Free Writing Prospectus pursuant to Rule 433 dated October 9, 2026 / Registration Statement No. 333-284538
STRUCTURED INVESTMENTS
Opportunities in U.S. Equities
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GS Finance Corp. |
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Lookback Trigger Jump Securities with Auto-Callable Feature Based on the Performance of the Class A Common Stock of AppLovin Corporation due October 28, 2031 Principal At Risk Securities |
The securities 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 October 9, 2026, 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.
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KEY TERMS |
Company (Issuer) / Guarantor: |
GS Finance Corp. / The Goldman Sachs Group, Inc. |
Underlying stock: |
the Class A common stock of AppLovin Corporation. (current Bloomberg ticker: “APP UW”) |
Pricing date: |
expected to price on or about October 23, 2026 |
Original issue date: |
expected to be October 28, 2026 |
Call observation dates: |
as set forth under “Call observation dates” below |
Call payment dates: |
as set forth under “Call payment dates” below |
Valuation date: |
expected to be October 23, 2031 |
Stated maturity date: |
expected to be October 28, 2031 |
Automatic call feature: |
if, as measured on any call observation date, the closing price of the underlying stock is greater than or equal to the initial share price, your securities will be automatically called and you will receive for each $1,000 principal amount an amount in cash equal to the sum of (i) $1,000 plus (ii) the product of $1,000 times the call premium amount applicable to the corresponding call observation date. No payments will be made after the call payment date. |
Payment at maturity (for each $1,000 stated principal amount of your securities): |
•if the final share price is greater than or equal to the downside threshold price, the sum of (i) $1,000 plus (ii) the product of (a) $1,000 times (b) the maturity date premium amount; or •if the final share price is less than the downside threshold price, the product of (i) $1,000 times (ii) the share performance factor |
Initial share price: |
the lowest closing price of the underlying stock during the initial observation period |
Initial observation period: |
each scheduled trading day during the approximately one-month period from and including the pricing date to and including November 23, 2026 |
Final share price: |
the closing price of the underlying stock on the valuation date |
Downside threshold price: |
70.00% of the initial share price |
Call premium amount (set on the pricing date): |
with respect to any call observation date, the applicable call premium amount set forth under “Call premium amount” below |
Maturity date premium amount (set on the pricing date): |
at least 110.00% |
Share performance factor: |
the final share price / the initial share price |
CUSIP / ISIN: |
40058MDJ4 / US40058MDJ45 |
Estimated value range: |
$880 to $940 (which is less than the original issue price; see the accompanying preliminary pricing supplement) |
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Call observation dates |
Call payment dates |
Call premium amount |
November 1, 2027 |
November 4, 2027 |
at least 22.00% |
January 24, 2028 |
January 27, 2028 |
at least 27.50% |
April 24, 2028 |
April 27, 2028 |
at least 33.00% |
July 24, 2028 |
July 27, 2028 |
at least 38.50% |
October 23, 2028 |
October 26, 2028 |
at least 44.00% |
January 23, 2029 |
January 26, 2029 |
at least 49.50% |
April 23, 2029 |
April 26, 2029 |
at least 55.00% |
July 23, 2029 |
July 26, 2029 |
at least 60.50% |
October 23, 2029 |
October 26, 2029 |
at least 66.00% |
January 23, 2030 |
January 28, 2030 |
at least 71.50% |
April 23, 2030 |
April 26, 2030 |
at least 77.00% |
July 23, 2030 |
July 26, 2030 |
at least 82.50% |
October 23, 2030 |
October 28, 2030 |
at least 88.00% |
January 23, 2031 |
January 28, 2031 |
at least 93.50% |
April 23, 2031 |
April 28, 2031 |
at least 99.00% |
July 23, 2031 |
July 28, 2031 |
at least 104.50% |
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Hypothetical Payment Amount At Maturity* |
The Securities Have Not Been Automatically Called |
Hypothetical Final Share Price (as Percentage of Initial Share Price) |
Hypothetical Payment at Maturity (as Percentage of Stated Principal Amount) |
250.000% |
210.000% |
200.000% |
210.000% |
150.000% |
210.000% |
125.000% |
210.000% |
105.000% |
210.000% |
100.000% |
210.000% |
90.000% |
210.000% |
85.000% |
210.000% |
70.000% |
210.000% |
69.999% |
69.999% |
60.000% |
60.000% |
50.000% |
50.000% |
30.000% |
30.000% |
25.000% |
25.000% |
0.000% |
0.000% |
*assumes a maturity date premium amount of 110.00% |
The amount that you will be paid on your securities is based on the performance of the Class A common stock of AppLovin Corporation. The securities may be automatically called on any call observation date.
