您的浏览器禁用了JavaScript(一种计算机语言,用以实现您与网页的交互),请解除该禁用,或者联系我们。[美股招股说明书]:高盛美股招股说明书(2025-12-12版) - 发现报告

高盛美股招股说明书(2025-12-12版)

2025-12-12美股招股说明书光***
高盛美股招股说明书(2025-12-12版)

Subject to Completion. Dated December 11, 2025.GS Finance Corp.$Autocallable Contingent Coupon Underlier-Linked Notes dueguaranteed byThe Goldman Sachs Group, Inc. If the closing level of either the Russell 2000®Index, the Nasdaq-100 Technology Sector Index or the VanEckSemiconductor ETF (ETF) on any observation date isless than75%of its initial level, you will not receive acoupon on the applicable payment date. The amount that you will be paid on your notes is based on theperformances of the underliers. The notes will mature on the stated maturity date (expected to be December 24, 2031),unless automatically called on any observation date commencing in June 2026 to and including November 2031). Yournotes will be automatically called if the closing level of each underlier on any such observation date isgreater thanorequal toits initial level (set on the trade date, expected to be December 19, 2025, and will be an intra-day level or theclosing level of such underlier on the trade date). If your notes are automatically called, you will receive a payment onthe next payment date (the third business day after the relevant observation date) equal to the face amount of yournotesplusa coupon (as described below).The return on your notes is linked, in part, to the performance of the ETF, and not to that of the index on which the ETF is based. Observation dates are expected to be the 19th day of each month, commencing in January 2026 and ending inDecember 2031. If on any observation date the closing level of each underlier isgreater than or equal to75% of itsinitial level, you will receive on the applicable payment date a coupon for each $1,000 face amount of your notes equalto $13 (1.3% monthly, or the potential for up to 15.6% per annum). The amount that you will be paid on your notes at maturity, if they have not been automatically called, in addition to thefinal coupon, if any, is based on the performance of the underlier with the lowest underlier return. The underlier returnfor each underlier is the percentage increase or decrease in the closing level of such underlier on the determinationdate (the final coupon observation date, expected to be December 19, 2031) from its initial level.At maturity, for each $1,000 face amount of your notes you will receive an amount in cash equal to: ●if the underlier return of each underlier isgreater thanorequal to-25% (the final level of each underlier isgreaterthanorequal to75% of its initial level), $1,000 plus a coupon calculated as described above;●if the underlier return of each underlier isgreater thanorequal to-40% (the final level of each underlier isgreaterthanorequal to60% of its initial level) but the underlier return ofany underlier isless than-25% (the final level ofany underlier is less than 75% of its initial level), $1,000(you will not receive a coupon);or●if the underlier return ofany underlier isless than-40% (the final level ofany underlier isless than60% of its initiallevel), thesumof (i) $1,000plus(ii) theproduct of(a) the lesser performing underlier returntimes(b) $1,000.Youwill receiveless than60% of the face amount of your notes and no coupon. If the underlier return for any underlier is less than -40%, the percentage of the face amount of your notes youwill receive will be based on the performance of the underlier with the lowest underlier return. In such event,you will receive less than 60% of the face amount 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 PS-15. The estimated value of your notes at the time the terms of your notes are set on the trade date is expected to bebetween $885 and $925 per $1,000 face amount. For a discussion of the estimated value and the price at whichGoldman Sachs & Co. LLC would initially buy or sell your notes, if it makes a market in the notes, see the followingpage. Original issue date:expected to be December 24,2025Original issue price:100% of the face amount Underwriting discount:% of the face amount*Net proceeds to the issuer:% of the face amount* See “Supplemental Plan of Distribution; Conflicts of Interest” on page PS-32 for additional information regarding the Neither the Securities and Exchange Commission nor any other regulatory body has approved or disapprovedof 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, abank.Goldman Sachs & Co. LLC Pricing Supplement No.dated, 2025. The issue price, underwriting discount and net proceeds listed above relate to the notes we sell initially. We may decideto sell additional notes after the date of this pricing supplement, at issue prices