have a negative impact on the fund. As a result of the various activities and interests of UBS, it is likely that the fund will have multiple business relationships with, engage in transactions with, make voting decisions with respect to, or obtain services from UBS and other entities for which UBS performs or seeks to perform investment banking or other services. It is also likely that the fund will undertake transactions in securities in which UBS makes a market or otherwise has other direct or indirect interests.

UBS conducts extensive broker-dealer, banking and other activities around the world and provides investment banking, broker-dealer, prime brokerage, administrative and other services to clients which may involve markets and securities in which the fund invests. These activities will give UBS broad access to the current status of certain markets and investments. As a result of the activities described in this paragraph and the access and knowledge arising from those activities, parts of UBS may be in possession of information in respect of markets and investments, which, if known to UBS Asset Management, might cause UBS Asset Management to seek to dispose of, retain or increase interests in investments held by the fund or acquire certain positions on behalf of the fund. UBS will be under no duty to make any such information available to the fund or personnel of UBS Asset Management making investment decisions on behalf of the fund and maintains information barriers designed to prevent the misuse of such information. In general, personnel of UBS Asset Management making investment decisions will make decisions based solely upon information known by such decision makers without regard to information known by other UBS personnel.

42

In conformance with the fund’s investment objective and subject to compliance with applicable law, UBS Asset Management may purchase securities for the fund during an underwriting or other offering of securities in which a broker/dealer affiliate acts as a manager, co-manager, underwriter or placement agent, or receives a benefit in the form of management, underwriting, or other fees. Affiliates of UBS Asset Management may act in other capacities in such offerings for which a fee, compensation, or other benefit will be received. From time to time, affiliates of UBS Asset Management will be current investors in companies engaged in an offering of securities which UBS Asset Management may purchase on behalf of its clients. Such purchases may provide a direct or indirect benefit to UBS Asset Management affiliates acting as a selling shareholder. UBS Asset Management may also participate in structured fixed income offerings of securities in which a related person may serve as trustee, depositor, originator, service agent or other service provider in which fees will be paid to such related person. Further, a related person may act as originator and/or servicing agent of loans or receivables for a structured fixed income offering in which UBS Asset Management may invest fund assets. Participation in such offering may directly or indirectly relieve financial obligations of related persons.

UBS Asset Management may purchase or sell, or recommend for purchase or sale, for its investment advisory clients securities of companies: (i) with respect to which its affiliates act as an investment banker or financial adviser; (ii) with which its affiliates have other confidential relationships; (iii) in which its affiliates maintain a position or (iv) for which its affiliates make a market; or in which it or its officers, directors or employees or those of its affiliates own securities or otherwise have an interest. Except to the extent prohibited by law or regulation or by client instruction, UBS Asset Management may recommend to its clients, or purchase for its clients, securities of issuers in which UBS has an interest as described in this paragraph.

UBS’ financial and other interests and relationships may incentivize UBS to promote the sale of fund shares. UBS, its personnel and other financial service providers, have interests in promoting sales of the fund. UBS Asset Management may also make cash and non-cash payments to banks, broker-dealers, insurance companies, financial planning firms and other financial intermediaries, that sell shares of the fund, subject to UBS Asset Management’s internal policies and procedures. The source of such payments may come from the underwriter’s own resources (including through transfers from affiliates). Payments made out of the underwriter’s own resources are often referred to as “revenue sharing.” Please read the section entitled “Investment advisory, administration and principal underwriting arrangements” for more information.

With respect to both UBS and its personnel, the remuneration and profitability relating to services to and sales of the fund or other products may be greater than the remuneration and profitability relating to services to and sales of other products that might be provided or offered by UBS or other third parties. UBS and its sales personnel may directly or indirectly receive a portion of the fees and commissions charged to the fund or its shareholders. UBS and its advisory or other personnel may also benefit from increased amounts of assets under management. Fees and commissions charged to the fund may also be higher than for other products or services, and the remuneration and profitability to UBS and such personnel resulting from transactions on behalf of or management of the fund may be greater than the remuneration and profitability resulting from similar transactions for other funds or products.

UBS also may have relationships with, and purchase, or distribute or sell, services or products from or to, distributors, consultants and others who recommend the fund, or who engage in transactions with or for the fund. For example, UBS regularly participates in industry and consultant sponsored conferences and may purchase educational, data or other services from consultants or other third parties that it deems to be of value to its personnel and its business. The products and services purchased from consultants may include, but are not limited to, those that help UBS understand the consultant’s points of view on the investment management process. Consultants and other parties that provide consulting or other services to potential investors in the fund may receive fees from UBS or the fund in connection with the distribution of shares in the fund or other UBS products. For example, UBS may enter into revenue or fee sharing arrangements with consultants, service providers, and other intermediaries relating to investments in mutual funds, collective trusts, or other products or services offered or

