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On July 21, 2026, GS Finance Corp., a subsidiary of The Goldman Sachs Group, Inc., submitted a preliminary prospectus supplement for Digital Buffered Basket-Linked Notes maturing on August 27, 2027. These notes track an equally weighted basket of seven prominent stocks: Costco, EMCOR Group, IBM, Netflix, NVIDIA, Oracle, and Regeneron Pharmaceuticals. Investors benefit from a 20 percent downside buffer that shields against moderate losses, while receiving the maximum settlement amount if the basket appreciates.
Key Highlights
- Trading symbol: NYSE: GS-PD
- Offered by GS Finance Corp. and fully guaranteed by The Goldman Sachs Group, Inc.
- Basket composed of seven stocks equally weighted at roughly 14.286% each: Costco Wholesale, EMCOR Group, IBM, Netflix, NVIDIA, Oracle, and Regeneron Pharmaceuticals
- Expected trade date: July 24, 2026; maturity date: August 27, 2027; determination date: August 24, 2027
- Estimated note value at pricing ranges from $925 to $955 per $1,000 face value
- Features a 20% buffer protecting investors from basket declines before losses are incurred on a dollar-for-dollar basis
Product Structure and Payoff Details of the Buffered Basket Notes
The notes are structured to track the performance of an equally weighted basket of seven major publicly traded companies spanning technology, retail, and pharmaceutical sectors. Each stock—Costco Wholesale Corporation, EMCOR Group, Inc., International Business Machines Corporation, Netflix, Inc., NVIDIA Corporation, Oracle Corporation, and Regeneron Pharmaceuticals—starts with an approximate 14.286% weighting and an initial weighted value calculated as 100 divided by 7. The initial basket level is set at 100, with the final basket level determined by the weighted percentage changes in each stock’s price from the trade date (expected July 24, 2026) to the determination date (expected August 24, 2027).
The payoff design includes a buffer mechanism that protects investors against modest declines. If the final basket level is equal to or exceeds the initial level, investors receive the maximum settlement amount per $1,000 note. For declines up to 20%, investors still receive the full $1,000 face value. However, losses beyond 20% result in dollar-for-dollar participation in losses, meaning the return equals the basket return plus 20%, potentially leading to significant principal loss.
Diverse Basket Composition Across Multiple Sectors
The basket includes seven large-cap companies from various industries: Costco Wholesale Corporation (retail), EMCOR Group, Inc. (mechanical and electrical construction services), IBM and Oracle (software and technology infrastructure), Netflix (digital streaming entertainment), NVIDIA (graphics processing units and AI chips), and Regeneron Pharmaceuticals (biopharmaceuticals). This diversification exposes investors to different economic factors across consumer discretionary, industrial services, information technology, and healthcare sectors.
Each stock’s equal initial weighting of approximately 14.286% ensures uniform contribution to basket performance at inception. However, gains in some stocks may be offset by declines in others, highlighting both diversification benefits and concentration risks. Investors should consider how correlations among these varied stocks and sector-specific challenges might influence overall basket returns during the holding period.
Valuation and Pricing for Initial Investors
The filing estimates the notes’ value at pricing to be between $925 and $955 per $1,000 face amount, based on Goldman Sachs & Co. LLC’s pricing models and credit spreads. The difference between estimated value and the $1,000 face amount reflects the cost of product features such as the downside buffer and basket exposure. The original issue price is set at 100% of face value, meaning investors pay $1,000 per note at issuance despite the lower estimated fair value.
Goldman Sachs & Co. LLC may provide market-making services post-issuance, applying bid-ask spreads. Initially, the price for buying or selling notes includes an additional amount above the estimated value, which declines linearly to zero over a specified period. Afterward, prices reflect only the estimated value based on pricing models. Investors should note that note values fluctuate due to multiple factors and cannot be precisely predicted.
