Goldman Sachs Launches Autocallable S&P 500 Index-Linked Notes Due 2028 Featuring 200% Upside Participation and 90% Loss Buffer

Overview of the Structured Notes Product

The Autocallable S&P 500 Index-Linked Notes are structured investment instruments designed to offer leveraged exposure to the equity market while incorporating downside protection within specified limits. These notes do not pay interest; instead, returns are realized through potential appreciation at maturity or via early redemption triggered by the automatic call feature. This structure appeals to investors aiming to benefit from positive market performance while managing risk through embedded protective measures.

Issued under GS Finance Corp.'s Medium-Term Notes Series F program, these notes are part of Goldman Sachs' broader structured products suite. The underlying asset is the S&P 500 Index, a leading benchmark for large-cap U.S. equities. The initial index level will be established on the trade date, based on the S&P 500 closing price, serving as the reference point for all performance calculations.

Automatic Call Feature and Early Redemption Details

The notes include an automatic call mechanism allowing GS Finance Corp. to redeem the securities early if market conditions are favorable. On the call observation date, August 6, 2027, if the S&P 500 closes at or above its initial level, the notes will be automatically called on August 11, 2027. Investors will receive $1,100 per $1,000 face amount, providing a fixed return if the index meets the call threshold. This feature limits the issuer's upside exposure while offering investors a defined return if market conditions are positive.

Investors should note that early redemption through the automatic call may occur before the maturity date of July 27, 2028. If triggered, the investment will conclude on August 11, 2027, with a predetermined payout, capping further participation in market gains beyond the call observation date. No alternative redemption scenarios or changes to the automatic call feature are indicated in the disclosure.

Upside Participation and Maturity Payoff Structure

If the notes are not called early, investors will receive a cash payment at maturity on July 24, 2028, based on the final S&P 500 Index level. There are three payoff scenarios: if the final index level exceeds the initial level, investors receive $1,000 plus a leveraged payout equal to $1,000 multiplied by the 200% participation rate and the index return, effectively doubling the gains above the initial level.

If the index declines but remains at or above 90% of the initial level (the buffer), investors receive the full $1,000 face amount, protecting them from losses up to 10%. Should the index fall below the 90% buffer, a leveraged downside calculation using a buffer rate of approximately 111.11% applies, potentially reducing payments significantly. Investors could lose their entire principal if the index declines substantially beyond the buffer threshold.

Credit Support and Issuer Framework

The notes are fully and unconditionally guaranteed by The Goldman Sachs Group, Inc., ensuring that if GS Finance Corp. defaults, investors have a direct claim against Goldman Sachs. However, these notes are not bank deposits and are not insured by the FDIC or any government agency, nor are they bank obligations. Investors bear credit risk related to both the issuer and guarantor.

Issued under a senior debt indenture dated October 10, 2008, supplemented February 20, 2015, with The Bank of New York Mellon as trustee, the legal framework governs rights, obligations, and payout calculations. Supplemental documents including General Terms Supplement No. 17,745 (January 20, 2026) and Underlier Supplement No. 49 (June 24, 2026) complete the offering documentation.

Pricing Details and Net Proceeds

The notes are priced at 100% of face value, with a 1.5% underwriting discount paid to Goldman Sachs & Co. LLC and JPMorgan as placement agents, resulting in net proceeds of 98.5% to GS Finance Corp. Preliminary pricing estimates value the notes between $900 and $930 per $1,000 face amount on the trade date, reflecting embedded costs and risk.

Additional notes may be issued post-pricing supplement at varying prices and discounts. Certain national bank accounts purchasing through designated agents may not receive underwriting discounts. The aggregate offering size will be finalized on the trade date. Secondary market sales prior to maturity or call may yield returns differing materially from prospectus examples.

Risk Considerations and Potential Losses

Investors face the risk of losing their entire investment if the S&P 500 Index declines beyond the 10% buffer. The leveraged downside calculation amplifies losses if the index falls below the 90% threshold, with a 111.11% buffer rate applied. For example, a 20% index decline would exceed the buffer and result in substantial principal loss.

Other risks include credit exposure to GS Finance Corp. and Goldman Sachs, interest rate risk, index volatility, and liquidity risk in secondary markets. Market conditions may cause secondary prices to fall below issue price, and early sales could incur losses. Hypothetical examples do not guarantee future results; actual returns depend on market and economic factors at observation and determination dates.

Calculation Methodology and Index Reference

Goldman Sachs & Co. LLC acts as calculation agent, determining index levels, returns, and settlement amounts. The underlier return is calculated as (final index level minus initial level) divided by initial level, with the final level set on July 24, 2028. Adjustments for market disruptions or index changes are governed by supplemental terms.

Supplemental documents provide detailed calculation procedures and adjustment rules. The pricing supplement takes precedence over conflicting information. The use of a major financial institution as calculation agent ensures independent verification of index data and payout accuracy.

Distribution, Secondary Market, and Trading Details

Goldman Sachs & Co. LLC and JPMorgan serve as primary distribution agents. GS Finance Corp. or affiliates may act as market makers post-offering to provide liquidity. The prospectus is used in market-making transactions unless otherwise stated.

Notes are issued in book-entry form, represented by master note no. 3 dated March 22, 2021, held by a designated custodian. The CUSIP and ISIN identifiers are 40054XT24 and US40054XT241, respectively. Secondary prices will fluctuate based on index performance, interest rates, volatility, and credit spreads. Early secondary sales may result in returns differing from maturity scenarios.

Offering Timeline and Important Dates

The preliminary pricing supplement is dated July 21, 2026. The trade date for final pricing and initial index level setting is July 24, 2026. The original issue date when notes are delivered is July 29, 2026. The call observation date is August 6, 2027, with a call payment date of August 11, 2027, if the automatic call is triggered.

The determination date for final index level is July 24, 2028, with maturity on July 27, 2028, three business days later. The investment term spans approximately two years. No early maturity dates other than the automatic call are indicated. All dates may be adjusted for market disruptions or index changes per supplemental terms.