43

managed by UBS Asset Management. UBS may also pay a fee for membership in industry-wide or state and municipal organizations or otherwise help sponsor conferences and educational forums for investment industry participants including, but not limited to, trustees, fiduciaries, consultants, administrators, state and municipal personnel and other clients. UBS’ membership in such organizations allows UBS to participate in these conferences and educational forums and helps UBS interact with conference participants and to develop an understanding of the points of view and challenges of the conference participants. In addition, UBS’ personnel, including employees of UBS, may have board, advisory, brokerage or other relationships with issuers, distributors, consultants and others that may have investments in the fund or that may recommend investments in the fund. In addition, UBS, including UBS Asset Management, may make charitable contributions to institutions, including those that have relationships with clients or personnel of clients. UBS’ personnel may also make political contributions. As a result of the relationships and arrangements described in this paragraph, consultants, distributors and other parties may have conflicts associated with their promotion of the fund or other dealings with the fund that create incentives for them to promote the fund or certain portfolio transactions.

To the extent permitted by applicable law, UBS Asset Management may make payments to authorized dealers and other financial intermediaries (“Intermediaries”) from time to time to promote the fund. The additional payments by UBS Asset Management may also compensate Intermediaries for subaccounting, administrative and/or shareholder processing services that are in addition to the fees paid for these or similar services by the fund. Payments made by UBS Asset Management may vary between different Intermediaries. Please read the section entitled “Investment advisory, administration and principal underwriting arrangements” for more information.

Potential conflicts relating to the allocation of investment opportunities among the fund and other UBS accounts. UBS Asset Management provides investment advisory services to certain accounts, including through model based programs, UBS Asset Management may have investment discretion (“Discretionary Accounts”) or may not have investment discretion (“Non-Discretionary Accounts”). In the case of Non-Discretionary Accounts, the account will typically be notified of recommended changes to a model simultaneously with the Discretionary Accounts. With respect to the fund, UBS Asset Management may follow a strategy that is expected to be similar over time to that utilized by those accounts. The fund and the Non-Discretionary Account clients are subject to independent management and, given the independence in the implementation of advice to these accounts, there can be no assurance that such investment advice will be implemented simultaneously. Neither UBS Asset Management nor its affiliates will know when advice issued has been executed (if at all) and, if so, to what extent. Therefore, it is possible that prior execution by Non-Discretionary Accounts could adversely affect the prices and availability of the securities, currencies and instruments in which the fund invests.

Other potential conflicts relating to the management of the fund by UBS Asset Management

Potential restrictions and issues relating to information held by UBS. From time to time and subject to UBS Asset Management’s policies and procedures regarding information barriers, UBS Asset Management may consult with personnel in other areas of UBS, or with persons unaffiliated with UBS. The performance by such persons of obligations related to their consultation with personnel of UBS Asset Management could conflict with their areas of primary responsibility within UBS or elsewhere. There will be no obligation on the part of such persons to make available for use by the fund any information or strategies known to them or developed in connection with their own client, proprietary or other activities. In addition, UBS will be under no obligation to make available any research or analysis prior to its public dissemination.

In connection with its management of the fund, UBS Asset Management may have access to certain fundamental analysis and proprietary technical models developed by UBS Asset Management or its affiliates (including UBS). UBS Asset Management will not be under any obligation, however, to effect transactions on behalf of the fund in accordance with such analysis and models. In addition, neither UBS Asset Management nor any of its affiliates (including UBS) will have any obligation to make available any information regarding their proprietary activities or strategies, or the activities or strategies used for other accounts managed by them, for the benefit of the

44

management of the fund, and it is not anticipated that UBS Asset Management will have access to such information for the purpose of managing the fund. The proprietary activities or portfolio strategies of UBS Asset Management and its affiliates (including UBS) or the activities or strategies used for accounts managed by them or other client accounts could conflict with the transactions and strategies employed by UBS Asset Management, and have adverse effects on the fund.

Potential conflicts relating to UBS’ and UBS Asset Management’s proprietary activities and activities on behalf of other accounts. Transactions undertaken by UBS or client accounts managed by UBS (“Client Accounts”) may adversely impact the fund. UBS and one or more Client Accounts may buy or sell positions while the fund is undertaking the same or a differing, including potentially opposite, strategy, which could disadvantage the fund. For example, an equity fund (but not this money market fund) may establish a short position in a security and UBS or other Client Accounts may buy that same security. The subsequent purchase may result in an increase of the price of the underlying position in the short sale exposure of the equity fund and such increase in price would be to the equity fund’s detriment. Conversely, the equity fund may buy a security, and UBS or Client Accounts may establish a short position in that same security. The subsequent short sale may result in impairment of the price of the security which the equity fund holds. Conflicts may also arise because portfolio decisions regarding the equity fund may benefit UBS or other Client Accounts.

For example, the sale of a long position or establishment of a short position by the equity fund may impair the price of the same security sold short by (and therefore benefit) UBS or other Client Accounts, and the purchase of a security or covering of a short position in a security by the fund may increase the price of the same security held by (and therefore benefit) UBS or other Client Accounts.