Your securities will be automatically called if the closing price of the underlying stock on any call observation date is greater than or equal to the initial share price, which will be the lowest closing price of the underlying stock during the initial observation period, resulting in a payment on the applicable call payment date equal to (i) the principal amount of your securities plus (ii) such principal amount times the call premium amount applicable to such call observation date. No payments will be made after the call payment date.
At maturity, if not previously called, you may lose a significant portion or all of your investment in the notes. You will not participate in any appreciation of the underlying stock.
The securities are for investors who are willing to risk losing all or a significant portion of the principal amount of their securities if the securities remain outstanding to maturity in exchange for the use of an initial observation period in determining the initial share value and the potential to earn a return of between at least 22.00% and at least 110.00%, depending on if and when their securities are automatically called.
GS Finance Corp. and The Goldman Sachs Group, Inc. have filed a registration statement (including a prospectus, as supplemented by the prospectus supplement, general terms supplement no. 17,745 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, general terms supplement no. 17,745 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, general terms supplement no. 17,745 and preliminary pricing supplement if you so request by calling (212) 357-4612.
The securities 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:
An investment in the securities is subject to risks. Many of the risks are described in the accompanying preliminary pricing supplement, accompanying general terms supplement no. 17,745, 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. 17,745, as well as the risks and considerations described in the accompanying prospectus supplement and accompanying prospectus. Your securities are a riskier investment than ordinary debt securities. Also, your securities are not equivalent to investing directly in the underlying stock. You should carefully consider whether the offered securities 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
▪You May Lose Your Entire Investment in the Securities
▪The Return on Your Securities May Change Significantly Despite Only a Small Incremental Change in the Price of the Underlying Stock
▪The Securities Are Subject to the Credit Risk of the Issuer and the Guarantor
▪The Initial Share Price Will Not Be Determined Until the End of the Initial Observation Period
▪The Amount You Will Receive on a Call Payment Date or on the Stated Maturity Date, as the Case May Be, Will Be Capped
▪Your Securities Are Subject to Automatic Redemption
▪The Amount You Will Receive on a Call Payment Date or on the Stated Maturity Date Is Not Linked to the Closing Price of the Underlying Stock at Any Time Other Than on the Applicable Call Observation Date or the Valuation Date, as the Case May Be
▪The Estimated Value of Your Securities At the Time the Terms of Your Securities Are Set On the Pricing Date (as Determined By Reference to Pricing Models Used By GS&Co.) Is Less Than the Original Issue Price Of Your Securities
▪The Market Value of Your Securities May Be Influenced By Many Unpredictable Factors
▪In Some Circumstances, the Payment You Receive on the Securities May Be Based on the Securities of Another Company and Not the Issuer of the Underlying Stock
▪We Will Not Hold Shares of the Underlying Stock for Your Benefit
▪You Have No Shareholder Rights or Any Rights to Receive Any Underlying Stock
▪As Calculation Agent, GS&Co. Will Have the Authority to Make Determinations that Could Affect the Value of Your Securities
▪We May Sell an Additional Aggregate Stated Principal Amount of the Securities at a Different Issue Price
▪If You Purchase Your Securities at a Premium to Stated Principal Amount, the Return on Your Investment Will Be Lower Than the Return on Securities Purchased at Stated Principal Amount and the Impact of Certain Key Terms of the Securities Will be Negatively Affected
