UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
(Exact name of registrant as specified in its charter)
| No. |
No. | |||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code:
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(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:
| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class |
Trading Symbol |
Exchange on which registered | ||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 under the Securities Act (17 CFR 230.405) or Rule 12b-2 under the Exchange Act (17 CFR 240.12b-2).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| Item 9.01 | Financial Statements and Exhibits. |
Exhibits are filed herewith in connection with the issuance of the following debt securities by The Goldman Sachs Group, Inc. (the “Company”) on October 21, 2025 pursuant to the Company’s shelf registration statement on Form S-3 (File No. 333-284538) (as amended, the “Registration Statement”):
| • | $500,000,000 Floating Rate Notes due 2029 (the “2029 Floating Rate Securities”) |
| • | $2,500,000,000 4.153% Fixed/Floating Rate Notes due 2029 (the “2029 Fixed/Floating Rate Securities”) |
| • | $500,000,000 Floating Rate Notes due 2031 (the “2031 Floating Rate Securities”) |
| • | $3,000,000,000 4.369% Fixed/Floating Rate Notes due 2031 (the “2031 Fixed/Floating Rate Securities”) |
| • | $3,500,000,000 4.939% Fixed/Floating Rate Notes due 2036 (the “2036 Fixed/Floating Rate Securities” and, together with the 2029 Floating Rate Securities, the 2029 Fixed/Floating Rate Securities, the 2031 Floating Rate Securities and the 2031 Fixed/Floating Rate Securities, the “Securities”) |
(d) Exhibits
The following exhibits are filed as part of this Current Report on Form 8-K and Exhibits 5.1 and 23.1 are incorporated by reference into the Registration Statement as exhibits thereto:
| 5.1 | Opinion of Sullivan & Cromwell LLP relating to the Securities. | |
| 23.1 | Consent of Sullivan & Cromwell LLP (included as part of Exhibit 5.1). | |
| 101 | Pursuant to Rule 406 of Regulation S-T, the cover page information is formatted in iXBRL (Inline eXtensible Business Reporting Language). | |
| 104 | Cover Page Interactive Data File (formatted in iXBRL in Exhibit 101). | |
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.
| THE GOLDMAN SACHS GROUP, INC. (Registrant) | ||||||
| Date: October 21, 2025 | By: | /s/ Matthew E. Tropp | ||||
| Name: | Matthew E. Tropp | |||||
| Title: | Assistant Secretary | |||||