The directors, officers and employees of UBS and UBS Asset Management may buy and sell securities or other investments for their own accounts or for seed capital accounts (including through investment funds managed by UBS and UBS Asset Management). As a result of differing trading and investment strategies or constraints, positions may be taken by directors, officers and employees that are the same, different from or made at different times than positions taken for the fund. To reduce the possibility that the fund will be materially adversely affected by the personal or proprietary trading described above, the fund, UBS and UBS Asset Management have established policies and procedures that restrict securities trading in the personal accounts of investment professionals and others who normally come into possession of information regarding the fund’s portfolio transactions.

UBS Asset Management’s affiliates have direct or indirect interests in electronic communication networks and alternative trading systems (collectively “ECNs”). UBS Asset Management, in accordance with its fiduciary obligation to seek to obtain best execution, may execute client trades through ECNs in which its related persons have, or may acquire, an interest. A related person may receive compensation based upon its ownership percentage in relation to the transaction fees charged by the ECNs. UBS Asset Management will execute through an ECN in which a related person has an interest only in situations where it reasonably believes such transactions will be in the best interests of its clients and the requirements of applicable law have been satisfied.

In accordance with Section 11(a) of the Securities Exchange Act of 1934, as amended, and the rules thereunder, UBS Asset Management’s affiliates may effect transactions for fund or advisory client accounts on a national securities exchange of which an affiliate is an equity owner and/or a member and may retain compensation in connection with those transactions.

Gifts and entertainment. From time to time, directors, officers and employees of UBS and UBS Asset Management may receive gifts and/or entertainment from clients, intermediaries, or service providers to the fund, UBS and UBS Asset Management, which could have the appearance of affecting or may potentially affect the judgment of the directors, officers and employees or the manner in which they conduct business on behalf of the fund, UBS and UBS Asset Management. To reduce the appearance of impropriety and the possibility that the fund may be materially

45

adversely affected by such gifts and entertainment, UBS and UBS Asset Management have established policies and procedures that restrict the receipt of gifts and entertainment from clients, intermediaries, or service providers to the fund, UBS and UBS Asset Management.

UBS may in-source or outsource. Subject to applicable law, UBS, including UBS Asset Management, may from time to time and without notice to investors in-source or outsource certain processes or functions in connection with a variety of services that it provides to the fund in its administrative or other capacities. Such in-sourcing or outsourcing may give rise to additional conflicts of interest.

Selection of brokers and dealers and commission rates

While UBS Asset Management selects brokers primarily on the basis of the execution capabilities, UBS Asset Management, in its discretion, may cause a client to pay a commission to brokers or dealers for effecting a transaction for that client in excess of the amount another broker or dealer would have charged for effecting that transaction. This may be done when UBS Asset Management has determined in good faith that the commission is reasonable in relation to the value of the execution, brokerage and/or research services provided by the broker. UBS Asset Management’s arrangements for the receipt of research services from brokers may create conflicts of interest, in that UBS Asset Management has an incentive to choose a broker or dealer that provides research services, instead of one that charges a lower commission rate but does not provide any research.

UBS Asset Management does not allocate the relative costs or benefits of research received from brokers or dealers among clients because UBS Asset Management believes that the research received is, in the aggregate, of assistance in fulfilling UBS Asset Management’s overall responsibilities to clients. The research may be used in connection with the management of accounts other than those for which trades are executed by the brokers or dealers providing the research. UBS Asset Management may receive a variety of research services and information on many topics, which UBS Asset Management can use in connection with its management responsibilities with respect to the various accounts over which it exercises investment discretion or otherwise provides investment advice. These topics include: issuers, industries, securities, economic factors and trends, portfolio strategy, the performance of accounts, statistical information, market data, earnings estimates, credit analysis, pricing, risk measurement analysis, and other information that may affect US or foreign economies, security prices, or management of the portfolio.

The research services may include written reports, pricing and appraisal services, market data services, analysis of issues raised in proxy statements, educational seminars, subscriptions to trade journals, portfolio attribution and monitoring services and computer software and access charges which are directly related to investment research. Research services may be received in the form of written reports, online services, telephone contacts and personal meetings with security analysts, economists, corporate and industry spokespersons, investment consultants and government representatives. Research services are either provided directly by broker-dealers or generated by third parties and are provided by the brokerage firm to which the commissions are paid including commission sharing arrangements.

Certain services may be mixed use, or used for research purposes as well as other purposes. Payment for these services is made as follows: the portion allocated to research is paid for through commissions, and the portion allocated to other purposes is paid for by UBS Asset Management. This allocation is determined by UBS Asset Management’s Best Execution and Trading Committee in good faith and based on objective criteria, to the extent available, of the amounts used for research and non-research purposes; however, the decision regarding what amounts are paid by UBS Asset Management versus paid by clients through commissions presents a conflict of interest. Research services received from brokers and dealers may be supplemental to UBS Asset Management’s own research efforts and, when utilized, are subject to internal analysis before being incorporated into UBS Asset Management’s investment process. As a practical matter, it would not be possible for UBS Asset Management to generate all of the information presently provided by brokers and dealers.

