Goldman Sachs Group Inc SEC Filings

Goldman Sachs Finance Corp is offering $915,000 in S&P 500 Index-Linked Notes due 2028, fully guaranteed by The Goldman Sachs Group. The notes offer:

• Maturity date: March 30, 2028
• Initial underlier level: 6,092.16 (S&P 500 Index)
• Maximum settlement amount: $1,170 per $1,000 face amount
• Payment structure: If final index level exceeds initial level, return equals index return (capped at 17%). If final level is equal or lower, investors receive face amount

Key risks include: Notes are priced at $972 per $1,000 face amount (below issue price), subject to issuer/guarantor credit risk, and may have limited liquidity. Notes do not pay interest and returns are capped at 17%. Goldman Sachs & Co. LLC serves as calculation agent and primary dealer.

Offering overview: GS Finance Corp. is issuing $266,000 of Autocallable Goldman Sachs Momentum Builder® Focus ER Index-Linked Notes due July 2, 2030, fully and unconditionally guaranteed by The Goldman Sachs Group, Inc.

The notes pay no periodic interest and provide three potential cash-flow scenarios:

• Automatic call: If on the single call observation date (June 25, 2026) the index closes at or above the initial level of 105.86, the notes are redeemed early for $1,115 per $1,000 face amount (11.5% gross return) on July 2, 2026.
• Positive maturity payoff: If not called and the index ends above the initial level on the determination date (June 25, 2030), investors receive principal plus 3× the index return.
• Principal repayment: If the index return is zero or negative, investors receive only the $1,000 principal at maturity.

Underlying index mechanics: The Goldman Sachs Momentum Builder Focus ER Index dynamically reallocates among nine equity, fixed-income and commodity indices and a money-market component, subject to a 5% volatility cap, a momentum overlay and a 0.65% annual fee. A substantial portion of the index may be held in cash-equivalent positions, which can dampen performance.

Pricing details: Issue price is 100% of face; underwriting discount 3.875%, yielding 96.125% net proceeds. Goldman Sachs estimates the fair value on the trade date at approximately $903 per $1,000, implying an initial value gap of 9.7%. Secondary market quotes before September 25, 2025 will include an additional sales concession that amortises to zero by that date.

Key dates: Trade date – June 25, 2025; Issue date – June 30, 2025; Call observation – June 25, 2026; Stated maturity – July 2, 2030.

The notes are senior unsecured obligations of GS Finance Corp., carry the credit risk of both GS Finance Corp. and its parent guarantor, and are not FDIC-insured.

Goldman Sachs (GS) has filed a Free Writing Prospectus (FWP) for Contingent Income Auto-Callable Securities linked to NVIDIA Corporation (NVDA) common stock, due July 7, 2028. The unsecured notes will be issued by GS Finance Corp. and fully and unconditionally guaranteed by The Goldman Sachs Group, Inc.

Key structural terms include: (1) Pricing date expected July 3 2025 with an original issue date of July 9 2025; (2) Maturity on July 7 2028 unless called earlier; (3) Underlying: NVDA stock; (4) Downside threshold: 50 % of the initial share price; (5) Automatic call: if NVDA closes ≥ initial price on any quarterly call observation date between Oct 3 2025 and Apr 3 2028, investors receive $1,000 principal plus the contingent coupon and no further payments; (6) Contingent quarterly coupon: at least $25.75 per $1,000, payable only if NVDA ≥ downside threshold on the relevant observation date; coupons may be skipped entirely; (7) Estimated value: $910-$970, below the $1,000 issue price, reflecting selling concessions and hedging costs.

Payment scenarios: At maturity, investors receive (a) $1,000 plus the final coupon if NVDA ≥ downside threshold, or (b) $1,000 × (final/initial price) if NVDA < downside threshold— exposing holders to up to 100 % principal loss. No upside participation in NVDA appreciation is provided.

Risk highlights detailed in the FWP and related supplements include principal loss, skipped coupons, credit risk of GS Finance Corp. and guarantor GS, secondary-market illiquidity, valuation uncertainty (issue price > estimated value) and potential conflicts of interest arising from Goldman Sachs’ hedging and trading activities.

The notes target investors seeking above-market contingent income and a 50 % soft protection level in exchange for limited upside and the possibility of significant capital loss.

GS Finance Corp., guaranteed by The Goldman Sachs Group, Inc., is offering Autocallable Contingent Coupon Notes linked to the S&P 500 Futures 40% VT Adaptive Response 6% Decrement Index (USD) ER. The notes are expected to price on July 28 2025, settle on July 31 2025 and mature on August 5 2030, unless automatically called earlier.

