Goldman Sachs Group Inc SEC Filings

Goldman Sachs Group, Inc. (GS) is marketing a new tranche of senior unsecured debt under its Medium-Term Notes, Series N program: the Callable Fixed Rate Notes due 2045 (the “notes”). This preliminary pricing supplement (filed under Form 424B2) lays out the binding terms that supersede the base prospectus dated February 14 2025 and related supplement.

Principal Terms

• Coupon: 6.00% fixed, calculated on a 30/360 (ISDA) basis.
• Payment Frequency: Annual; each July 22 beginning July 22 2026 and at maturity.
• Maturity: July 21 2045 (20-year tenor).
• Denominations: US$1,000 and integral multiples thereof; settlement through DTC in global note form.
• Issue/Trade Dates (expected): Trade – July 18 2025; Issue – July 22 2025.
• Call Feature: Goldman Sachs may redeem in whole but not in part at 100% of principal plus accrued interest on any quarterly redemption date (Jan 22, Apr 22, Jul 22, Oct 22) on or after July 22 2026, with ≥5 business-day notice. No sinking fund; investors cannot put the notes.
• Listing: None.
• CUSIP / ISIN: 38151FLE1 / US38151FLE15.
• Tax treatment: Sidley Austin LLP opines coupon is ordinary interest income; gain/loss on disposition generally capital.
• Defeasance: Both full and covenant defeasance available under the Senior Debt Indenture.
• Underwriters: Goldman Sachs & Co. LLC (book-runner) and InspereX LLC. Initial price to public may vary by investor; underwriting discount not yet specified.

Special Investor Notices

• GS intends to file its Q2-25 earnings release on Form 8-K around July 16 2025, before pricing. Investors that have ordered notes may withdraw prior to trade date after reviewing that release.
• If GS determines that its credit spread has moved materially wider between this supplement and trade date, the offering will be cancelled without liability.
• The notes are senior unsecured obligations of GS, are not FDIC-insured, and carry standard FATCA withholding risk.

Key Investor Considerations

• At-par quarterly call from year 1 exposes buyers to significant reinvestment risk if rates fall or GS funding needs change.
• Annual payment schedule and 6% nominal coupon may appeal to income-focused investors, but effective yield is capped by callability.
• Absence of listing may reduce secondary market liquidity; pricing post-issuance likely driven by prevailing GS credit spreads.

Overall, the document provides the comprehensive contractual framework for a 20-year, fixed-rate, non-FDIC-insured, callable senior note, enabling investors to assess coupon adequacy, call risk, and GS credit exposure ahead of final pricing.

Goldman Sachs Group announces Market Linked Securities offering through GS Finance Corp., featuring Autocallable Securities with Contingent Coupon linked to GE Vernova stock, due July 7, 2028. The securities offer potential quarterly coupon payments of at least 14.40% per annum if certain conditions are met.

Key features include:

• Automatic call feature triggers if stock price equals/exceeds starting price on call dates
• Downside threshold price set at 60% of starting price
• Memory feature allows recovery of previously unpaid coupons
• Estimated security value between $925-$955 per $1,000 face amount
• Wells Fargo Securities acts as distribution agent with 2.325% underwriting discount

Investors face significant risks including potential loss of principal if the ending price falls below downside threshold, credit risk of issuer/guarantor, and limited participation in stock appreciation. The securities offer conditional downside protection but expose investors to full downside risk below the threshold level.

Goldman Sachs announces Callable Fixed Rate Notes due 2040, offering a 5.55% annual interest rate. The notes, expected to be issued on July 22, 2025, with maturity on July 20, 2040, will make annual interest payments every July 22, beginning July 22, 2026.

Key features include:

• Optional redemption by Goldman Sachs starting January 22, 2028, on quarterly dates at 100% of principal plus accrued interest
• Notes will be issued in book-entry form with $1,000 denominations
• Not FDIC insured or bank guaranteed
• Interest calculated using 30/360 (ISDA) day count convention

The offering is jointly underwritten by Goldman Sachs & Co. LLC and InspereX LLC. Interest payments will be taxable to U.S. holders as ordinary income. Goldman Sachs plans to release Q2 2025 earnings on July 16, 2025, prior to the notes' trade date, and investors may withdraw orders before the trade date if significant adverse credit spread movements occur.

Goldman Sachs (NYSE:GS) filed a preliminary prospectus supplement (Rule 424B2) for a new tranche of Callable Fixed Rate Notes due 2030 under its Medium-Term Notes, Series N program.

The notes will bear 4.90% fixed annual interest from the expected issue date of 22 Jul 2025 until maturity on 22 Jul 2030. Interest is payable once a year on 22 Jul, beginning 22 Jul 2026. Minimum denomination is $1,000.

Issuer call option: Goldman Sachs may redeem the notes in whole (not in part) on any 22 Jan, 22 Apr, 22 Jul or 22 Oct on or after 22 Jul 2026 at 100% of principal plus accrued interest, with five business days’ notice. No sinking fund applies.

The initial price to the public will vary (up to par); after the initial sale, underwriters may re-offer the notes at prevailing market or negotiated prices. Investors may withdraw commitments at any time before the expected 18 Jul 2025 trade date. The entire issuance may be cancelled if the issuer determines that its credit spread has widened materially prior to pricing.

Structural terms include book-entry settlement through DTC, 30/360 (ISDA) day-count convention, full and covenant defeasance options and senior unsecured ranking. The notes are not FDIC-insured.

