Goldman Sachs Group Inc SEC Filings

GS Finance Corp., guaranteed by The Goldman Sachs Group, Inc., is offering autocallable contingent coupon notes linked to the Nasdaq-100 Index®, Russell 2000® Index and S&P 500® Index, maturing on January 25, 2029. The notes can be automatically called starting with observation dates from July 20, 2026 if each index is at or above its initial level, returning the $1,000 face amount plus any due coupon.

The notes pay a contingent monthly coupon of $8.75 per $1,000 (0.875% monthly, up to 10.5% per year) only if on each observation date every index is at or above 70% of its initial level. If any index closes below that coupon trigger, no coupon is paid for that month.

If the notes are not called, principal repayment at maturity depends solely on the worst-performing index. If the final level of each index is at or above 70% of its initial level, holders receive $1,000 per note; otherwise the payoff equals $1,000 plus $1,000 times the lesser-performing index return, which can result in a total loss of principal. The offering highlights that the estimated value at pricing will be less than the issue price and that investors bear the credit risk of GS Finance Corp. and the guarantor.

GS Finance Corp., guaranteed by The Goldman Sachs Group, Inc., is offering Dual Directional Trigger Jump Securities linked to the EURO STOXX 50® Index, maturing in February 2031. These principal-at-risk notes pay no interest and repay cash at maturity based on index performance on a single valuation date.

If the index is flat or higher, investors receive $1,000 plus the greater of the index percent change or an upside payment of at least $451.00 per $1,000 (at least 45.10%). For declines down to a 75.00% downside threshold, the notes provide a 1:1 positive “absolute return” on the index’s loss, up to a 25.00% gain. Below the threshold, repayment drops 1.00% for each 1.00% further index loss, potentially to zero. The estimated value is $895 to $955 per security, the notes will not be listed, and investors face the credit risk of both GS Finance Corp. and The Goldman Sachs Group, Inc.

The Goldman Sachs Group, Inc. reported its earnings for the fourth quarter and full year ended December 31, 2025, and filed this information in a press release attached as Exhibit 99.1. The company also prepared an investor presentation, attached as Exhibit 99.2, to explain its financial results and outlook.

On January 15, 2026 at 9:30 a.m. Eastern Time, Goldman Sachs scheduled a conference call to discuss these results and related matters, giving investors a structured opportunity to hear management’s commentary and ask questions.

GS Finance Corp. is offering contingent income buffered auto-callable securities linked to the Class B common stock of NIKE, Inc., maturing in January 2027 and guaranteed by The Goldman Sachs Group, Inc. These unsecured notes can pay a contingent monthly coupon of $12.692 per $1,000 of principal, but only when NIKE’s share price on the observation date is at or above a buffer level set at 80% of the initial share price of $66.30.

The notes may be automatically called on scheduled observation dates starting in February 2026 if NIKE’s share price is at or above the initial share price, returning principal plus the coupon then due, with no further payments afterward. If the notes are not called and NIKE’s final price on the January 2027 valuation date is at or above the buffer, investors receive full principal back plus the final coupon; if it is below the buffer, investors lose 1.25% of principal for every 1% drop beyond the 20% buffer, up to a total loss. Investors do not participate in any upside of the stock and face both equity and Goldman Sachs credit risk.

GS Finance Corp. is offering callable notes linked to the U.S. 10-year Constant Maturity Treasury (CMT) rate, fully guaranteed by The Goldman Sachs Group, Inc. The notes pay variable monthly interest based on how often, within each interest period, the 10-year CMT rate is equal to or below 4.70%, multiplied by an interest factor of 7.00% and calculated using a 30/360 (ISDA) day count convention. If the 10-year CMT rate is above 4.70% on every reference date in a period, no interest is paid for that month.

The notes are scheduled to mature in January 2031, but GS Finance Corp. can redeem them at par plus accrued interest on any monthly interest payment date on or after January 27, 2027, which can shorten the investment term. Payments depend on the credit of both GS Finance Corp. and Goldman Sachs as guarantor. The estimated value at pricing is expected to be between $933.5 and $973.5 per $1,000 face amount, below the original issue price, and secondary market liquidity and pricing may be limited.