Contingent quarterly coupon: at least $25 per $1,000 face amount (2.5%), providing up to ≈10% per annum. A coupon is paid only if the index level on the relevant observation date (quarterly, starting October 2025) is ≥ 60% of the initial level. If the index closes < 60% of the initial level, no coupon accrues for that quarter.

Automatic call feature: beginning July 2026 through April 2030, the notes will be redeemed at par plus the applicable coupon if the index closes ≥ the initial level on any observation date.

Maturity payment (if not called):

• Index decline < 40% (final level ≥ 60% of initial): repay par + final coupon.
• Index decline between 40% and 50% (final level 50%–60%): repay par only; no coupon.
• Index decline > 50% (final level < 50%): repay par + (underlier return × par); investors lose more than 50% of principal and receive no coupon.

Underlying index mechanics: The ER index seeks leveraged exposure (0-to-500%) to the S&P 500 Futures Excess Return Index, with daily leverage changes capped at 100%, and applies a fixed 6% per-annum decrement. The leverage magnifies losses, and the decrement drags on returns, causing structural underperformance versus a non-decrement index.

Pricing details: Issue price 100% of face. The estimated value on the trade date is $850-$890 per $1,000, meaning investors pay a premium of roughly 11-15% over the model value. Underwriting discount is undisclosed in the excerpt, and an additional amount is included in GS&Co.’s initial bid/ask that amortises to zero over time.

Key risks highlighted: credit risk of GS Finance Corp. and guarantor GS Group, substantial leverage in the index, the 6% decrement, possible large principal loss (>50%), and limited liquidity—GS&Co. is not obliged to make a market.

The SEC has not approved or disapproved the securities. The notes are not FDIC-insured.

GS Finance Corp., guaranteed by The Goldman Sachs Group, Inc., is offering Autocallable S&P 500 Futures 40% VT Adaptive Response 6% Decrement Index (USD) ER-Linked Notes maturing in July 2032. The notes pay no periodic interest and may be automatically called quarterly starting July 2026 if the index closes at or above its initial level. Upon an automatic call, investors receive the $1,000 principal plus a pre-set call premium (see PS-7 for the schedule).

If not called, the maturity payment depends on index performance:

• Positive/flat index: maximum settlement of $2,785 per $1,000 (178.5% of par).
• 0% to -20% decline: full principal repayment.
• More than -20% decline: 1-for-1 downside exposure; investors can lose all principal.

The underlying index employs daily, rules-based leverage up to 500%, capped at 100% daily changes, and is reduced by a fixed 6.0% annual decrement. The leverage magnifies losses, while the decrement drags on gains, and the index may be partially uninvested, further limiting upside. The index tracks E-mini S&P 500 futures rather than the cash S&P 500, so it also embeds a financing cost.

The estimated value on the trade date is expected between $885 and $925, materially below the $1,000 issue price, reflecting selling concessions and GS’s profit. The notes are unsecured, subject to the credit risk of GS Finance Corp. and its guarantor, and are not FDIC-insured. Secondary market liquidity is not assured; any dealer bid will reflect a further spread to estimated value.

GS Finance Corp., a subsidiary of The Goldman Sachs Group, Inc., is issuing $1.483 million of Absolute Return Trigger S&P 500 Index-Linked Notes due July 2 2027 (Series F, CUSIP 40058J7L3). The notes are senior, unsecured obligations that do not pay periodic interest and are fully and unconditionally guaranteed by Goldman Sachs.

The payout is driven by S&P 500 performance between the trade date (25 Jun 2025) and the determination date (25 Jun 2027), subject to a “barrier event”:

• Barrier thresholds: 77 % < Index < 123 % of the 6,092.16 initial level at any time in the measurement period.
• If a barrier event occurs (index breaches either threshold even once) investors receive a fixed $1,030 (3 % return) per $1,000 at maturity, regardless of final index level.
• If no barrier event occurs, maturity value equals $1,000 + |Index return|, floored at $1,000 and capped at $1,230 (23 % maximum).

The estimated initial value of each note is $967, below the $1,000 issue price, reflecting structuring costs, hedging and GS credit spreads. Goldman Sachs & Co. LLC may make a market, but is not obliged to; any bid/ask will include customary spreads and a time-decaying premium (initially $8.568) through 24 Sep 2025.

Key terms

• Issue price: 100 %  |  Underwriting discount: 2.5 %  |  Net proceeds: 97.5 %
• Principal protected minimum: $1,000 if no barrier breach; $1,030 if breached.
• No FDIC insurance; subject to GS and GS Finance Corp. credit risk.

