高盛美股招股说明书(2025-01-16版)

GS Finance Corp.Trigger PLUS Based on the Value of a Basket of Equity Indices due February 5, 2030 Principal at Risk Securities The Trigger Performance Leveraged Upside SecuritiesSM(Trigger PLUS) do not bear interestand are unsecured notes issued by GS Finance Corp. and guaranteed by The Goldman SachsGroup, Inc.The amount that you will be paid on your Trigger PLUS at stated maturity is based on theperformance of an equally weighted basket composed of the S&P 500®Index, TOPIX and the EUROSTOXX 50®Index as measured from the pricing date to and including the valuation date. The initial basket value is 100, and the final basket value (the basket closing value on the valuationdate) will equal thesumof the products, as calculated separately for each index, of: (i) the indexclosing value of such index on the valuation datemultipliedby (ii) its multiplier. The multiplier will equal,for each index, thequotientof (i) the weighting of such indexmultipliedby 100dividedby (ii) its initialbasket component value. At maturity, if the final basket value isgreater thanthe initial basket value of 100, the return on yourTrigger PLUS will be positive and equal to theproductof the leverage factormultipliedby the basketpercent increase. If the final basket value isequal toorless thanthe initial basket value butgreaterthanorequal tothe trigger level, you will receive the principal amount of your Trigger PLUS.However,if the final basket value is less than the trigger level, you will lose a significant portion of your investment. Declines in one or more indices may offset increases in the other indices. The Trigger PLUS are for investors who seek the potential to earn at least 170.50% of any positivereturn of the basket, are willing to forgo interest payments and are willing to risk losing their entireinvestment if the final basket value is less than the trigger level.SUMMARY TERMS * Morgan Stanley Wealth Management, acting as dealer for the offering, will receive a selling concession of $35.00for each Trigger PLUS it sells. It has informed us that it intends to internally allocate $5.00 of the sellingconcession for each Trigger PLUS as a structuring fee.Your investment in the Trigger PLUS involves certain risks, including the credit risk of GS Finance Corp. and The Goldman Sachs Group, Inc. See page PS-11.You should read thedisclosure herein to better understand the terms and risks of your investment.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 thisprospectus. Any representation to the contrary is a criminal offense. The Trigger PLUS are notbank deposits and are not insured by the Federal Deposit Insurance Corporation or any othergovernmental agency, nor are they obligations of, or guaranteed by, a bank. Goldman Sachs & Co. LLC The issue price, underwriting discount and net proceeds listed on the cover page relate to the TriggerPLUS we sell initially. We may decide to sell additional Trigger PLUS after the date of this pricingsupplement, at issue prices and with underwriting discounts and net proceeds that differ from theamounts set forth above. The return (whether positive or negative) on your investment in the TriggerPLUS will depend in part on the issue price you pay for such Trigger PLUS. GS Finance Corp. may use this prospectus in the initial sale of the Trigger PLUS. In addition, GoldmanSachs & Co. LLC or any other affiliate of GS Finance Corp. may use this prospectus in a market-making transaction in a Trigger PLUS after its initial sale.Unless GS Finance Corp. or its agentinforms the purchaser otherwise in the confirmation of sale, thisprospectus is being used in amarket-making transaction. Estimated Value of Your Trigger PLUS The estimated value of your Trigger PLUS at the time the terms of your Trigger PLUS are set on thepricing date (as determined by reference to pricing models used by Goldman Sachs & Co. LLC(GS&Co.) and taking into account our credit spreads) is expected to be in the range (the estimatedvalue range) specified on the cover of this pricing supplement (per $1,000 principal amount), whichis less than the original issue price. The value of your Trigger PLUS at any time will reflect manyfactors and cannot be predicted; however, the price (not including GS&Co.’s customary bid and askspreads) at which GS&Co. would initially buy or sell Trigger PLUS (if it makes a market, which it isnot obligated to do) and the value that GS&Co. will initially use for account statements andotherwise is equal to approximately the estimated value of your Trigger PLUS at the time of pricing,plus an additional amount (initially equal to $per $1,000 principal amount). The price (not including GS&Co.’s customary bid and ask spreads) at which GS&Co. would buy or sell your Trigger PLUS (if it makes a market, which it is not obligated to do) will equal approximatelythe sum of (a) the then-current est