Free Writing Prospectus pursuant to Rule 433 dated May 24, 2023 / Registration Statement No. 333-269296

STRUCTURED INVESTMENTS

Opportunities in International Equities

GS Finance Corp.

 

Buffered PLUS Based on the Value of the EURO STOXX 50® Index due January 5, 2026

Principal at Risk Securities

 

 

The Buffered 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 May 24, 2023, 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.

KEY TERMS

Issuer / Guarantor:

GS Finance Corp. / The Goldman Sachs Group, Inc.

Underlying index:

EURO STOXX 50 ® Index (Bloomberg symbol, “SX5E Index”)

Pricing date:

expected to price on or about June 16, 2023

Original issue date:

expected to be June 22, 2023

Valuation date:

expected to be December 30, 2025

Stated maturity date:

expected to be January 5, 2026

Payment at maturity (for each $1,000 stated principal amount of your PLUS):

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, but has decreased from the initial index value by an amount less than or equal to the buffer amount of 15.00%, $1,000

If the final index value is less than the initial index value and has decreased from the initial index value by an amount greater than the buffer amount, (i) the product of $1,000 × the index performance factor plus (ii) $150.00

This amount will be less than the stated principal amount of $1,000. The PLUS will not pay less than $150.00 per PLUS at maturity.

Leveraged upside payment:

$1,000 × leverage factor × index percent increase

Leverage factor:

200%

Maximum payment at maturity (set on the pricing date):

at least $1,337.00 per PLUS (133.70% of the stated principal amount)

Minimum payment at maturity:

$150.00 per PLUS (15.00% of the stated principal amount)

Index percent increase:

(final index value - initial index value) / initial index value

Initial index value:

the index closing value on the pricing date

Final index value:

the index closing value on the valuation date

Buffer amount:

15.00%

Index performance factor:

final index value / initial index value

CUSIP / ISIN:

40057RYS1 / US40057RYS11

Estimated value range:

$900 to $960 (which is less than the original issue price; see the accompanying preliminary pricing supplement)

PLUS Payoff Diagram*

Hypothetical Final Index Value

(as Percentage of Initial Index Value)

Hypothetical Payment at Maturity

(as Percentage of Stated Principal Amount)

150.000%

133.700%

135.000%

133.700%

130.000%

133.700%

116.850%

133.700%

106.000%

112.000%

103.000%

106.000%

100.000%

100.000%

97.000%

100.000%

93.000%

100.000%

85.000%

100.000%

75.000%

90.000%

50.000%

65.000%

30.000%

45.000%

25.000%

40.000%

0.000%

15.000%

*assumes a maximum payment at maturity of $1,337.00 per PLUS

 

 

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 EURO STOXX 50® 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 200% multiplied by the index percent increase, subject to the maximum payment at maturity of at least $1,337.00 (set on the pricing date) per PLUS.

If the final index value is less than the initial index value but has not decreased by more than the buffer amount of 15.00% of the initial index value, you will receive the principal amount of your PLUS. However, if the final index value has decreased from the initial index value by more than the buffer amount, you will lose 1% for every 1% decline beyond the buffer amount, subject to the minimum payment at maturity of 15.00% of the stated principal amount.  

The PLUS are for investors who seek the potential to earn 200% of any positive return of the underlying index, subject to the maximum payment at maturity, are willing to forgo interest payments and are willing to risk losing up to 85.00% of their investment if the final index value has declined from the initial index value by more than the buffer amount.

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. 33, 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. 33, 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. 33, 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: