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  4. [8-K] GOLDMAN SACHS GROUP INC Reports Material Event

Goldman Sachs Group (NYSE: GS) adds legal opinion for debt issue

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

The Goldman Sachs Group, Inc. reports that on July 21, 2026 it issued debt securities under its shelf registration statement on Form S-3 (File No. 333-284538). The current report primarily makes related legal and technical exhibits publicly accessible.

These exhibits include a legal opinion and consent from Sullivan & Cromwell LLP regarding the securities, and Inline XBRL cover-page data files that present key cover information in a structured, machine-readable format.

Positive

  • None.

Negative

  • None.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Coupon rate 5.793% Fixed-to-Floating Rate Normal Automatic Preferred Enhanced Capital Securities of Goldman Sachs Capital II
Depositary share interest 1/1,000th Each depositary share represents 1/1,000th interest in a share of floating rate non-cumulative preferred stock
Form S-3 file number 333-284538 Shelf registration statement on Form S-3 used for the July 21, 2026 debt issuance
shelf registration statement regulatory
"pursuant to the Company’s shelf registration statement on Form S-3"
A shelf registration statement is a document a company files with regulators that allows it to sell shares or bonds quickly when it’s a good time to raise money. It’s like having a pre-approved plan ready so the company can act fast without going through lengthy paperwork each time they want to sell, making fundraising more flexible.
Inline eXtensible Business Reporting Language technical
"cover page information is formatted in Inline eXtensible Business Reporting Language"
Normal Automatic Preferred Enhanced Capital Securities financial
"5.793% Fixed-to-Floating Rate Normal Automatic Preferred Enhanced Capital Securities"
Depositary Shares financial
"Depositary Shares, Each Representing 1/1,000th Interest in a Share"
Depositary shares are tradable certificates that represent a fractional piece of a larger security held by a third-party bank, like owning a slice of a single big pie instead of the whole pie. They let companies issue and investors buy smaller, more affordable portions of preferred stock or other instruments; holders usually receive proportional dividends and market pricing similar to ordinary shares, but may have limited voting rights and different liquidity or tax implications, which can affect income and resale value.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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FAQ

What event did Goldman Sachs (GS) disclose for July 21, 2026?
It discloses that Goldman Sachs issued debt securities on July 21, 2026 under an existing Form S-3 shelf registration. The company also made related legal and technical exhibits public, including a law firm opinion, consent, and Inline XBRL cover-page data tied to this issuance.

Under which registration statement were Goldman Sachs (GS) debt securities issued?
The debt securities were issued under Goldman Sachs’ shelf registration statement on Form S-3, identified as File No. 333-284538. This registration allows the company to issue various securities over time, with this transaction being one issuance made pursuant to that framework.

What exhibits were included in Goldman Sachs (GS) current report about the debt issuance?
The report includes Exhibit 5.1, a Sullivan & Cromwell LLP opinion on the securities, and Exhibit 23.1, the firm’s consent. It also includes Exhibit 101 and Exhibit 104, which provide the cover-page information in Inline XBRL and the related interactive data file.

Which NYSE-listed securities of Goldman Sachs (GS) are referenced in the report?
Referenced NYSE-listed securities include common stock (symbol GS), multiple depositary share series tied to preferred stock, 5.793% Fixed-to-Floating Rate Normal Automatic Preferred Enhanced Capital Securities, other floating rate preferred securities, and certain medium-term notes of GS Finance Corp., all registered under Section 12(b).
GOLDMAN SACHS GROUP INC 5.793% Fixed-to-Floating Rate Normal Automatic Preferred Enhanced Capital Securities of Goldman Sachs Capital II NY false 0000886982 0000886982 2026-07-21 2026-07-21 0000886982 us-gaap:CommonStockMember 2026-07-21 2026-07-21 0000886982 gs:SeriesAFloatingRatePreferredStockMember 2026-07-21 2026-07-21 0000886982 gs:SeriesCFloatingRatePreferredStockMember 2026-07-21 2026-07-21 0000886982 gs:SeriesDFloatingRatePreferredStockMember 2026-07-21 2026-07-21 0000886982 gs:M5.793FixedToFloatingRateNormalAutomaticPreferredEnhancedCapitalSecuritiesOfGoldmanSachsCapitalIi2Member 2026-07-21 2026-07-21 0000886982 gs:FloatingRateNormalAutomaticPreferredEnhancedCapitalSecuritiesOfGoldmanSachsCapitalIii1Member 2026-07-21 2026-07-21 0000886982 gs:SeriesFMediumTermNotesCallableFixedAndFloatingRateNotesDueMarch2031OfGSFinanceCorpMember 2026-07-21 2026-07-21 0000886982 gs:SeriesFMediumTermNotesCallableFixedAndFloatingRateNotesDueMay2031OfGSFinanceCorpMember 2026-07-21 2026-07-21
 
 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):

July 21, 2026

 

 

The Goldman Sachs Group, Inc.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   No. 001-14965   No. 13-4019460
(State or other jurisdiction
of incorporation)		  

(Commission

File Number)

  

(IRS Employer

Identification No.)

 

200 West Street, New York, N.Y.   10282
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (212) 902-1000

N/A

(Former name or former address, if changed since last report.)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

☐

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

☐

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

☐

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

☐

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

    Trading
Symbol		    Exchange
on which
registered

Common stock, par value $.01 per share

    GS    NYSE

Depositary Shares, Each Representing 1/1,000th Interest in a Share of Floating Rate Non-Cumulative Preferred Stock, Series A

    GS PrA    NYSE

Depositary Shares, Each Representing 1/1,000th Interest in a Share of Floating Rate Non-Cumulative Preferred Stock, Series C

    GS PrC    NYSE

Depositary Shares, Each Representing 1/1,000th Interest in a Share of Floating Rate Non-Cumulative Preferred Stock, Series D

    GS PrD    NYSE

5.793% Fixed-to-Floating Rate Normal Automatic Preferred Enhanced Capital Securities of Goldman Sachs Capital II

   GS/43PE    NYSE

Floating Rate Normal Automatic Preferred Enhanced Capital Securities of Goldman Sachs Capital III

    GS/43PF    NYSE

Medium-Term Notes, Series F, Callable Fixed and Floating Rate Notes due March 2031 of GS Finance Corp.

    GS/31B    NYSE

Medium-Term Notes, Series F, Callable Fixed and Floating Rate Notes due May 2031 of GS Finance Corp.

    GS/31X    NYSE

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 under the Securities Act (17 CFR 230.405) or Rule 12b-2 under the Exchange Act (17 CFR 240.12b-2).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 
 

Item 9.01 Financial Statements and Exhibits.

Exhibits are filed herewith in connection with the issuance of the following debt securities by The Goldman Sachs Group, Inc. (the “Company”) on July 21, 2026 pursuant to the Company’s shelf registration statement on Form S-3 (File No. 333-284538) (as amended, the “Registration Statement”):

 

  •  

$3,500,000,000 5.240% Fixed/Floating Rate Notes due 2032 (the “2032 Fixed/Floating Rate Securities”)

 

  •  

$3,500,000,000 5.655% Fixed/Floating Rate Notes due 2037 (the “2037 Fixed/Floating Rate Securities”)

 

  •  

$3,000,000,000 6.215% Fixed/Floating Rate Notes due 2057 (the “2057 Fixed/Floating Rate Securities” and, together with the 2032 Fixed/Floating Rate Securities and the 2037 Fixed/Floating Rate Securities, the “Securities”)

(d) Exhibits

The following exhibits are filed as part of this Current Report on Form 8-K and Exhibits 5.1 and 23.1 are incorporated by reference into the Registration Statement as exhibits thereto:

 

5.1    Opinion of Sullivan & Cromwell LLP relating to the Securities.
23.1    Consent of Sullivan & Cromwell LLP (included as part of Exhibit 5.1).
101    Pursuant to Rule 406 of Regulation S-T, the cover page information is formatted in iXBRL (Inline eXtensible Business Reporting Language).
104    Cover Page Interactive Data File (formatted in iXBRL in Exhibit 101).

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

   

THE GOLDMAN SACHS GROUP, INC.

(Registrant)

Date: July 21, 2026     By:  

/s/ Matthew E. Tropp

      Name:   Matthew E. Tropp
      Title:   Assistant Secretary

Source: View Original Filing on SEC EDGAR

Filing Exhibits & Attachments

5 documents

Other Documents