UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
November 18, 2005
THE GOLDMAN SACHS GROUP, INC.
(Exact name of registrant as specified in its charter)
| | | | | |
| Delaware | | No. 001-14965 | | No. 13-4019460 |
| | | | | |
(State or other jurisdiction
of incorporation) | | (Commission
File Number) | | (IRS Employer
Identification No.) |
| | | |
85 Broad Street
New York, New York | | 10004 |
| | | |
| (Address of principal executive offices) | | (Zip Code) |
Registrant’s telephone number, including area code:(212) 902-1000
N/A
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
| o | | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| o | | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| o | | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| o | | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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TABLE OF CONTENTS
Item 1.01 Entry into a Material Definitive Agreement.
On November 18, 2005, the Board of Directors of The Goldman Sachs Group, Inc. (the “Registrant”) approved certain amendments to the Registrant’s existing non-employee director compensation program. The amended program provides that, beginning in fiscal 2006, each non-employee director will receive as an annual grant, at his or her election, one of the following: (a) 3,000 fully vested restricted stock units (“RSUs”); (b) 1,500 RSUs and fully vested options to purchase 6,000 shares of the Registrant’s common stock; or (c) fully vested options to purchase 12,000 shares of the Registrant’s common stock.
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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| | | THE GOLDMAN SACHS GROUP, INC.
(Registrant) | |
| | | | | | |
| Date: November 25, 2005 | | By: | /s/ Esta E. Stecher | |
| | | | | |
| | | | Name: | Esta E. Stecher | |
| | | | Title: | Executive Vice President and General Counsel | |
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