Free Writing Prospectus pursuant to Rule 433 dated November 12, 2025 / Registration Statement No. 333-284538
STRUCTURED INVESTMENTS
Opportunities in U.S. Equities
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GS Finance Corp. |
Jump Securities with Auto-Callable Feature Based on the Performance of the Worst-Performing of the Energy Select Sector SPDR® Fund, the Financial Select Sector SPDR® Fund and the Health Care Select Sector SPDR® Fund due November 19, 2031 Principal At Risk Securities |
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The securities are unsecured notes issued by GS Finance Corp. and guaranteed by The Goldman Sachs Group, Inc. |
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Call observation dates |
Call payment dates |
Call premium amount |
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November 23, 2026 |
November 27, 2026 |
at least 10% |
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You should read the accompanying preliminary pricing supplement dated November 12, 2025, 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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February 16, 2027 |
February 19, 2027 |
at least 12.5% |
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May 14, 2027 |
May 19, 2027 |
at least 15% |
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August 16, 2027 |
August 19, 2027 |
at least 17.5% |
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November 15, 2027 |
November 18, 2027 |
at least 20% |
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KEY TERMS |
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February 14, 2028 |
February 17, 2028 |
at least 22.5% |
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Company (Issuer) / Guarantor: |
GS Finance Corp. / The Goldman Sachs Group, Inc. |
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May 15, 2028 |
May 18, 2028 |
at least 25% |
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August 14, 2028 |
August 17, 2028 |
at least 27.5% |
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Underlying ETFs (each individually, an underlying ETF): |
the Energy Select Sector SPDR® Fund (current Bloomberg symbol: “XLE UP Equity”), the Financial Select Sector SPDR® Fund (current Bloomberg symbol: “XLF UP Equity”) and the Health Care Select Sector SPDR® Fund (current Bloomberg symbol: “XLV UP Equity”) |
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November 14, 2028 |
November 17, 2028 |
at least 30% |
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February 14, 2029 |
February 20, 2029 |
at least 32.5% |
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May 14, 2029 |
May 17, 2029 |
at least 35% |
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Indices (each individually, an index) |
with respect to an underlying ETF, the index tracked by such underlying ETF |
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August 14, 2029 |
August 17, 2029 |
at least 37.5% |
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November 14, 2029 |
November 19, 2029 |
at least 40% |
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Pricing date: |
expected to price on or about November 14, 2025 |
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February 14, 2030 |
February 20, 2030 |
at least 42.5% |
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Original issue date: |
expected to be November 19, 2025 |
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May 14, 2030 |
May 17, 2030 |
at least 45% |
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Call observation dates: |
as set forth under “Call observation dates” below |
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August 14, 2030 |
August 19, 2030 |
at least 47.5% |
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Call payment dates: |
as set forth under “Call payment dates” below |
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November 14, 2030 |
November 19, 2030 |
at least 50% |
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Valuation date: |
expected to be November 14, 2031 |
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February 14, 2031 |
February 20, 2031 |
at least 52.5% |
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Stated maturity date: |
expected to be November 19, 2031 |
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May 14, 2031 |
May 19, 2031 |
at least 55% |
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Automatic call feature: |
if, as measured on any call observation date, the closing price of each underlying ETF is greater than or equal to its call threshold 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. |
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August 14, 2031 |
August 19, 2031 |
at least 57.5% |
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Hypothetical Payment Amount At Maturity* |
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Payment at maturity (for each $1,000 stated principal amount of your securities): |
• if the final ETF price of each underlying ETF is greater than or equal to its 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 ETF price of any underlying ETF is less than its downside threshold price, $1,000 × the worst performing ETF performance factor |
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The Securities Have Not Been Automatically Called |
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Hypothetical Final Share Price of the Worst Performing Underlying Stock (as Percentage of Initial Share Price) |
Hypothetical Payment at Maturity (as Percentage of Stated Principal Amount) |
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200.000% |
160.000% |
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Initial ETF price: |
with respect to each underlying ETF, the closing price of such underlying ETF on the pricing date |
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175.000% |
160.000% |
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150.000% |
160.000% |
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125.000% |
160.000% |
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Final ETF price: |
