Goldman Sachs Updates Prospectus for Future Securities Offerings

TL;DR

**Goldman Sachs is prepping to sell more securities, watch for potential dilution or debt.**

AI Summary

This 424B2 filing from March 24, 2026, indicates that GS Finance Corp. and its parent, Goldman Sachs Group Inc., are updating their prospectus for potential future securities offerings. This matters to investors because it signals that Goldman Sachs is preparing to raise capital, which could dilute existing shares if new equity is issued, or increase debt, impacting the company's financial leverage and future earnings.

Why It Matters

This filing shows Goldman Sachs is laying the groundwork to potentially raise capital, which could affect the value of current shares or the company's debt load.

Risk Assessment

Risk Level: medium — The filing itself is procedural, but the potential future offerings it enables carry risks like dilution for equity holders or increased leverage from debt.

Analyst Insight

Investors should monitor future filings from Goldman Sachs for specific details on any new debt or equity offerings, as this 424B2 is a preparatory step, not an offering itself.

Key Players & Entities

• GS Finance Corp. (company) — Filer of the 424B2 prospectus
• Goldman Sachs Group Inc. (company) — Parent company and co-filer of the 424B2 prospectus
• March 24, 2026 (date) — Filing date of the 424B2
• 333-284538 (other) — File number for Goldman Sachs Group Inc.
• 333-284538-03 (other) — File number for GS Finance Corp.

FAQ

Key Financial Figures

• $1,000 — expected to be April 14, 2027) for each $1,000 face amount of your notes equal to at l
• $1,134 — amount of your notes equal to at least $1,134 (set on the trade date). If your note
• $1,268 — (i) the threshold settlement amount of $1,268 for each $1,000 face amount of your not
• $900 — he trade date is expected to be between $900 and $930 per $1,000 face amount. For a
• $930 — date is expected to be between $900 and $930 per $1,000 face amount. For a discussio
• $10,000 — trade date Authorized denominations: $10,000 or any integral multiple of $1,000 in e

Filing Documents

• sx5ec133_prelim.htm (424B2) — 260KB
• img12611657_0.jpg (GRAPHIC) — 6KB
• img12611657_1.jpg (GRAPHIC) — 57KB
• img12611657_2.jpg (GRAPHIC) — 6KB
• 0001193125-26-121109.txt ( ) — 357KB

From the Filing

424B2 Filed Pursuant to Rule 424(b)(2) Registration Statement No. 333-284538 The information in this preliminary pricing supplement is not complete and may be changed. This preliminary pricing supplement is not an offer to sell nor does it seek an offer to buy these securities in any jurisdiction where the offer or sale is not permitted. GS Finance Corp. $ Autocallable Buffered EURO STOXX 50 Index-Linked Notes due guaranteed by The Goldman Sachs Group, Inc. The notes do not bear interest. The notes will mature on the stated maturity date (expected to be March 30, 2028) unless they are automatically called on the call observation date (expected to be April 9, 2027). Your notes will be automatically called on the call observation date if the closing level of the EURO STOXX 50 Index on such date is greater than or equal to the initial index level (set on the trade date (expected to be March 27, 2026), resulting in a payment on the call payment date (expected to be April 14, 2027) for each $1,000 face amount of your notes equal to at least $1,134 (set on the trade date). If your notes are not automatically called, the amount that you will be paid on your notes on the stated maturity date will be based on the performance of the index as measured from the trade date to and including the determination date (expected to be March 27, 2028). If the final index level on the determination date is greater than or equal to the initial index level, the return on your notes will be positive and you will receive the greater of (i) the threshold settlement amount of $1,268 for each $1,000 face amount of your notes and (ii) the sum of (a) the $1,000 face amount plus (a) the product of (1) $1,000 times (2) 1.5 times (3) the index return. The index return is the percentage increase or decrease in the final index level from the initial index level. If the final index level declines by up to 15% from the initial index level, you will receive the face amount of your notes. If the final index level declines by more than 15% from the initial index level, the return on your notes will be negative and you will lose approximately 1.1765% of the face amount of your notes for every 1% that the final index level has declined below 85% of the initial index level. See page PS- 3 . You could lose a significant portion of the face amount of your notes. If your notes are not automatically called on the call observation date, at maturity, for each $1,000 face amount of your notes, you will receive an amount in cash equal to: ● if the index return is positive or zero (the final index level is greater than or equal to the initial index level), the greater of (i) the threshold settlement amount and (ii) the sum of (a) $1,000 plus (b) the product of (1) $1,000 times (2) 1.5 times (3) the index return; ● if the index return is negative but not below -15% (the final index level is less than the initial index level, but not by more than 15%), $1,000; or ● if the index return is negative and is below -15% (the final index level is less than the initial index level by more than 15%), the sum of (i) $1,000 plus (ii) the product of (a) the buffer rate of approximately 117.65% (see page PS- 3 ) times (b) the sum of the index return plus 15% times (c) $1,000. You will receive less than the face amount of your notes. You should read the disclosure herein to better understand the terms and risks of your investment, including the credit risk of GS Finance Corp. and The Goldman Sachs Group, Inc. See page PS- 11 . The estimated value of your notes at the time the terms of your notes are set on the trade date is expected to be between $900 and $930 per $1,000 face amount. For a discussion of the estimated value and the price at which Goldman Sachs & Co. LLC would initially buy or sell your notes, if it makes a market in the notes, see the following page. Original issue date: expected to be April 1, 2026 Original issue price: 100% of the face amount 1 Underwriting discount: % of the face amount 1, 2 Net proceeds to the issuer: % of the face amount 1 Accounts of certain national banks, acting as purchase agents for such accounts, have agreed with the purchase agents to pay a purchase price of % of the face amount, and as a result of such agreements, the agents with respect to sales to be made to such accounts will not receive any portion of the underwriting discount. 2 This includes a selling concession of up to 1.5%. Neither the Securities and Exchange Commission nor any other regulatory body has approved or disapproved of these securities or passed upon the accuracy or adequacy of this prospectus. Any representation to the contrary is a criminal offense. The notes are not bank deposits and are not insured by the Federal Deposit Insurance Corporation or any other governmental agency, nor are they obligations of, or guaranteed by, a bank. Goldman Sachs & Co. LLC JPMorgan Placemen

View Full Filing

View this 424B2 filing on SEC EDGAR