高盛美股招股说明书(2025-12-30版)

pricing supplement is not an offer to sell nor does it seek an offer to buy these securities in any jurisdictionwhere the offer or sale is not permitted. Subject to Completion. December 26, 2025.GS Finance Corp.$Callable Contingent Coupon ETF-Linked Notes dueguaranteed byThe Goldman Sachs Group, Inc. The notes do not pay a fixed coupon and may pay no coupon on a payment date.The amount that you will be paidon your notes is based on the performance of the VanEck Semiconductor ETF (ETF). The notes will mature onNovember 6, 2028, unless we redeem them. The return on your notes is linked to the performance of the ETF, and not to that of the index on which the ETFis based. We may redeem your notes at 100% of their face amount plus any coupon then due on any payment date(expected to be the 4th day of each February, May, August and November (provided that the payment date forNovember 2028 is expected to be the stated maturity date), commencing in May 2026 and ending on the statedmaturity date) on or after the payment date in August 2026 and ending with the payment date in August 2028. If we do not redeem your notes, if the closing level of the ETF isgreater thanorequal to80% of the initial ETF level (seton the trade date, expected to be January 30, 2026, and will be an intra-day level or the closing level of the ETF on thetrade date) on a coupon observation date (expected to be the tenth scheduled trading day prior to each payment date),you will receive on the applicable payment date a coupon of at least $31.25 (at least 3.125% quarterly, or the potentialfor up to at least 12.5% per annum) for each $1,000 face amount of your notes.If the closing level of the ETF on acoupon observation date isless than80% of the initial ETF level, you will not receive a coupon on theapplicable payment date. If we do not redeem your notes, the amount that you will be paid on your notes at maturity, in addition to the finalcoupon, if any, is based on the performance of the ETF. The ETF return is the percentage increase or decrease in thefinal ETF level on the determination date (the final coupon observation date, expected to be October 23, 2028) from theinitial ETF level. At maturity, for each $1,000 face amount of your notes you will receive an amount in cash equal to: •if the ETF return isgreater thanorequal to-20% (the final ETF level isgreater than or equal to80% of the initialETF level), $1,000 plus the final coupon of at least $31.25; or•if the ETF return isless than-20% (the final ETF level isless than80% of the initial ETF level), thesumof (i) $1,000plus(ii) theproductof (a) $1,000times(b)thesumof the ETF returnplus20%.You will receiveless thanthe faceamount of your notes and you will not receive a final coupon. You should read the disclosure herein to better understand the terms and risks of your investment, includingthe credit risk of GS Finance Corp. and The Goldman Sachs Group, Inc. See page PS-11. 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 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 February 4, 2026Original issue price:100% of the face amount*Underwriting discount:% of the face amount*Net proceeds to the issuer:% of the face amount * The original issue price will be% for certain investors; see “Supplemental Plan of Distribution; Conflicts of Interest”on page PS-28 for additional information regarding the fees comprising the underwriting discount. 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, a bank.Goldman Sachs & Co. LLC Pricing Supplement No.dated, 2026. 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 and with underwriting discounts and netproceeds that differ from the amounts set forth above. The return (whether positive or negative) on your investment innotes 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 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, thisprospectus is being used in a market-mak