UBS Asset Management may receive in-house or proprietary research from dealers that execute trades on a principal basis for its clients. The research received will be of the type described above, excluding third-party research services.

46

Potential regulatory restrictions on investment advisor activity

From time to time, the activities of the fund may be restricted because of regulatory requirements applicable to UBS and/or its internal policies designed to comply with, limit the applicability of, or otherwise relate to such requirements. A client not advised by UBS would not be subject to some of those considerations. There may be periods when UBS Asset Management may not initiate or recommend certain types of transactions, or may otherwise restrict or limit its advice with respect to certain securities or instruments issued by or related to companies for which UBS is performing investment banking, market making or other services or has proprietary positions or otherwise has come into possession of material inside information. For example, when UBS is engaged in an underwriting or other distribution of securities of, or advisory services for, a company, the fund may be prohibited from or limited in purchasing or selling securities of that company. Similar situations could arise if UBS personnel serve as directors of companies the securities of which the fund wishes to purchase or sell. The larger UBS Asset Management’s investment advisory business and UBS’ businesses, the larger the potential that these restricted list policies will impact investment transactions. However, if permitted by applicable law, the fund may purchase securities or instruments that are issued by such companies or are the subject of an underwriting, distribution, or advisory assignment by UBS, or in cases in which UBS personnel are directors or officers of the issuer.

The investment activities of UBS for its proprietary accounts and for Client Accounts may also limit the investment strategies and rights of the fund. For example, in regulated industries, in certain emerging or international markets, in corporate and regulatory ownership definitions, and in certain futures and derivative transactions, there may be limits on the aggregate amount of investment by affiliated investors that may not be exceeded without the grant of a license or other regulatory or corporate consent or, if exceeded, may cause UBS, the fund or other Client Accounts to suffer disadvantages or business restrictions. If certain aggregate ownership thresholds are reached or certain transactions undertaken, the ability of UBS Asset Management on behalf of the fund to purchase or dispose of investments, or exercise rights or undertake business transactions, may be restricted by regulation or otherwise impaired. As a result, UBS Asset Management on behalf of the fund may limit purchases, sell existing investments, or otherwise restrict or limit the exercise of rights (including voting rights) when UBS Asset Management, in its sole discretion, deems it appropriate.

UBS Asset Management and its affiliates, including, without limitation, UBS and its advisory affiliates, have proprietary interests in, and may manage or advise with respect to, accounts or funds (including separate accounts, other funds and collective investment vehicles) that have investment objectives similar to those of the fund and/or that engage in transactions in the same types of securities, currencies and instruments as the fund. UBS and its affiliates are also major participants in the global currency, equities, swap and fixed income markets, in each case both on a proprietary basis and for the accounts of customers. As such, UBS and its affiliates may be actively engaged in transactions in the same securities, currencies, and instruments in which the fund invests. Such activities could affect the prices and availability of the securities, currencies, and instruments in which the fund invests, which could have an adverse impact on the fund’s performance. Such transactions, particularly in respect of most proprietary accounts or client accounts, will be executed independently of the fund’s transactions and thus at prices or rates that may be more or less favorable than those obtained by the fund. UBS Asset Management has developed policies and procedures consistent with regulatory requirements that provide that it will allocate investment opportunities and make purchase and sale decisions among the fund and other client accounts in a manner that it considers, in its sole discretion and consistent with its fiduciary obligation to each account, to be reasonable. Allocations may be based on numerous factors and may not always be pro rata based. Thus, this system may adversely affect the size or price of the assets purchased or sold for the fund.

The results of the fund’s investment activities may differ significantly from the results achieved by UBS Asset Management and its affiliates for their proprietary accounts or other accounts (including investment companies or collective investment vehicles) managed or advised by them. It is possible that UBS Asset Management and its affiliates and such other accounts will achieve investment results that are substantially more or less favorable than the results achieved by the fund. Moreover, it is possible that the fund will sustain losses during periods in which

47

UBS Asset Management and its affiliates achieve significant profits on their trading for proprietary or other accounts. The opposite result is also possible.

The investment activities of UBS Asset Management and its affiliates for their proprietary accounts and accounts under their management may also limit the investment opportunities for the fund in certain emerging and other markets in which limitations are imposed upon the amount of investment, in the aggregate or in individual issuers, by affiliated foreign investors.

From time to time, the fund’s activities may also be restricted because of regulatory restrictions applicable to UBS Asset Management and its affiliates, and/or their internal policies designed to comply with such restrictions. As a result, there may be periods, for example, when UBS Asset Management, and/or its affiliates, will not initiate or recommend certain types of transactions in certain securities or instruments with respect to which UBS Asset Management and/or its affiliates are performing services or when position limits have been reached where such securities or instruments otherwise would have been permissible investments for the fund. Additionally, the fund or certain accounts may be licensed to trade securities or engage in transactions in certain jurisdictions while other funds and accounts are not licensed.

