| Free Writing Prospectus pursuant to Rule 433 dated June 5, 2024 / Registration Statement No. 333-269296 STRUCTURED INVESTMENTS Opportunities in U.S. Equities GS Finance Corp. |
PLUS Based on the Value of the S&P 500® Index due May 29, 2026
Principal at Risk Securities
The Performance Leveraged Upside SecuritiesSM (PLUS) do not bear interest and are unsecured notes issued by GS Finance Corp. and guaranteed by The Goldman Sachs Group, Inc. You should read the accompanying preliminary pricing supplement dated June 4, 2024, which we refer to herein as the accompanying preliminary pricing supplement, to better understand the terms and risks of your investment, including the credit risk of GS Finance Corp. and The Goldman Sachs Group, Inc. |
| PLUS Payoff Diagram* | ||
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KEY TERMS |
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Issuer / Guarantor: | GS Finance Corp. / The Goldman Sachs Group, Inc. |
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Underlying index: | S&P 500® Index (Bloomberg symbol, “SPX Index”) |
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Pricing date: | expected to price on or about June 5, 2024 |
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Original issue date: | expected to be June 10, 2024 |
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Valuation date: | expected to be May 26, 2026 |
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Stated maturity date: | expected to be May 29, 2026 |
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Payment at maturity | If the final index value is greater than the initial index value, $1,000 + the leveraged upside payment, subject to the maximum payment at maturity In no event will the payment at maturity exceed the maximum payment at maturity. If the final index value is equal to or less than the initial index value, $1,000 × the index performance factor. This amount will be equal to or less than the stated principal amount of $1,000 and could be zero. |
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| Hypothetical Final Index Value (as Percentage of Initial Index Value) | Hypothetical Payment at Maturity (as Percentage of Stated Principal Amount) | ||
| 150.000% | 124.600% | ||
| 125.000% | 124.600% | ||
Leveraged upside | $1,000 × leverage factor × index percent increase |
| 115.000% | 124.600% |
| 108.200% | 124.600% | ||
Leverage factor: | 300% |
| 103.000% | 109.000% |
Maximum payment at | at least $1,246 per PLUS (at least 124.6% of the stated principal amount) |
| 101.000% | 103.000% |
| 100.000% | 100.000% | ||
| 75.000% | 75.000% | ||
Index percent | (final index value - initial index value) / initial index value |
| 60.000% | 60.000% |
| 50.000% | 50.000% | ||
Initial index value: | the index closing value on the pricing date |
| 30.000% | 30.000% |
Final index value: | the index closing value on the valuation date |
| 25.000% | 25.000% |
Index performance | final index value / initial index value |
| 0.000% | 0.000% |
| *assumes a maximum payment at maturity of $1,246 per PLUS | |||
CUSIP / ISIN: | 40058ASD7 / US40058ASD71 |
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Estimated value range: | $925 to $985 (which is less than the original issue price; see the accompanying preliminary pricing supplement) |
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This document does not provide all of the information that an investor should consider prior to making an investment decision. You should not invest in the PLUS without reading the accompanying preliminary pricing supplement and related documents for a more detailed description of the underlying index (including historical index closing values), the terms of the PLUS and certain risks.
About Your PLUS |
The amount that you will be paid on your PLUS on the stated maturity date is based on the performance of the S&P 500® Index as measured from the pricing date to and including the valuation date.
If the final index value is greater than the initial index value (set on the pricing date), the return on your PLUS will be positive and equal to the product of the leverage factor of 300% multiplied by the index percent increase, subject to the maximum payment at maturity of at least $1,246 (set on the pricing date) per PLUS.
If the final index value is less than the initial index value, you will lose a portion of your investment.
The PLUS are for investors willing to forgo interest payments and risk losing their entire investment for the potential to earn 300% of any positive return of the underlying index, subject to the maximum payment at maturity.
GS Finance Corp. and The Goldman Sachs Group, Inc. have filed a registration statement (including a prospectus, as supplemented by the prospectus supplement, underlier supplement no. 39, general terms supplement no. 8,999 and preliminary pricing supplement listed below) with the Securities and Exchange Commission (SEC) for the offering to which this communication relates. Before you invest, you should read the prospectus, prospectus supplement, underlier supplement no. 39, general terms supplement no. 8,999 and preliminary pricing supplement and any other documents relating to this offering that GS Finance Corp. and The Goldman Sachs Group, Inc. have filed with the SEC for more complete information about us and this offering. You may get these documents without cost by visiting EDGAR on the SEC web site at sec.gov. Alternatively, we will arrange to send you the prospectus, prospectus supplement, underlier supplement no. 39, general terms supplement no. 8,999 and preliminary pricing supplement if you so request by calling (212) 357-4612.
The PLUS are notes that are part of the Medium-Term Notes, Series F program of GS Finance Corp. and are fully and unconditionally guaranteed by The Goldman Sachs Group, Inc. This document should be read in conjunction with the following:
This document does not provide all of the information that an investor should consider prior to making an investment decision. You should not invest in the PLUS without reading the accompanying preliminary pricing supplement and related documents for a more detailed description of the underlying index (including historical index closing values), the terms of the PLUS and certain risks.
RISK FACTORS |
An investment in the PLUS is subject to risks. Many of the risks are described in the accompanying preliminary pricing supplement, accompanying general terms supplement no. 8,999, accompanying underlier supplement no. 39, accompanying prospectus supplement and accompanying prospectus. Below we have provided a list of certain risk factors discussed in such documents. In addition to the below, you should read in full “Risk Factors” in the accompanying preliminary pricing supplement, “Additional Risk Factors Specific to the Notes” in the accompanying general terms supplement no. 8,999, “Additional Risk Factors Specific to the Securities” in the accompanying underlier supplement no. 39, as well as the risks and considerations described in the accompanying prospectus supplement and accompanying prospectus. Your PLUS are a riskier investment than ordinary debt securities. Also, your PLUS are not equivalent to investing directly in the underlying index stocks, i.e., the stocks comprising the underlying index to which your PLUS are linked. You should carefully consider whether the offered PLUS are appropriate given your particular circumstances.
The following risk factors are discussed in greater detail in the accompanying preliminary pricing supplement:
Risks Related to Structure, Valuation and Secondary Market Sales
Risks Related to Conflicts of Interest
Risks Related to Tax
The Tax Consequences of an Investment in Your PLUS Are Uncertain
This document does not provide all of the information that an investor should consider prior to making an investment decision. You should not invest in the PLUS without reading the accompanying preliminary pricing supplement and related documents for a more detailed description of the underlying index (including historical index closing values), the terms of the PLUS and certain risks.
The following risk factors are discussed in greater detail in the accompanying general terms supplement no. 8,999:
Risks Related to Structure, Valuation and Secondary Market Sales
Risks Related to Conflicts of Interest
Risks Related to Tax
The following risk factors are discussed in greater detail in the accompanying underlier supplement no. 39:
Additional Risks Relating to Securities Linked to Underliers that are Equity Indices
The following risk factors are discussed in greater detail in the accompanying prospectus supplement:
The following risk factors are discussed in greater detail in the accompanying prospectus:
TAX CONSIDERATIONS |
You should review carefully the discussion in the accompanying preliminary pricing supplement under the caption “Supplemental Discussion of U.S. Federal Income Tax Consequences” concerning the U.S. federal income tax consequences of an investment in the PLUS, and you should consult your tax advisor.
This document does not provide all of the information that an investor should consider prior to making an investment decision. You should not invest in the PLUS without reading the accompanying preliminary pricing supplement and related documents for a more detailed description of the underlying index (including historical index closing values), the terms of the PLUS and certain risks.