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The Goldman Sachs Group, Inc. has successfully issued $2 billion in fixed-rate senior debt notes maturing on July 23, 2038, offering an annual interest rate of 5.25%. Priced on July 21, 2026, and issued on July 23, 2026, these notes carry a 1.75% underwriting discount and will not be listed on any securities exchange. This issuance marks a strategic capital-raising move by the prominent investment banking and financial services firm through the fixed income markets.
Key Highlights
- NYSE Ticker: GS-PD
- Goldman Sachs issued $2 billion in fixed-rate senior debt notes with a 5.25% annual coupon
- Trade date: July 21, 2026; Issue date: July 23, 2026; Maturity date: July 23, 2038
- Notes issued in book-entry form via the Depository Trust Company (DTC) with annual interest payments starting July 23, 2027
Debt Offering Details and Terms
The Goldman Sachs Group issued $2 billion in U.S. dollar-denominated senior unsecured fixed-rate debt notes with minimum denominations of $1,000 and integral multiples thereof. These notes are obligations of The Goldman Sachs Group, Inc. and were issued under the company’s Medium-Term Notes, Series N program, governed by the senior debt indenture dated July 16, 2008, as amended, with The Bank of New York Mellon acting as trustee.
Offered at 100% of principal, the net proceeds to Goldman Sachs amount to 98.25% after applying the 1.75% underwriting discount. Investors acquiring notes post-issue date will be responsible for accrued interest from July 23, 2026. Goldman Sachs & Co. LLC serves as the calculation agent and may engage in market-making activities in these notes following issuance.
Interest Rate and Payment Structure
The notes feature a fixed annual coupon rate of 5.25%, accruing interest from the issue date of July 23, 2026 through maturity on July 23, 2038. Interest payments are scheduled annually on July 23, commencing July 23, 2027. Accrued interest is calculated using the 30/360 (ISDA) day count convention, as established by the International Swaps and Derivatives Association.
The accrued interest factor is computed by multiplying the principal by the annual coupon rate and the fraction of days in the interest period divided by 360. Record dates for interest payments are the business day immediately preceding each payment date, following the "following unadjusted" business day convention, excluding weekends and New York banking holidays.
Issuance and Settlement via Depository Trust Company
These notes will be issued solely in book-entry form, represented by a master global note registered in the name of the Depository Trust Company (DTC) or its nominee. This allows settlement in immediately available funds through DTC’s systems, facilitating efficient transactions among institutional investors. Direct withdrawal of physical certificates by individual investors is generally restricted, except under specific circumstances outlined in the prospectus.
Beneficial ownership interests will be held through DTC participants rather than physical certificates. The master global note is dated July 1, 2020. Investors should consult the prospectus for detailed information on legal ownership and the mechanics of book-entry issuance and transfers through DTC.
Risk Profile and Insurance Status
The notes are not bank deposits and are not insured by the Federal Deposit Insurance Corporation (FDIC) or any other government agency. They are unsecured senior debt obligations of The Goldman Sachs Group, Inc. and are not guaranteed by any bank. Investors bear the credit risk of the issuer for principal and interest payments.
These notes rank equally with other unsecured senior debt of Goldman Sachs. While rating information is not specified in the offering documents, investors may seek such details from external rating agencies.
Redemption and Defeasance Terms
Goldman Sachs does not have the option to redeem these notes prior to maturity, ensuring investors will hold the notes until July 23, 2038, unless sold in the secondary market. This provides certainty regarding the investment’s duration.
However, the notes include provisions for full defeasance and covenant defeasance, allowing Goldman Sachs to discharge its obligations by placing sufficient funds in trust for noteholders. Detailed terms are available under "Description of Debt Securities We May Offer – Defeasance and Covenant Defeasance" in the prospectus, which investors should review carefully.
Company Overview and Debt Program Context
The Goldman Sachs Group, Inc. is a leading global investment banking, securities, and asset management firm operating across multiple segments. This debt issuance is part of its ongoing capital management strategy utilizing the Medium-Term Notes program to raise funds via fixed income markets.
The senior debt indenture dates back to July 16, 2008, evidencing a long-standing debt issuance framework. The prospectus supplement and prospectus dated February 14, 2025 provide comprehensive details on Goldman Sachs’ debt securities programs and applicable terms.
Regulatory Filings and Disclosures
This offering was filed under Rule 424(b)(2) with the U.S. Securities and Exchange Commission (SEC), serving as a definitive prospectus for registration statement No. 333-284538. The SEC or any other regulatory body has neither approved nor disapproved the securities nor confirmed the accuracy of the prospectus. Any contrary representation is deemed a criminal offense.
Goldman Sachs & Co. LLC and affiliates may use this prospectus for market-making transactions post-issuance. Unless otherwise specified, the prospectus is intended for secondary market activities rather than new offerings. Information in the pricing supplement and related documents is current as of their respective dates.
Tax Considerations for Investors
The prospectus supplement and prospectus include detailed discussions on U.S. federal income tax consequences under the sections titled "United States Taxation." Investors should evaluate the tax implications of purchasing, holding, and disposing of these notes based on their individual tax circumstances and timing relative to interest payments.
Tax treatment may vary significantly for investors in tax-advantaged accounts or subject to specific tax regimes. Reviewing the comprehensive tax sections is essential before investing to understand potential after-tax returns.
Secondary Market and Liquidity Factors
These notes will not be listed on any securities exchange or interdealer quotation system, meaning no guaranteed public trading venue exists. However, Goldman Sachs & Co. LLC and affiliates may provide market-making services to facilitate liquidity in the secondary market.
Investors should be aware that liquidity depends on Goldman Sachs’ willingness to quote bid and ask prices. The lack of an exchange listing means public price transparency and standardized bid-ask spreads are unavailable, which could affect the ease of exiting positions, especially if market-making activity is limited or market conditions deteriorate.