GS Finance Corp. is offering autocallable notes linked to the Goldman Sachs Momentum Builder® Focus ER Index, maturing in 2033 and guaranteed by The Goldman Sachs Group, Inc. Payment depends entirely on index performance and the credit of the issuer and guarantor.

The notes can be automatically called on the January 22, 2027 call observation date if the index is at or above its initial level, in which case investors receive $1,165 for each $1,000 face amount on January 29, 2027. If not called, at the January 31, 2033 maturity investors receive, per $1,000, either $1,000 plus 300% of any positive index return or $1,000 if the index is flat or lower.

The index uses daily rebalancing, volatility and momentum controls, and applies a 0.65% per annum deduction, with the potential for large allocations to low-yield cash-like positions. The notes pay no periodic interest, may trade below face value, and the issuer’s estimated value is $850–$890 per $1,000, below the original issue price. For U.S. tax purposes they are treated as contingent payment debt instruments, requiring accrual of ordinary income over the term.

GS Finance Corp., guaranteed by The Goldman Sachs Group, Inc., is offering unsecured structured notes linked to Micron, Palantir and Tesla common stock. The notes are expected to trade from a January 23, 2026 trade date to a January 26, 2029 maturity, with automatic call features starting in January 2027.

Investors may receive contingent monthly coupons of $16.125 per $1,000 (1.6125% monthly, potential up to 19.35% per year) only when each stock closes at or above 50% of its initial price on an observation date. If each stock is at or above its initial price on a call observation date, the notes are automatically redeemed at face value plus the applicable coupon.

If the notes are not called, principal repayment depends on a trigger condition and the worst-performing stock. A trigger event occurs if each stock finishes below its initial price; if any stock then finishes below 50% of its initial price, repayment is reduced one-for-one with that loss and investors can lose their entire principal. The estimated value at pricing is expected between $925 and $955 per $1,000, and all payments are subject to the credit risk of GS Finance Corp. and its guarantor.

GS Finance Corp., guaranteed by The Goldman Sachs Group, Inc., is offering structured notes linked to the common stock of Best Buy Co., Inc. The notes pay a quarterly coupon of $38.625 per $1,000 face amount (3.8625%) only if Best Buy’s stock on each observation date is at least 65% of the initial price of $67.48. The notes can be automatically called starting in April 2026 through October 2026 if the stock closes at or above the initial price, in which case investors receive the $1,000 face amount plus the due coupon.

If the notes are not called, principal repayment at maturity in January 2027 depends on Best Buy’s stock return. Investors receive full principal back (plus any final coupon) if the final price is at least 65% of the initial price. If it is below 65%, repayment is reduced one-for-one with the stock loss, and investors can lose up to their entire investment and receive no coupon. The estimated value on the trade date is $920–$950 per $1,000, reflecting fees, hedging costs and issuer credit spreads.

GS Finance Corp., guaranteed by The Goldman Sachs Group, Inc., is offering auto-callable notes linked to the Russell 2000 Index, the S&P 500 Index and the State Street Utilities Select Sector SPDR ETF. The notes pay a monthly coupon of $7.917 per $1,000 (0.7917%), but only if on each observation date all three underliers are at least 70% of their initial levels; otherwise no coupon is paid.

The notes can be automatically called starting in April 2026 if on any call observation date each underlier is at or above its initial level, in which case investors receive $1,000 per note plus the applicable coupon. If the notes are not called, principal repayment at maturity depends on the worst-performing underlier. As long as each underlier is at least 65% of its initial level, investors receive full principal; below that level, losses match the decline of the worst underlier and investors can lose their entire investment.

The notes are unsecured obligations subject to the credit risk of GS Finance Corp. and The Goldman Sachs Group, Inc. The estimated value on the trade date is expected to be $885–$925 per $1,000, reflecting fees, hedging and structuring costs.