Credit Quality and Issuance Details
GS Finance Corp. issues the notes, fully and unconditionally guaranteed by The Goldman Sachs Group, Inc. This guarantee provides investors recourse to both entities for principal and settlement payments at maturity. The notes are issued under a senior debt indenture dated October 10, 2008, supplemented on February 20, 2015, with The Bank of New York Mellon as trustee. They are book-entry securities represented by master note number 3, dated March 22, 2021. The CUSIP and ISIN are 40054XST6 and US40054XST62, respectively.
As structured products from a leading investment bank, these notes carry credit risk tied to both GS Finance Corp. and Goldman Sachs. They are not bank deposits and lack FDIC or governmental insurance. Investors must evaluate the guarantor’s creditworthiness and consider how credit spreads and market conditions may impact note value independently of basket performance. Further credit risk details are available on page S-19 of the prospectus.
Important Dates for Settlement and Performance Assessment
The anticipated original issue date is July 29, 2026, with a trade date on July 24, 2026. The stated maturity date is August 27, 2027, and the determination date for final basket level calculation is August 24, 2027, providing roughly one year of exposure to basket stock performance. Initial stock prices will be set on the trade date, using either intra-day or closing prices as determined by the issuer.
The three-day interval between determination and maturity dates allows for calculation and settlement processing. Performance measurement is based on the entire holding period from trade date to determination date. Interim price fluctuations do not affect settlement unless they influence the final basket level to trigger different payout tiers. The final basket level equals the sum of each stock’s final price divided by initial price, multiplied by its initial weighting.
Regulatory Filing and Prospectus Information
The preliminary prospectus supplement was filed under Rule 424(b)(2) with registration number 333-284538 on July 21, 2026, marked "Subject to Completion," indicating some terms and pricing remain tentative. It supplements the prospectus dated February 14, 2025, and is part of GS Finance Corp.’s Medium-Term Notes, Series F program.
The filing clarifies that the information is incomplete and subject to change. Neither the SEC nor other regulators have approved or disapproved the securities or verified the prospectus’s accuracy. GS Finance Corp. or Goldman Sachs & Co. LLC may use this prospectus in initial sales or market-making transactions post-sale. Unless otherwise stated in sale confirmations, the prospectus will be used for market-making.
Distribution and Pricing Variations for Investors
The original issue price is 100% of face value, with underwriting discounts and net proceeds not fully detailed in the excerpt. The filing references the "Supplemental Plan of Distribution" on page S-47 for fee details, indicating that pricing may vary across investor classes. This is typical in structured offerings where institutional and other investors may receive different terms.
GS Finance Corp. may issue additional notes after the prospectus date at prices and underwriting terms differing from the initial offering. Consequently, investment returns may vary depending on the purchase price. Investors buying at issuance at full face value may experience different economic outcomes compared to those acquiring notes later at different prices.
Risks for Investors Evaluating This Structured Product
Investors are urged to carefully review all disclosures to understand the investment’s terms and risks, including credit risk of GS Finance Corp. and Goldman Sachs. While the 20% buffer offers protection against moderate basket declines, losses beyond this threshold can significantly reduce principal. The basket’s performance may be affected by offsetting movements among constituent stocks, potentially resulting in negative overall returns despite some holdings performing well.
The estimated pricing value ($925 to $955 per $1,000) is substantially below issuance price, reflecting product feature costs and issuer profit margins. Investors must also consider the guarantor’s credit quality and the absence of FDIC insurance. Note values depend on basket performance, market conditions, interest rates, and creditworthiness of issuer and guarantor throughout the holding period.
Secondary Market and Market-Making Considerations
Goldman Sachs & Co. LLC may act as a market maker post-issuance but is not obligated to maintain liquidity. Investors seeking to sell notes before maturity should not assume an active secondary market. Initial secondary market prices include an additional amount above estimated value, which decreases linearly to zero over time. Market-making bid-ask spreads add costs to early trades.
Unless otherwise notified in sale confirmations, the prospectus governs market-making transactions. Holding notes to maturity avoids secondary market pricing risk; however, early sellers may face limited liquidity and potentially unfavorable pricing relative to intrinsic value.
