高盛美股招股说明书(2025-12-17版)

The notes do not bear interest.The notes will mature on the stated maturity date (December 20, 2028) unless they areautomatically called on the call observation date (December 15, 2026). Your notes will be automatically called on thecall observation date if the closing price of each of the common stock of Apple Inc. and the common stock ofAmazon.com, Inc. on such date is greater than or equal to its initial price set on December 12, 2025 ($278.28 withrespect to the common stock of Apple Inc. and $226.19 with respect to the common stock of Amazon.com, Inc. (which in performance of the lesser performing index stock (the index stock with the lowest index stock return). The index stockreturn for each index stock is the percentage increase or decrease in its final price (the closing price of such index stockon the determination date, December 15, 2028) from its initial price. If the final price of each index stock isgreater thanits initial price, the return on your notes will be positive and will equal 1.5timesthe lesser performing index stock return.If the final price ofany index stock isequal toorless thanits initial price, but the final price of each index stock isgreaterthanorequal to70% of its initial price, the return on your notes will be the absolute value of the lesser performing index price ofany index stock islessthan70% of its initial price, the return on your notes will be negative and youcould receive significantly less than the face amount of your notes. For example, if the lesser performing index stock return is -30%, you will receive a positive return of 30% onyour notes; however, if the lesser performing index stock return is -31%, you will lose 31% of the value of yournotes (a very significant negative change in the return on your notes based on a small negative change in the lesser performing index stock return). You could receive significantly less than the face amount of your notes at •if the final price of each index stock isgreater thanits initial price, thesumof (i) $1,000plus(ii) theproductof (a)$1,000times(b) 1.5times(c) the lesser performing index stock return;•if the final price of each index stock isgreater thanorequal to70% of its initial price but the final price ofany indexstock isequal toorless thanits initial price, thesumof (i) $1,000plus(ii) theproductof (a) $1,000times(b) theabsolute value of the lesser performing index stock return; or•if the final price ofany index stock isless than70% of its initial price, thesumof (i) $1,000plus(ii) theproductof (a) you will receive will be based on the performance of the index stock with the lowest index stock return. In suchevent, you will receiveless than70% of the face amount of your notes.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-19.The estimated value of your notes at the time the terms of your notes are set on the trade date is equal to approximately$949 per $1,000 face amount. For a discussion of the estimated value and the price at which Goldman Sachs & Co. LLCwould initially buy or sell your notes, if it makes a market in the notes, see the following page. Original issue date:December 18, 2025Original issue price:Underwriting discount:2.35% of the face amountNet proceeds to the issuer:97.65% of the face 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 Deposit Goldman Sachs & Co. LLC Prospectus Supplement No. 21,272 dated December 15, 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 prospectus supplement, at issue prices and with underwriting discounts andnet proceeds that differ from the amounts set forth above. The return (whether positive or negative) on your investment GS Finance Corp. may use this prospectus in the initial sale of the notes. In addition, Goldman Sachs & Co. LLC or anyother 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, this prospectus is being used in a market-making transaction. Estimated Value of Your Notes The estimated value of yournotes at the time the terms of your notes are set on the trade date (as determined byreference to pricing models used by Goldman Sachs & Co. LLC (GS&Co.) and taking into account our credit spreads) isequal to approximately $949 per $1,000 face amount, which is less than the original issue price. The value of your notesat any time will reflect many factors and cannot be pr