高盛美股招股说明书(2025-07-15版)

$Autocallable Contingent Coupon Equity-Linked Notes dueguaranteed by The Goldman Sachs Group, Inc. If the closing price of the common stock of Apple Inc., the Class C capital stock of Alphabet Inc. or thecommon stock of Tesla, Inc. on any observation date isless than60% of its initial price, you will not receive a coupon on the applicable payment date.The amount that you will be paid on your notes is based on the performances of the index stocks. The notes will mature on the stated maturity date (expected to be July 21, 2028),unless automatically called on any observation date, commencing in January 2026 to and including June 2028. Your notes will be automatically called if the closing price of each index stock on any such observation date isgreater thanorequal toits initial price (set on the trade date (expected to be July 18, 2025) and will be an intra-day price or the closing price of one share of such index stock on the trade date). If your notes are automatically called, you will receive apayment on the next payment date (the third business day after the relevant observation date) equal to the face amountof your notesplusa coupon (as described below).Observation dates are expected to be the 18th day of each month, commencing in August 2025 and ending in July2028. If on any observation date the closing price of each index stock isgreater thanorequalto 60% of its initial price,you will receive on the applicable payment date a coupon for each $1,000 face amount of your notes equal to (i) the respective initial price on the determination date (the final observation date, expected to be July 18, 2028).If atrigger event has notoccurred, at maturity you will receive the face amount of your note.Accordingly, if theclosing price of any index stock is greater than its initial price on the determination date, you will receive the face amount of your note, regardless of the performance of the other index stocks.In addition, if the closing priceof each index stock on the final observation date isgreater thanorequal to60% of its initial price, you will also receivethe final coupon. with the lowest index stock return (the percentage increase or decrease in the closing price of such index stock on thedetermination date from its initial price).This amount will not exceed the face amount of your note and could besignificantly less than the face amount of your note.If the closing price of each index stock on the final observation At maturity, for each $1,000 face amount of your notes, you will receive an amount in cash equal to:•if atrigger event hasnotoccurred, $1,000, plus the final coupon if the final price ofeachindex stock isgreaterthanorequal to60% of its initial price; or•if atrigger eventhasoccurred, either: if the final price ofeachindex stock isgreater than or equal to60% of its initial price, $1,000 plus a couponcalculated as described above; if the final price ofanyindex stock isless than60% of its initial price, thesumof (i) $1,000plus(ii) theproductof (a) the lesser performing index stock returntimes(b)$1,000.You will receiveless than60% of the faceamount of your notes and no coupon.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 S-20.The estimated value of yournotes at the time the terms of your notes are set on the trade date is expected to bebetween $925 and $955 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 followingOriginal issue date:expected to be July 23, 2025Original issue price:100% of the face amountUnderwriting discount:% of the face amountNet proceeds to the% of the face amount issuer: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 thecontrary is a criminal offense.The notes are not bank deposits and are not insured by the Federal DepositInsurance Corporation or any other governmental agency, nor are they obligations of, or guaranteed by, a discounts and net proceeds that differ from the amounts set forth above. The return (whether positive or negative) onyour investment in notes will depend in part on the issue price you pay for such notes.GS Finance Corp. may use this prospectus in the initial sale of the notes. In addition, Goldman Sachs & Co. LLC or any other affiliate of GS Finance Corp. may use this prospectus in a market-making transaction in a note after its initial sale.Unless GS Finance Corp. or its agent informs the purchaser otherwise in the confirmation of sale, thisprospectus is being used in a market-making transaction. Estimated Value of Your NotesThe estimated value of your notes at the time the terms of your notes are s