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GS Finance Corp., backed by The Goldman Sachs Group, Inc., has launched $17.32 million in Contingent Income Auto-Callable Securities tied to NVIDIA Corporation's common stock performance, as detailed in a pricing supplement dated July 17, 2026. These three-year structured products offer contingent quarterly coupons only if NVIDIA's share price stays above 50% of its initial value, but carry significant downside risk including potential full principal loss. This issuance marks Goldman Sachs' ongoing growth in equity-linked structured products aimed at yield-driven investors willing to accept capital risk for enhanced coupon returns.
Key Highlights
- NYSE: GS-PD 94 Ticker for securities issued by GS Finance Corp. with guarantee from The Goldman Sachs Group, Inc.
- Goldman Sachs issued $17.32 million principal amount of NVIDIA-linked structured notes maturing July 20, 2029
- Contingent quarterly coupon of $25.875 per $1,000 principal paid only if NVIDIA stock closes above $101.405 (50% of the initial $202.81 price); coupon payments stop and principal is at risk if below threshold
- Automatic early redemption at par plus accrued coupon if NVIDIA stock closes at or above initial price on any call observation date starting October 19, 2026
Structure and NVIDIA Stock Performance Linkage
GS Finance Corp. structured these unsecured notes, guaranteed by The Goldman Sachs Group, Inc., with returns fully dependent on NVIDIA Corporation common stock’s three-year performance. The initial share price was set at $202.81, the closing price on July 17, 2026. Investors do not benefit from any NVIDIA stock appreciation beyond this initial price, limiting gains to the contingent coupon while exposing them to significant downside losses.
The contingent quarterly coupon is payable on twelve observation dates from October 2026 through July 2029, calculated by multiplying $25.875 by the number of observation dates completed minus previously paid coupons, but only if NVIDIA’s stock closes at or above $101.405 on each date. If the stock closes below this 50% threshold on any observation date, the coupon for that period is forfeited.
Early Redemption and Automatic Call Feature
The securities include an automatic call provision allowing early redemption if NVIDIA’s stock price meets or exceeds the initial price of $202.81 on any call observation date, starting October 19, 2026. Upon such an event, Goldman Sachs redeems the securities at par ($1,000 per $1,000 principal) plus any due contingent coupons. This call feature caps investor returns regardless of further NVIDIA stock gains.
Once called, no further coupon payments accrue, limiting investors to coupon payments earned up to the call date plus principal repayment. Unlike direct NVIDIA shareholders, investors in these securities do not participate in stock appreciation beyond the structured coupon rate.
Principal-at-Risk Payment at Maturity
At maturity on July 20, 2029, payment depends on NVIDIA’s final share price relative to the $101.405 threshold. If the final price is at or above this level, investors receive full principal plus any final coupon. If below, investors lose principal proportionally based on the share performance factor (final price divided by initial price), potentially losing up to 50% or more of their investment.
This principal-at-risk feature differentiates these notes from traditional fixed-income products, as investors bear the risk of significant capital loss if NVIDIA stock declines substantially.
Offering Details and Pricing
Priced on July 17, 2026, with an issue date of July 22, 2026, the initial aggregate principal was $17.32 million. Goldman Sachs may increase this amount by issuing additional securities at different prices and discount rates. The original issue price was par (100%), meaning investors paid $1,000 per note.
Goldman Sachs & Co. LLC acted as sole underwriter, receiving a 2.25% underwriting discount totaling $389,700, resulting in net proceeds of $16.93 million. Morgan Stanley Wealth Management served as dealer and earned a $22.50 selling concession per security, with $5.00 per security allocated as a structuring fee. The estimated securities value at pricing was approximately $966 per $1,000 principal, reflecting a $34 discount below par due to product structure and credit spread inputs.
Credit Risk and Guarantee
These unsecured notes are obligations of GS Finance Corp. guaranteed by The Goldman Sachs Group, Inc. Investors are exposed to the credit risk of both entities. The guarantee ensures payment if GS Finance Corp. defaults but does not affect the performance-based contingent coupons, which depend solely on NVIDIA stock price.
The securities are not bank deposits and lack FDIC insurance or any bank guarantee. Investors assume full credit risk of the issuer and guarantor alongside market risk from NVIDIA stock performance, with no government or institutional safety net.
Coupon Calculation and Payment Structure
The contingent quarterly coupon accrues cumulatively. On each observation date where NVIDIA stock closes at or above $101.405, the coupon equals $25.875 multiplied by the number of observation dates completed, minus prior payments. This stepped structure results in increasing coupon payments over time if the threshold is consistently met.
For example, the first coupon payment (October 2026) would be $25.875, the second (January 2027) $51.75, and by the final payment (July 2029) cumulative coupons would total $310.50 per $1,000 principal. However, any breach of the threshold causes coupon payments to stop immediately.
Secondary Market and Liquidity Considerations
Goldman Sachs & Co. LLC and affiliates may engage in market-making for these securities post-offering. The notes will not be listed on any exchange or interdealer quotation system and trade over-the-counter primarily through Goldman Sachs. Investors should assume secondary market activity reflects market-making rather than new issuances.
The estimated secondary market value at pricing was about $966 per $1,000 principal, before bid-ask spreads. Goldman Sachs may use this valuation for reporting but is not obligated to provide liquidity. Early redemption or sale may be challenging and prices will reflect current NVIDIA stock conditions.
Investor Suitability and Risk-Return Profile
Goldman Sachs targets investors seeking above-market coupon income while accepting significant downside risk. The annualized contingent coupon of approximately 2.59% per annum (if all observation dates meet the threshold) offers enhanced yield relative to market rates at issuance.
Investors benefit from a 50% downside buffer before principal losses begin, but forgo any upside beyond the coupon cap. Those expecting moderate NVIDIA performance may find these securities attractive for income, while investors anticipating strong stock appreciation will miss out on potential gains.
Regulatory Filing and Disclosure
The pricing supplement, filed under SEC Rule 424(b)(2) as part of registration statement 333-284538, represents Goldman Sachs’ ongoing series of structured equity-linked securities. The SEC has neither approved nor disapproved the securities or verified prospectus accuracy.
The disclosure includes detailed risk factors covering credit, market, liquidity, and leverage risks, advising investors to review full documentation. The securities are subject to comprehensive prospectus supplement delivery and trade confirmation disclosures, with additional terms incorporated by reference.