In addition, certain officers and certain employees of UBS Asset Management are also officers or employees of UBS, or its affiliated entities. As a result, the performance by these officers and employees of their obligations to such other entities may be a consideration of which investors in the fund should be aware.

UBS Asset Management may enter into transactions and invest in securities, instruments and currencies on behalf of the fund where customers of UBS or, to the extent permitted by the SEC, UBS itself, serves as the counterparty, principal or issuer. In such cases, such party’s interests in the transaction will be adverse to the interests of the fund, and such party may have no incentive to assure that the fund obtains the best possible prices or terms in connection with the transaction. In addition, the purchase, holding and sale of such investments by the fund may enhance the profitability of UBS Asset Management and/or UBS. UBS and its affiliates may also create, write or issue derivative instruments for customers of UBS or its affiliates, the underlying securities, currencies or instruments of which may be those in which the fund invests or which may be based on the performance of the fund. The fund may, subject to applicable law, purchase investments that are the subject of an underwriting or other distribution by UBS or its affiliates and may also enter into transactions with other clients of UBS Asset Management or its affiliates where such other clients have interests adverse to those of the fund. At times, these activities may cause UBS Asset Management or its affiliates to give advice to clients that may cause these clients to take actions adverse to the interests of the fund. To the extent affiliated transactions are permitted, the fund will deal with UBS Asset Management, UBS and its affiliates on an arms-length basis. UBS Asset Management or UBS may also have an ownership interest in certain trading or information systems used by the fund. The fund’s use of such trading or information systems may enhance the profitability of UBS Asset Management and its affiliates.

It is also possible that, from time to time, UBS Asset Management or any of its affiliates may, although they are not required to, purchase and hold shares of the fund for UBS proprietary accounts and for Client Accounts. Increasing the fund’s assets may enhance investment flexibility and diversification and may contribute to economies of scale that tend to reduce the expense ratio of certain types of funds. UBS Asset Management and its affiliates or Client Accounts reserve the right to redeem at any time some or all of the shares of the fund acquired for UBS proprietary accounts and for Client Accounts. A large redemption of shares of the fund by UBS Asset Management or its affiliates could significantly reduce the asset size of the fund, which might have an adverse effect on the fund’s investment flexibility, portfolio diversification, expense ratio and may result in significant transaction costs. UBS Asset Management will consider the effect of redemptions on the fund and other shareholders in deciding whether and when to redeem its shares. UBS Asset Management’s ability to allocate investments for UBS proprietary accounts and Client Accounts among the funds and unaffiliated investment companies and other investments may create conflicts of interest. For example, a fund’s portfolio managers may manage certain Client Accounts. Because they

48

have access to the holdings of the funds and knowledge of the investment strategies and techniques of the funds they could be subject to conflicts of interest in timing and amount of allocations of Client Account investments to or redemptions from a fund. Further, a situation could occur where an action for a fund could be adverse to the interest of such a Client Account or vice versa.

It is possible that the fund may invest in securities of companies with which UBS has or is trying to develop investment banking relationships as well as securities of entities in which UBS Asset Management or UBS has significant debt or equity investments or in which UBS makes a market. The fund also may invest in securities of companies to which UBS Asset Management or UBS provides or may someday provide research coverage. Such investments could cause conflicts between the interests of the fund and the interests of other UBS Asset Management or UBS clients. In making investment decisions for the fund, UBS Asset Management is not permitted to obtain or use material non-public information acquired by any division, department or affiliate of UBS Asset Management in the course of these activities. In addition, from time to time, UBS’ activities may limit the fund’s flexibility in purchases and sales of securities. When UBS is engaged in an underwriting or other distribution of securities of an entity, UBS Asset Management may be prohibited from purchasing or recommending the purchase of certain securities of that entity for the fund.

Present and future activities of UBS Asset Management and its affiliates, in addition to those described in this section, may give rise to additional conflicts of interest.

UBS AM may buy for the fund securities or obligations of issuers in which UBS or other funds or accounts have made, or are making, an investment in securities or obligations that are subordinate or senior to securities of the fund. For example, the fund may invest in debt securities of an issuer at the same time that UBS or other funds or accounts are investing, or currently have an investment, in equity securities of the same issuer. To the extent that the issuer experiences financial or operational challenges which may impact the price of its securities and its ability to meet its obligations, decisions by UBS (including UBS AM) relating to what actions to be taken may also raise conflicts of interests, and UBS may take actions for certain accounts that have negative impacts on other advisory accounts.