Tax counsel Sidley Austin opines that interest is taxable as ordinary income; gains or losses on disposition are capital in nature. FATCA withholding may apply to certain holders.

Goldman Sachs Group has announced a new offering of Callable Fixed Rate Notes due 2028, featuring a 4.60% annual interest rate. The notes are expected to be issued on July 22, 2025, with maturity on July 21, 2028.

Key features include:

• Interest payments will be made annually on July 22, starting July 22, 2026
• Notes are callable quarterly starting January 22, 2026, at 100% of principal plus accrued interest
• Minimum denomination of $1,000
• Notes will be issued in book-entry form through DTC

The notes are not bank deposits and lack FDIC insurance. Goldman Sachs will release Q2 2025 earnings around July 16, 2025, before the trade date. Distribution will be handled by Goldman Sachs & Co. LLC and InspereX LLC. The offering is made under Registration Statement No. 333-284538 as part of the Medium-Term Notes, Series N program.

The Goldman Sachs Group, Inc. is offering unsecured, senior Callable Fixed Rate Notes due July 21, 2045 under its Medium-Term Notes, Series N program. The notes will carry a fixed 5.70% annual coupon, payable each July 22 beginning in 2026 through maturity in 2045.

Issue mechanics: the expected trade date is July 18, 2025 and the original issue date is July 22, 2025. Denominations are $1,000 and integral multiples thereof, and settlement will be through DTC in global book-entry form. The offering price may vary between a discount and 100% of principal for different investors; underwriting discounts will be disclosed at pricing.

Issuer call option: Goldman Sachs may redeem the notes, in whole but not in part, at par plus accrued interest on any quarterly redemption date (January 22, April 22, July 22, October 22) beginning July 22, 2028, with at least five business days’ notice. There is no sinking fund.

Key terms & protections:

• Credit risk: the notes are senior unsecured obligations of GS and are not FDIC-insured or bank-guaranteed.
• Day-count: 30/360 (ISDA).
• Defeasance: both full and covenant defeasance provisions apply.
• Tax: Sidley Austin LLP opines that interest is ordinary income; gain/loss on disposition is capital in nature.
• CUSIP / ISIN: 38151FLF8 / US38151FLF89.

Conditionality: Investors may withdraw orders before the trade date if GS’s Q2-2025 earnings release (expected July 16, 2025) changes their view. GS can terminate the issuance entirely if it determines there has been a significant adverse movement in its credit spread prior to the trade date.

No exchange listing is planned. Goldman Sachs & Co. LLC and InspereX LLC are acting as underwriters and may engage in market-making transactions after the initial sale.

Goldman Sachs is offering Market Linked Securities - Autocallable with Contingent Coupon and Contingent Downside Principal at Risk Securities linked to Robinhood Markets Class A Common Stock, due June 29, 2028. The securities are issued by GS Finance Corp. and guaranteed by Goldman Sachs Group.

Key features include:

• Contingent quarterly coupon payments of at least 23.50% per annum ($58.75 per $1,000) if stock price is above threshold
• Automatic call feature triggers if stock price equals/exceeds starting price on any call date after September 2025
• Downside threshold price set at 50% of starting price
• Risk of principal loss if ending price falls below downside threshold

The estimated value at pricing is expected between $925-$955 per $1,000 face amount. Investors face significant risks including potential loss of entire investment, credit risk of issuer/guarantor, and limited upside participation in stock appreciation. The underwriting discount is up to 2.325% of face amount.

Goldman Sachs Finance Corp has filed a prospectus supplement for Callable S&P 500® Futures Excess Return Index-Linked Notes, guaranteed by Goldman Sachs Group, due July 3, 2030. The notes offer unique features combining index-linked returns with call options:

Key features include:

• No regular interest payments
• Callable monthly starting July 2026 at premiums ranging from 18% to 88.5%
• At maturity: 1.80x upside participation if index is above initial level
• Positive return equal to absolute value of index decline between 0% and -40%
• One-to-one downside exposure below 60% of initial level with potential for significant losses

The estimated value at issuance is $885-$935 per $1,000 face amount, below the issue price. The notes track S&P 500 futures performance rather than the direct index. The structure offers enhanced upside potential but with meaningful downside risk below the 60% buffer level.

GS Finance Corp., fully guaranteed by The Goldman Sachs Group, Inc., is offering $2.557 million of Autocallable Equity-Linked Notes (Series F) tied equally to Micron Technology (MU), Netflix (NFLX) and Palo Alto Networks (PANW). The notes pay no periodic interest and mature on 23 June 2028, unless automatically called as early as 18 June 2026.

Automatic call feature: On any semi-annual call observation date, if the closing price of each index stock is at or above the applicable step-down call level, the notes are redeemed for 100% principal plus a call premium that increases over time (see page S-4). If not called, investors face three payoff scenarios at maturity: (1) all three final prices ≥80% of initial price ➔ $2,179 per $1,000 note (117.9% maturity premium); (2) all ≥70% but any <80% ➔ return of principal; (3) any final price <70% ➔ principal reduced one-for-one with the worst-performing stock, exposing investors to losses below the 70% trigger buffer.

Pricing economics & risks: Issue price is 100%, but Goldman’s estimated value at trade date is ~$970 per $1,000 note, reflecting dealer margin and structuring fee of up to 0.8%. Before 18 Sept 2025, secondary market quotations (if any) will include an additional amount that amortises to zero; thereafter pricing will approximate the dealer’s model value. The notes carry credit risk of GS Finance Corp./Goldman Sachs, lack FDIC insurance, and may be illiquid.