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高盛美股招股说明书(2025-10-27版)

2025-10-27美股招股说明书付***
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高盛美股招股说明书(2025-10-27版)

Subject To Completion, dated October 27, 2025Pricing Supplement No. [ ] dated [ ], 2025(To WFS Product Supplement No. 7 dated October 20, 2025,UnderlierSupplement No.46 dated September 22,2025,Prospectus Supplement datedFebruary 14, 2025and Prospectus dated February 14, 2025)GS Finance Corp. Medium-Term Notes, Series Fguaranteed by The Goldman Sachs Group, Inc.Equity Index Linked Securities Market Linked Securities—Auto-Callable with Leveraged Upside Participation andContingent DownsidePrincipal at Risk Securities Linked to a Basket due November 3, 2028 nLinked to an unequally weighted basket comprised of the EURO STOXX 50 Index (40.00% weighting), the Nikkei 225® (25.00% weighting), the FTSE100 Index (17.50% weighting), the Swiss Market Index (10.00% weighting) and the S&P/ASX200 Index (7.50% weighting) (each referred to as a “basket component”)nUnlike ordinary debt securities, the securities do not pay interest, do not repay a fixed amount of principal at maturity and are® subject to potential automatic call upon the terms described below. Whether the securities are automatically called for a fixedcall premium or, if not automatically called, the maturity payment amount to be paid at maturity, will depend, in each case, onthe performance of the basketnAutomatic Call.If the basket closing level on the call date isgreater thanorequal tothe starting level, the securities will be automatically called for the face amount plus a call premium of at least 9.90% of the face amount (to be determined on thepricing date)nMaturity Payment Amount.If the securities are not automatically called, you will receive a maturity payment amount that may be greater than, equal to or less than the face amount of the securities,depending on the performance ofthe basket from the starting level to the ending level. The maturity payment amount will reflect the followingterms:§If the level of the basket increases, you will receive the face amount plus a positive return equal to 125% of the percentage increase in the level of the basket from the starting level§If the level of the basket remains flat or decreases, but the decrease is not more than the threshold amount of25.00%, you will receive the face amount§If the level of the basket decreases by more than the threshold amount, you will receive less than the face amountand have 1-to-1 downside exposure to the decrease in the level of the basketnInvestors may lose up to 100% of the face amount nIf the securities are automatically called, the positive return on the securities will be limited to the call premium, even if thebasket closing level on the call date significantly exceeds the starting level. If the securities are automatically called, you willnot have the opportunity to participate in any appreciation of the basket at the upside participation rate.nAll payments on the securities are subject to credit risk, and you will have no ability to pursue any securities included in anybasket component for payment; if GS Finance Corp., as issuer, and The Goldman Sachs Group, Inc., as guarantor, default ontheir obligations, you could lose some or all of your investmentnNo periodic interest payments or dividendsnNo exchange listing; designed to be held to maturity The estimated value of your securities at the time the terms of your securities are set on the pricing dateis expected to be between $925 and $955 per $1,000 face amount. For a discussion of the estimatedvalue and the price at which Goldman Sachs & Co. LLC (“GS&Co.”) would initially buy or sell yoursecurities, if it makes a market in the securities, see page PS-8.The securities have more complex features than conventional debt securities and involve risks not associated with conventional debt securities. You should read the disclosure herein to better understandthe terms and risks of your investment, including the credit risk of GS Finance Corp. and The GoldmanSachs Group, Inc. See page PS-8.Original Offering PriceUnderwriting DiscountProceeds to Issuer(1)(2)(1) (2)In addition to the 2.575%, GS&Co. may pay to selected securities dealers a fee of up to 0.30% of the face amount inconsideration for marketing and other services in connection with the distribution of the securities to other securities dealers.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 acriminal offense. The securities are not bank deposits and are not insured by the Federal Deposit InsuranceCorporation or any other governmental agency, nor are they obligations of, or guaranteed by, a bank.Goldman Sachs & Co. LLCWells Fargo Securities Terms of the Securities Additional Information About the Issuer, the Guarantor and the Securities You should read this pricing supplement together with WFS product supplement no. 7 dated October 20, 2025, the underliersupplement no. 46 dated Sept