While UBS AM will make proxy voting decisions as it believes appropriate and in accordance with UBS AM’s policies designed to help avoid conflicts of interest, proxy voting decisions made by UBS AM with respect to the fund’s portfolio securities may have the effect of favoring the interests of other clients or businesses of other divisions or units of UBS. UBS AM’s proxy voting policy is discussed in more detail in the section entitled “Proxy voting policies and procedures.”

As a registered investment adviser under the Advisers Act, UBS AM is required to file a Form ADV with the SEC. Form ADV Part 2 contains information about assets under management, types of fee arrangements, types of investments, potential conflicts of interest, and other relevant information regarding UBS AM. A copy of UBS AM’s Form ADV Parts 1 and 2 is available on the SEC’s website (www.adviserinfo.sec.gov).

Other information

Delaware statutory trust. Although Delaware law statutorily limits the potential liabilities of a Delaware statutory trust’s shareholders to the same extent as it limits the potential liabilities of a Delaware corporation’s shareholders, shareholders of the fund could, under certain conflicts of laws jurisprudence in various states, be held personally liable for the obligations of the Trust or the fund. However, the Trust’s Trust Instrument disclaims shareholder liability for acts or obligations of the Trust or the funds. The Trust Instrument provides for indemnification from the fund’s property for all losses and expenses of any fund shareholder held personally liable for the obligations of the fund. Thus, the risk of a shareholder’s incurring financial loss on account of shareholder liability is limited to

49

circumstances in which the fund itself would be unable to meet its obligations, a possibility which UBS AM believes is remote and not material. Upon payment of any liability incurred by a shareholder solely by reason of being or having been a shareholder of the fund, the shareholder paying such liability will be entitled to reimbursement from the general assets of the fund. The trustees intend to conduct the operations of the fund in such a way as to avoid, as far as possible, ultimate liability of the shareholders for liabilities of the fund.

Classes of shares. The fund offers Institutional shares, Preferred shares, Ultra shares and Onchain Shares. A share of each class of the fund represents an identical interest in the fund’s investment portfolio and has the same rights, privileges and preferences. However, each class may differ with respect to expenses, including service fees, if any, other expenses allocable exclusively to each class, voting rights on matters exclusively affecting that class, and its exchange privilege, if any. Also, different share classes may have different investor eligibility requirements and different minimum initial investment requirements. The different expenses applicable to the different classes of shares of the fund will affect the performance of those classes. Each share of the fund is entitled to participate equally in dividends, other distributions and the proceeds of any liquidation of that fund. To the extent that there may be any differing expenses of the classes, dividends and liquidation proceeds on Institutional shares, Preferred shares, Ultra shares and Onchain Shares will differ.

Voting rights. Shareholders of the fund are entitled to one vote for each full share held and fractional votes for fractional shares held. Voting rights are not cumulative and, as a result, the holders of more than 50% of all the shares of the Trust may elect all its board members. The shares of each series of the Trust will be voted separately, except when an aggregate vote of all the series is required by law.

The Trust does not hold annual meetings. There normally will be no meetings of shareholders to elect trustees unless fewer than a majority of the trustees holding office have been elected by the shareholders. Shareholders of record of no less than two-thirds of the outstanding shares of the Trust may remove a trustee by vote cast in person or by proxy at a meeting called for that purpose. A meeting will be called to vote on the removal of a trustee at the written request of holders of record of at least 10% of the outstanding shares of the Trust.

Prior names. Prior to March 9, 2018, the Trust was known as UBS Money Series. Prior to April 8, 2002, the Trust was known as Brinson Money Series. Prior to May 9, 2001, the Trust was known as Mitchell Hutchins LIR Money Series. Prior to July 28, 1999, the Trust was known as Mitchell Hutchins Institutional Series.

Custodian and recordkeeping agent; transfer and dividend agent. State Street, located at One Congress Street, Suite 1, Boston, MA 02114, serves as custodian and recordkeeping agent and provides other services to the fund. BNY Mellon Investment Servicing (US) Inc. (formerly PNC Global Investment Servicing (US) Inc.) (“BNY Mellon”), a subsidiary of BNY Mellon Bank, N.A. serves as the fund’s transfer and dividend disbursing agent with respect to Institutional, Preferred, and Ultra Shares. BNY Mellon is located at 400 Bellevue Parkway, Wilmington, DE 19809. [   ] serves as transfer and dividend disbursing agent to the fund with respect to Onchain shares and is located at [   ].

Counsel. The law firm of Dechert LLP, Three Bryant Park, 1095 Avenue of the Americas, New York, NY 10036, serves as counsel to the fund. Dechert LLP also has acted as counsel to UBS AM in connection with other matters. Stradley Ronon Stevens & Young, LLP, 100 Park Avenue, Suite 2000, New York, NY 10017, serves as independent counsel to the Independent Trustees.

Independent registered public accounting firm. [   ], [   ], serves as independent registered public accounting firm for the fund.

Financial statements

[Because the fund had not commenced operations prior to the date of this SAI, no financial statements are available as of the date of this SAI.]