Risks Related to Conflicts of Interest
▪Other Investors May Not Have the Same Interests as You
Additional Risks Related to the Underlying stock
▪The Underlying Stock Has a Very Limited Trading History
Risks Related to Tax
▪Your Securities May Be Subject to an Adverse Change in Tax Treatment in the Future
▪Non-United States Holders Should Consider the Withholding Tax Implications of Owning the Securities
▪Foreign Account Tax Compliance Act (FATCA) Withholding May Apply to Payments on Your Securities, Including as a Result of the Failure of the Bank or Broker Through Which You Hold the Securities to Provide Information to Tax Authorities
The following risk factors are discussed in greater detail in the accompanying general terms supplement no. 17,745:
Risks Related to Structure, Valuation and Secondary Market Sales
▪If the Value of an Underlier Changes, the Market Value of Your Notes May Not Change in the Same Manner
▪Past Performance is No Guide to Future Performance
▪Your Notes May Not Have an Active Trading Market
▪The Calculation Agent Can Postpone the Determination Date, Averaging Date, Call Observation Date or Coupon Observation Date If a Market Disruption Event or Non-Trading Day Occurs or Is Continuing
▪With Respect to Notes Linked to Index Stocks or Exchange-Traded Funds, You Have Limited Anti-Dilution Protection
▪With Respect to Notes Linked to Index Stocks, There is No Affiliation Between the Underlier Issuer of Such Index Stock and Us
Risks Related to Conflicts of Interest
▪Hedging Activities by Goldman Sachs or Our Distributors May Negatively Impact Investors in the Notes and Cause Our Interests and Those of Our Clients and Counterparties to be Contrary to Those of Investors in the Notes
▪Goldman Sachs’ Trading and Investment Activities for its Own Account or for its Clients Could Negatively Impact Investors in the Notes
▪Goldman Sachs’ Market-Making Activities Could Negatively Impact Investors in the Notes
▪You Should Expect That Goldman Sachs Personnel Will Take Research Positions, or Otherwise Make Recommendations, Provide Investment Advice or Market Color or Encourage Trading Strategies That Might Negatively Impact Investors in the Notes
▪Goldman Sachs Regularly Provides Services to, or Otherwise Has Business Relationships with, a Broad Client Base, Which May Include the Sponsors of the Underlier or Underliers or Constituent Indices, As Applicable, the Investment Advisors of the Underlier or Underliers, As Applicable, or the Issuers of the Underlier or the Underlier Stocks or Other Entities That Are Involved in the Transaction
▪The Offering of the Notes May Reduce an Existing Exposure of Goldman Sachs or Facilitate a Transaction or Position That Serves the Objectives of Goldman Sachs or Other Parties
Risks Related to Tax
▪Certain Considerations for Insurance Companies and Employee Benefit Plans
The following risk factors are discussed in greater detail in the accompanying prospectus supplement:
▪The Return on Indexed Notes May Be Below the Return on Similar Securities
▪The Issuer of a Security or Currency That Serves as an Index Could Take Actions That May Adversely Affect an Indexed Note
▪An Indexed Note May Be Linked to a Volatile Index, Which May Adversely Affect Your Investment
▪An Index to Which a Note Is Linked Could Be Changed or Become Unavailable
▪We May Engage in Hedging Activities that Could Adversely Affect an Indexed Note
▪Information About an Index or Indices May Not Be Indicative of Future Performance
▪We May Have Conflicts of Interest Regarding an Indexed Note
The following risk factors are discussed in greater detail in the accompanying prospectus:
Risks Relating to Regulatory Resolution Strategies and Long-Term Debt Requirements
▪The application of regulatory resolution strategies could increase the risk of loss for holders of our securities in the event of the resolution of Group Inc.
▪The application of Group Inc.’s proposed resolution strategy could result in greater losses for Group Inc.’s security holders
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 securities, and you should consult your tax advisor.