SEC Form FWP filed by Goldman Sachs Group Inc.

Market Linked Securities — Auto-Callable with Leveraged Upside Participation, Contingent Absolute Return and Contingent Downside

Principal at Risk Securities Linked to the Lowest Performing of the Common Stock of NVIDIA Corporation, the Common Stock of Advanced Micro Devices, Inc. and the Common Stock of Tesla, Inc. due January 12, 2029

Summary of Terms

Company (Issuer) and Guarantor:

GS Finance Corp. (issuer) and The Goldman Sachs Group, Inc. (guarantor)

CUSIP:

40058WRN8

Tax consequences:

See “Supplemental Discussion of U.S. Federal Income Tax Considerations” in the accompanying preliminary pricing supplement

Market measures (each referred to as an “underlying stock,” and collectively as the “underlying stocks”):

the common stock of NVIDIA Corporation (current Bloomberg ticker: “NVDA UW”), the common stock of Advanced Micro Devices, Inc. (current Bloomberg ticker: “AMD UW”) and the common stock of Tesla, Inc. (current Bloomberg ticker: “TSLA UW”)

Hypothetical Payout Profile*

* assumes an upside participation rate of 410.00%.

If the securities are automatically called, the positive return on the securities will be limited to the call premium, even if the stock closing price of the lowest performing underlying stock on the call date significantly exceeds its call threshold price. If the securities are automatically called, you will not have the opportunity to participate in any appreciation of any underlying stock at the upside participation rate.

If the securities are not automatically called and the ending price of the lowest performing underlying stock on the calculation day is less than its threshold price, you will have 1-to-1 downside exposure to the decrease in the price of the lowest performing underlying stock and will lose more than 40%, and possibly all, of the face amount of your securities at maturity.

You should read the accompanying preliminary pricing supplement dated January 5, 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.

The securities 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:

The estimated value of your securities at the time the terms of your securities are set on the pricing date is expected to be between $900 and $930 per $1,000 face amount. See the accompanying preliminary pricing supplement for a further discussion of the estimated value of your securities.

* In addition, in respect of certain securities sold in this offering, GS&Co. may pay a fee of up to 0.30% of the aggregate face amount of the securities sold to selected securities dealers in consideration for marketing and other services in connection with the distribution of the securities to other securities dealers.

Pricing date:

expected to be January 9, 2026

Issue date:

expected to be January 14, 2026

Calculation day:

expected to be January 9, 2029

Stated maturity date:

expected to be January 12, 2029

Starting price:

with respect to an underlying stock, the stock closing price of such underlying stock on the pricing date

Ending price:

with respect to an underlying stock, the stock closing price of such underlying stock on the calculation day

Lowest performing underlying stock:

For the call date or the calculation day, the underlying stock with the lowest underlying stock return on that day.

Underlying stock return:

with respect to an underlying stock on the call date or the calculation day:

stock closing price on such day – starting price

starting price

Upside participation rate:

at least 410.00%

Threshold price:

With respect to an underlying stock, 60% of its starting price

Threshold amount:

40%

Call date:

expected to be January 14, 2027

Call threshold price:

With respect to an underlying stock, 90% of its starting price

Call premium:

50.00% of the face amount ($500.00 per security)

Call settlement date:

three business days after the call date

Automatic call:

if the stock closing price of the lowest performing underlying stock on the call date is greater than or equal to its call threshold price, the securities will be automatically called, and on the call settlement date the company will pay, for each $1,000 of the outstanding face amount, an amount in cash equal to $1,000 plus the call premium

Payment amount at maturity (for each $1,000 face amount of your securities):

$1,000 × underlying stock return of the lowest performing underlying stock on the calculation day × upside participation rate;

Underwriting discount:

up to 2.575% of the face amount*; Wells Fargo Securities, LLC (“WFS”) is the agent for the distribution of the securities. WFS will receive the underwriting discount of up to 2.575% of the aggregate face amount of the securities sold. The agent may resell the securities to Wells Fargo Advisors (“WFA”) at the original issue price of the securities less a concession of 2.00% of the aggregate face amount of the securities. In addition to the selling concession received by WFA, WFS advises that WFA may also receive out of the underwriting discount a distribution expense fee of 0.075% for each $1,000 face amount of a security WFA sells.

About Your Securities

Risk Factors

Risks Related to Structure, Valuation and Secondary Market Sales

Risks Related to Tax