50

You should rely only on the information contained or referred to in the prospectus and this Statement of Additional Information. The fund and its principal underwriter have not authorized anyone to provide you with information that is different. The prospectus and this Statement of Additional Information are not an offer to sell shares of the fund in any jurisdiction where the fund or its principal underwriter may not lawfully sell those shares.

© UBS 2026. All rights reserved.

S1945

PART C

Item 28. Exhibits

1

2

3

4

5

6

Section 2 of Article IX of the Trust Instrument, as amended (“Trust Instrument”), “Indemnification,” provides that the appropriate series of the Registrant will indemnify the trustees and officers of the Registrant to the fullest extent permitted by law against claims and expenses asserted against or incurred by them by virtue of being or having been a trustee or officer; provided that no such person shall be indemnified where there has been an adjudication or other determination, as described in Article IX, that such person is liable to the Registrant or its shareholders by reason of willful misfeasance, bad faith, gross negligence or reckless disregard of the duties involved in the conduct of his or her office, or did not act in good faith in the reasonable belief that his action was in the best interest of the Registrant. Section 2 of Article IX also provides that the Registrant may maintain insurance policies covering such rights of indemnification.

Additionally, “Limitation of Liability” in Section 1 of Article IX of the Trust Instrument provides that the trustees or officers of the Registrant shall not be personally liable to any person extending credit to, contracting with or having a claim against the Registrant or a particular series; and that, provided they have exercised reasonable care and have acted under the reasonable belief that their actions are in the best interest of the Registrant, the trustees and officers shall not be liable for neglect or wrongdoing by them or by any officer, agent, employee, investment advisor or independent contractor of the Registrant.

Section 9 (except as otherwise noted) of each (i) Investment Advisory and Administration Contract with respect to UBS Liquid Assets Government Fund; (ii) Section 8 of each Administration Contract with respect to UBS Select Treasury Institutional Fund, UBS Select Treasury Preferred Fund, UBS Prime Reserves Fund, UBS Prime Preferred Fund, UBS Select Government Institutional Fund, UBS Select Government Preferred Fund, UBS Select 100% US Treasury Institutional Fund, UBS Select 100% US Treasury Preferred Fund, UBS Select 100% US Treasury Onchain Fund and Cantor Fitzgerald Government Money Market Fund; (iii) Section 8 of the Administration Contract with respect to UBS RMA Government Money Market Fund; (iv) Management Contract for Limited Purpose Cash Investment Fund; (v) Section 11 of the Investment Advisory and Administration Contract with respect to UBS Liquid Reserves Fund; and (vi) Section 11 of the Investment Advisory and Administration Contract with respect to UBS Ultra Short Income Fund (each, an “Advisory/Administration Contract”), with UBS Asset Management (Americas) LLC (formerly, UBS Asset Management (Americas) Inc. and UBS Global Asset Management (Americas) Inc.) (“UBS AM”) provides that UBS AM shall not be liable for any error of judgment or mistake of law or for any loss suffered by any series (“Fund”) of the Registrant in connection with the matters to which the Advisory/Administration Contract relates, except for a loss resulting from the willful misfeasance, bad faith, or gross negligence of UBS AM in the performance of its duties or from its reckless disregard of its obligations and duties under the Advisory/Administration Contract. Section 10, 11, or 12 of each Advisory/Administration Contract provides that the Trustees shall not be liable for any obligations of the Trust or any series under the Advisory/Administration Contract and that UBS AM shall look only to the assets and property of the Registrant in settlement of such right or claim and not to the assets and property of the trustees.

Section 9 of each Principal Underwriting Contract or Distribution Contract provides that the Trust will indemnify UBS Asset Management (US) Inc. (formerly, UBS Global Asset Management (US) Inc.) (“UBS AM (US)”) and its officers, directors and controlling persons against all liabilities arising from any alleged untrue statement of material fact in the Registration Statement or from any alleged omission to state in the Registration Statement a material fact required to be stated in it or necessary to make the statements in it, in light of the circumstances under which they were made, not misleading, except insofar as liability arises from untrue statements or omissions made in reliance upon and in conformity with information furnished by UBS AM (US) to the Trust for use in the Registration Statement; and provided that this indemnity agreement shall not protect any such persons against liabilities arising by reason of their bad faith, gross negligence or willful misfeasance; and shall not inure to the benefit of any such persons unless a court of competent jurisdiction or controlling precedent determines that such result is not against public policy as expressed in the Securities Act of 1933, as amended (the “1933 Act”). Section 9 of each Principal Underwriting Contract or Distribution Contract also provides that UBS AM (US) agrees to indemnify, defend and hold the Trust, its officers and trustees free and harmless of any claims arising out of any alleged untrue statement or any alleged omission of material fact contained in information furnished by UBS AM (US) for use in the Registration Statement or arising out of an agreement between UBS AM (US) and any retail dealer, or arising out of supplementary literature or advertising used by UBS AM (US) in connection with the Contract.