with respect to each underlying ETF, the closing price of such underlying ETF on the valuation date |
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100.000% |
160.000% |
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95.000% |
160.000% |
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Call threshold price: |
with respect to each underlying ETF, 90.00% of such underlying ETF’s initial ETF price |
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92.000% |
160.000% |
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90.000% |
160.000% |
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Downside threshold price: |
with respect to each underlying ETF, 90.00% of such underlying ETF’s initial ETF price |
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75.000% |
75.000% |
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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 |
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50.000% |
50.000% |
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30.000% |
30.000% |
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Maturity date premium amount (set on the pricing date): |
at least 60.00% |
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25.000% |
25.000% |
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0.000% |
0.000% |
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ETF performance factor: |
with respect to each underlying ETF, the final ETF price / the initial ETF price |
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Worst performing underlying ETF: |
the underlying ETF with the lowest ETF performance factor |
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Worst performing ETF performance factor: |
the ETF performance factor of the worst performing underlying ETF |
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*assumes a maturity date premium amount of 60.00% |
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CUSIP / ISIN: |
40058W2P0 / US40058W2P04 |
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Estimated value range: |
$885 to $945 (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 securities without reading the accompanying preliminary pricing supplement and related documents for a more detailed description of the underlying ETFs (including historical closing prices of the underlying ETFs), the terms of the securities and certain risks.
About Your Securities |
The amount that you will be paid on your securities is based on the performance of the worst performing of the Energy Select Sector SPDR® Fund, the Financial Select Sector SPDR® Fund and the Health Care Select Sector SPDR® Fund. The securities may be automatically called on any call observation date.
The return on your securities is linked to the performance of each underlying ETF, and in each case not to that of the index on which such underlying ETF is based.
Your securities will be automatically called if the closing price of each underlying ETF on any call observation date is greater than or equal to its call threshold price, 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 securities. You will not participate in any appreciation of the underlying ETFs.
The securities are for investors who seek a return of between at least 10.00% and at least 60.00%, depending on if and when the securities are automatically called, in exchange for the risk of losing all or a significant portion of the principal amount of their securities if the securities remain outstanding to maturity.
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. 17,744 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. 17,744 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. 17,744 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:
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 securities without reading the accompanying preliminary pricing supplement and related documents for a more detailed description of the underlying ETFs (including historical closing prices of the underlying ETFs), the terms of the securities and certain risks.
RISK FACTORS |
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. 17,744, 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. 17,744, 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 ETF stocks, i.e., with respect to an underlying ETF to which your securities are linked, the stocks comprising such underlying ETF. 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
Risks Related to Conflicts of Interest
Additional Risks Related to the Underlying ETFs
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 securities without reading the accompanying preliminary pricing supplement and related documents for a more detailed description of the underlying ETFs (including historical closing prices of the underlying ETFs), the terms of the securities and certain risks.
Additional Risks Related to the Energy Select Sector SPDR® Fund
Additional Risks Related to the Financial Select Sector SPDR® Fund
Additional Risks Related to the Health Care Select Sector SPDR® Fund
Risks Related to Tax
The following risk factors are discussed in greater detail in the accompanying general terms supplement no. 17,744:
Risks Related to Structure, Valuation and Secondary Market Sales
Risks Related to Conflicts of Interest
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 securities without reading the accompanying preliminary pricing supplement and related documents for a more detailed description of the underlying ETFs (including historical closing prices of the underlying ETFs), the terms of the securities and certain risks.
Risks Related to Tax
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:
Risks Relating to Regulatory Resolution Strategies and Long-Term Debt Requirements
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 securities, 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 securities without reading the accompanying preliminary pricing supplement and related documents for a more detailed description of the underlying ETFs (including historical closing prices of the underlying ETFs), the terms of the securities and certain risks.