The structure suits investors who expect the S&P 500 to stay within ±23 % over two years and are willing to accept capped upside and credit risk in exchange for limited downside (no loss of principal) and a small contingent gain if volatility exceeds the barriers.

Goldman Sachs (GS) has filed a Rule 424(b)(2) pricing supplement for a new $9.541 million issuance of Autocallable Contingent Coupon Underlier-Linked Notes due July 2, 2030. The notes are senior, unsecured obligations of GS Finance Corp. and are fully and unconditionally guaranteed by The Goldman Sachs Group, Inc.

Key structural terms:

• Underliers: Russell 2000 Index (RTY), EURO STOXX 50 Index (SX5E) and Utilities Select Sector SPDR ETF (XLU).
• Quarterly coupon: 2.1875% ($21.875 per $1,000) paid only if each underlier is ≥70% of its initial level on the relevant observation date; maximum annualized rate 8.75%.
• Automatic call: Beginning June 2026 and on each quarterly observation through March 2030, the notes are redeemed at 100% of face plus coupon if each underlier is ≥ its initial level.
• Principal protection: Soft buffer only. At maturity investors receive: (i) face plus coupon if every underlier ≥70%; (ii) face with no coupon if worst underlier ≥65% but <70%; (iii) a loss proportional to the worst underlier if any underlier <65%, exposing investors to up to 100% loss beyond a 35% decline.
• Issue economics: Original issue price 100%; estimated value $983 (98.3% of face); underwriting discount 3.65%; net proceeds 96.35%.
• Dates: Trade 6/25/2025, issue 6/30/2025, first coupon observation 9/25/2025, final determination 6/25/2030, maturity 7/2/2030.
• Denomination: $1,000 minimum with $1,000 increments; CUSIP 40058JC37.

The filing stresses that the notes are not FDIC-insured, are subject to the credit risk of GS Finance Corp. and its parent guarantee, and may be sold after the initial offering at prices/discounts that differ from those disclosed.

Goldman Sachs (GS) is offering $995,000 aggregate principal amount of Autocallable Variable Coupon Equity-Linked Notes due July 2, 2030 under its Medium-Term Note, Series F program. The notes are senior unsecured obligations of GS Finance Corp. and are fully and unconditionally guaranteed by The Goldman Sachs Group, Inc.

• Underlying stocks: Alphabet Class C (initial price $171.49), NVIDIA common ($154.31), Meta Platforms Class A ($708.68) and Tesla common ($327.55).
• Coupon structure: On each monthly payment date investors receive either: (i) the maximum coupon of $6.792 per $1,000 (0.6792% monthly; up to 8.1504% p.a.) if every stock’s closing price is ≥ 75 % of its initial price; or (ii) the minimum coupon of $0.209 per $1,000 (0.0209% monthly; up to ~0.25% p.a.) if any stock is below the 75 % trigger.
• Automatic call: Beginning June 2026, the notes will be redeemed at par on any monthly observation date when each stock closes at or above its initial price. Investors then receive par plus the applicable coupon and the instrument terminates early.
• Maturity payment: If not earlier called, holders receive 100 % of face value ($1,000 per note) plus the final coupon on July 2, 2030.
• Pricing: Original issue price 100 %; underwriting discount 3.75 %; net proceeds 96.25 %. The estimated value at pricing is approximately $938 per $1,000, reflecting fees and dealer spread.
• Liquidity: GS & Co. may, but is not obligated to, make a market; any secondary price before Sept. 25, 2025 will include a declining premium of up to $24.50 per $1,000.
• Risk factors: Variable coupon may fall to near-zero; early redemption caps upside; credit risk of GS Finance Corp./Goldman Sachs; no FDIC insurance.

The filing is a routine structured-product issuance that adds a small amount of senior unsecured debt to Goldman Sachs’ funding stack while offering investors equity-linked income potential with principal repayment at maturity, subject to issuer credit risk.

Goldman Sachs Finance Corp has issued $2.059 billion in Callable S&P 500 Index-Linked Notes due 2031, fully guaranteed by Goldman Sachs Group. Key features include:

• The notes will mature on June 30, 2031, unless redeemed earlier
• Initial index level set at 6,092.16 based on S&P 500 Index
• If not redeemed, at maturity investors will receive: - Positive return equal to index return if final level exceeds initial level - $1,000 per note if final level is equal to or below initial level
• Notes are callable monthly with increasing premium amounts from 8.6004% to 50.8857%

The estimated value of the notes at pricing is $944 per $1,000 face amount. Original issue price is 100% with 4.125% underwriting discount. The notes are not FDIC insured and subject to credit risk of Goldman Sachs.