7

Section 15 or 16 of each Principal Underwriting Contract and Section 10 of the Distribution Contract contain provisions similar to Section 10, 11, or 12 of the Advisory/Administration Contracts, with respect to UBS AM (US).

Section 9, 14, or 15 of each Dealer Agreement, and Section 12 of the Mutual Fund Account Administration Agreement, contains provisions similar to those of Section 9 of the Principal Underwriting Contract or Distribution Contract with respect to the applicable dealer.

The Exclusive Placement Agent Agreement contains provisions similar to those of Section 9 of the Principal Underwriting Contract or Distribution Contract with respect to the applicable dealer.

Insofar as indemnification for liabilities arising under the 1933 Act may be provided to trustees, officers and controlling persons of the Registrant, pursuant to the foregoing provisions or otherwise, the Registrant has been advised that in the opinion of the Securities and Exchange Commission such indemnification is against public policy as expressed in the 1933 Act and is, therefore, unenforceable. In the event that a claim for indemnification against such liabilities (other than the payment by the Registrant of expenses incurred or paid by a trustee, officer or controlling person of the Registrant in connection with the successful defense of any action, suit or proceeding or payment pursuant to any insurance policy) is asserted against the Registrant by such trustee, officer or controlling person in connection with the securities being registered, the Registrant will, unless in the opinion of its counsel the matter has been settled by controlling precedent, submit to a court of appropriate jurisdiction the question whether such indemnification by it is against public policy as expressed in the 1933 Act and will be governed by the final adjudication of such issue.

Item 31. Business and Other Connections of Investment Advisor

UBS AM, a Delaware limited liability company, is a registered investment advisor and is an indirect wholly owned subsidiary of UBS Group AG. UBS AM is primarily engaged in the investment advisory and financial services business. Set forth below in alphabetical order is a list of certain executive officers and each board manager of UBS AM indicating each business, profession, vocation or employment of a substantial nature in which each such person has been engaged during the last two fiscal years. (While each board manager is named below, the list of executive officers has been shortened as the full list would be very long and contain names of persons whose functions are unrelated to the Registrant.)

8

Messrs. Mullen, Sanders, Stacey and Weller and Ms. Merrill are employed by UBS Business Solutions US LLC.

Item 32. Principal Underwriter/Placement Agent

(a)  UBS AM (US) serves as principal underwriter or placement agent for the following other investment companies:

CREDIT SUISSE OPPORTUNITY FUNDS

CREDIT SUISSE ASSET MANAGEMENT INCOME FUND, INC.

CREDIT SUISSE HIGH YIELD CREDIT FUND

MASTER TRUST

PACE SELECT ADVISORS TRUST

SMA RELATIONSHIP TRUST

THE UBS FUNDS

UBS INVESTMENT TRUST

(b)  UBS AM (US) is the Registrant’s principal underwriter or placement agent. The directors and certain principal executive officers of UBS AM (US), their principal business addresses, and their positions and offices with UBS AM (US), are identified below along with those directors and officers of UBS AM (US) who also serve as trustees or officers of the Registrant. (While each board director is named below, the list of executive officers has been shortened as the full list would be very long and contain names of persons whose functions are unrelated to the Registrant.)

9

* This person’s business address is 1285 Avenue of the Americas, New York, NY 10019.

** This person’s business address is One North Wacker Drive, Chicago, IL 60606.

*** This person’s business address is 1000 Harbor Boulevard, Weehawken, NJ 07086.

**** This person’s business address is 555 California Street, 36th Floor, San Francisco, CA 94104.

***** This person’s business address is 11 Madison Avenue, New York, NY 10010.

(c)  None.

Item 33. Location of Accounts and Records

The books and other documents required (i) by paragraphs (b)(4), (c) and (d) of Rule 31a-1 and (ii) by paragraphs (a)(3), (a)(4), (a)(5), (c) and (e) of Rule 31a-2 under the Investment Company Act of 1940 are maintained in the physical possession of UBS AM, at 1285 Avenue of the Americas, New York, NY 10019, 1000 Harbor Boulevard,

10

Weehawken, NJ 07086, and One North Wacker Drive, Chicago, IL 60606. Certain information required by Rule 31a-1(b)(1) to be maintained by a money market fund is maintained in the possession of UBS AM, at 1285 Avenue of the Americas, New York, NY 10019, 1000 Harbor Boulevard, Weehawken, NJ 07086, and One North Wacker Drive, Chicago, IL 60606. All other accounts, books and documents required by Rule 31a-1 are maintained in the physical possession of Registrant’s transfer agent and custodian.

Item 34. Management Services

Not applicable.

Item 35. Undertakings

Not applicable.

11

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933 and the Investment Company Act of 1940, the Registrant certifies that it has duly caused this Post-Effective Amendment to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Chicago and State of Illinois, on the 9th day of October, 2026.

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment has been signed below by the following persons in the capacities and on the dates indicated: