GS Finance Corp. Files 424B2 Prospectus for New Securities Offering

TL;DR

**GS Finance Corp. is gearing up to issue new securities, likely debt, under its existing shelf registration.**

AI Summary

GS Finance Corp., a subsidiary of Goldman Sachs Group Inc., filed a 424B2 prospectus on March 24, 2026, for an offering under its existing shelf registration statement (File No. 333-284538-03). This filing indicates that GS Finance Corp. is preparing to issue new securities, likely debt, to raise capital. For investors, this means the company is actively managing its funding structure, which could impact its financial leverage and future interest expenses, ultimately affecting the profitability and risk profile of its parent company, Goldman Sachs.

Why It Matters

This filing signals GS Finance Corp.'s intent to raise capital, which could lead to increased debt for the Goldman Sachs Group, impacting its financial health and future earnings.

Risk Assessment

Risk Level: medium — The issuance of new securities, especially debt, can increase a company's leverage and interest payment obligations, posing a medium risk to its financial stability.

Analyst Insight

Investors should monitor subsequent filings from GS Finance Corp. or Goldman Sachs Group Inc. for details on the specific terms, size, and type of securities being offered, as this will clarify the impact on the company's balance sheet and future earnings.

Key Numbers

• 333-284538-03 — Shelf Registration File No. (Identifies the specific registration statement under which the securities will be offered.)
• 2026-03-24 — Filing Date (Indicates when the prospectus was filed with the SEC.)

Key Players & Entities

• GS Finance Corp. (company) — Filer of the 424B2 prospectus
• Goldman Sachs Group Inc. (company) — Parent company of GS Finance Corp.
• 2026-03-24 (date) — Filing date of the 424B2 prospectus
• 333-284538-03 (dollar_amount) — File number for GS Finance Corp.'s shelf registration

Forward-Looking Statements

• GS Finance Corp. will issue new debt securities to raise capital. (GS Finance Corp.) — high confidence, target: Within the next 6-12 months

FAQ

Key Financial Figures

• $1,599,000 — ent No. 333-284538 GS Finance Corp. $1,599,000 Autocallable Contingent Coupon Equity
• $1,000 — hen due, the company will pay, for each $1,000 face amount of the notes, an amount in
• $91 — lier level Initial underlier level: $91.82, which is the closing level of the u
• $968 — amount / Additional amount end date: $968 per $1,000 face amount, which is less t
• $27 — l issue price. The additional amount is $27 and the additional amount end date is J
• $29.625 — or equal to the coupon trigger level: ($29.625 × the number of coupon observatio
• $0 — is less than the coupon trigger level: $0 Automatic call feature: The notes w
• $0.000 — 1 80.000% $29.625 2 60.000% $0.000 3 80.000% $59.250 4 50.000%
• $59.250 — 2 60.000% $0.000 3 80.000% $59.250 4 50.000% $0.000 5 50.000%
• $88.875 — 5 50.000% $0.000 6 80.000% $88.875 7 50.000% $0.000 8 40.000%
• $177.750 — $0.000 Total Hypothetical Coupons $177.750 In Scenario 1, the hypothetical closi

Filing Documents

• gs-20260324.htm (424B2) — 230KB
• gs_exfilingfees.htm (EX-FILING FEES) — 6KB
• img262706491_0.jpg (GRAPHIC) — 4KB
• img262706491_1.jpg (GRAPHIC) — 56KB
• 0001193125-26-121292.txt ( ) — 414KB
• gs_exfilingfees_htm.xml (XML) — 3KB

From the Filing

424B2 Filed Pursuant to Rule 424(b)(2) Registration Statement No. 333-284538 GS Finance Corp. $1,599,000 Autocallable Contingent Coupon Equity-Linked Notes due 2030 guaranteed by The Goldman Sachs Group, Inc. Payment at Maturity: The amount that you will be paid on your notes at maturity, if they have not been automatically called, in addition to the final coupon, if any, is based on the performance of the underlier. You could lose your entire investment in the notes. Coupon Payments: The notes will pay a contingent quarterly coupon on a coupon payment date if the closing level of the underlier is greater than or equal to the coupon trigger level on the related coupon observation date. Automatic Call: The notes will be automatically called on a call payment date if the closing level of the underlier is greater than or equal to the initial underlier level on the related call observation date. 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-8. Key Terms Company (Issuer) / Guarantor: GS Finance Corp. / The Goldman Sachs Group, Inc. Aggregate face amount: $1,599,000 Cash settlement amount: • if the final underlier level is greater than or equal to the trigger buffer level: $1,000; or • if the final underlier level is less than the trigger buffer level: $1,000 + ($1,000 × the underlier return) Underlier: the common stock of Netflix, Inc. (current Bloomberg ticker: “NFLX UW”) Coupon trigger level: 70% of the initial underlier level Trigger buffer level: 70% of the initial underlier level Initial underlier level: $91.82, which is the closing level of the underlier on the trade date Final underlier level: the closing level of the underlier on the determination date* Underlier return: (the final underlier level - the initial underlier level) ÷ the initial underlier level Calculation agent: Goldman Sachs & Co. LLC (“GS&Co.”) CUSIP / ISIN: 40058YKD3 / US40058YKD30 * subject to adjustment as described in the accompanying general terms supplement Our estimated value of the notes on trade date / Additional amount / Additional amount end date: $968 per $1,000 face amount, which is less than the original issue price. The additional amount is $27 and the additional amount end date is June 24, 2026. See “The Estimated Value of Your Notes At the Time the Terms of Your Notes Are Set On the Trade Date Is Less Than the Original Issue Price Of Your Notes.” Original issue price Underwriting discount Net proceeds to the issuer 100% of the face amount 2.5% of the face amount 97.5% of the face amount 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 (Placement Agent) Pricing Supplement No. 23,233 dated March 20, 2026. Key Terms (continued) Coupon: • if the closing level of the underlier on the related coupon observation date is greater than or equal to the coupon trigger level: ($29.625 × the number of coupon observation dates that have occurred up to and including such related coupon observation date) – (the sum of all coupons previously paid, if any); or • if the closing level of the underlier on the related coupon observation date is less than the coupon trigger level: $0 Automatic call feature: The notes will be automatically called if the closing level of the underlier is greater than or equal to the initial underlier level on any call observation date. In that case, the company will pay, for each $1,000 of the outstanding face amount, an amount in cash on the following call payment date equal to $1,000 (along with the coupon then due). Trade date: March 20, 2026 Original issue date: March 25, 2026 Determination date: the last coupon observation date, March 20, 2030* March 25, 2030* Call observation dates: each coupon observation date commencing on June 22, 2026 and ending on December 20, 2029 Call payment dates: the coupon payment date immediately after the applicable call observation date Coupon observation dates* Coupon payment dates* June 22, 2026 June 25, 2026 September 21, 2026 September 24, 2026 December 21, 2026 December 24, 2026 March 22, 2027 March 25, 2027 June 21, 2027 June 24, 2027 September 20, 2027 September 23, 2027 December 20, 2027 December 23, 2027 March 20, 2028 March 23, 2028 June 20, 2028

View Full Filing

View this 424B2 filing on SEC EDGAR