Filed Pursuant to Rule 424(b)(2)
Registration No. 333-269296
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Prospectus Supplement to Prospectus dated February 13,
2023 $5,000,000,000
The Goldman Sachs Group, Inc.
$2,500,000,000 5.727% Fixed/Floating Rate Notes due 2030
$2,500,000,000 5.851% Fixed/Floating Rate Notes due 2035 |
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The Goldman Sachs Group, Inc. will pay interest on the 5.727% fixed/floating rate notes due 2030 (the 2030 notes) to but excluding April 25,
2029 (the 2030 Notes Fixed Rate Period), at a fixed rate per annum of 5.727%, payable semi-annually on April 25 and October 25 of each year, commencing on October 25, 2024. From and including April 25, 2029 to but excluding April 25,
2030 (the 2030 Notes Floating Rate Period), the 2030 notes will bear interest at a rate per annum of Compounded SOFR, as described herein, plus 1.265%, to be payable quarterly on January 25, April 25, July 25 and October 25 of each year,
beginning July 25, 2029 until April 25, 2030. The 2030 notes will mature on the stated maturity date, April 25, 2030, and interest for the final period will accrue to and be paid on such maturity date.
The Goldman Sachs Group, Inc. will pay interest on the 5.851% fixed/floating rate notes due 2035 (the 2035 notes) to but excluding April 25,
2034 (the 2035 Notes Fixed Rate Period), at a fixed rate per annum of 5.851%, payable semi-annually on April 25 and October 25 of each year, commencing on October 25, 2024. From and including April 25, 2034 to but excluding April 25,
2035 (the 2035 Notes Floating Rate Period), the 2035 notes will bear interest at a rate per annum of Compounded SOFR, as described herein, plus 1.552%, to be payable quarterly on January 25, April 25, July 25 and October 25 of each year,
beginning July 25, 2034 until April 25, 2035. The 2035 notes will mature on the stated maturity date, April 25, 2035, and interest for the final period will accrue to and be paid on such maturity date.
If The Goldman Sachs Group, Inc. becomes obligated to pay additional amounts to non-U.S. investors due to changes
in U.S. withholding tax requirements, The Goldman Sachs Group, Inc. may redeem the notes before their stated maturity at a price equal to 100% of the principal amount redeemed plus accrued interest to the redemption date. In addition, The Goldman
Sachs Group, Inc. may redeem the 2030 notes (i) on or after October 25, 2024, and to, but excluding, April 25, 2029, at the greater of par or a make-whole price calculated as described herein, and (ii) on April 25, 2029 or on
or after March 25, 2030, at par, in each case plus accrued and unpaid interest. The Goldman Sachs Group, Inc. may redeem the 2035 notes (i) on or after October 25, 2024, and to, but excluding, April 25, 2034, at the greater of par or a make-
whole price calculated as described herein, and (ii) on April 25, 2034 or on or after January 25, 2035, at par, in each case plus accrued and unpaid interest. See Specific Terms of the Notes Terms of the Notes Optional
Redemption Make Whole to First Par Call Date and Specific Terms of the Notes Terms of the Notes Optional Redemption Par Call below.
Investing in the notes involves risks. See Additional Considerations Relating to SOFR beginning on page S-8.
Neither the Securities and Exchange Commission nor any other regulatory body has approved or
disapproved of these securities or passed upon the accuracy or adequacy of this prospectus supplement or the accompanying prospectus. Any representation to the contrary is a criminal offense.
The notes have been registered under the Securities Act of 1933 solely for the purpose of sales in the United States; they have not been and will not
be registered for the purpose of any sales outside the United States.
The notes are not bank deposits and are not insured by the Federal Deposit
Insurance Corporation or any other governmental agency, nor are they obligations of, or guaranteed by, a bank.
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Per 2030 Note |
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Total |
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Per 2035 Note |
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Total |
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Initial price to public |
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100.000 |
% |
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$ |
2,500,000,000 |
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100.000 |
% |
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$ |
2,500,000,000 |
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Underwriting discount |
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0.350 |
% |
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$ |
8,750,000 |
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0.450 |
% |
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$ |
11,250,000 |
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Proceeds, before expenses, to The Goldman Sachs Group, Inc. |
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99.650 |
% |
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$ |
2,491,250,000 |
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99.550 |
% |
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$ |
2,488,750,000 |
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The initial price to public set forth above does not include accrued interest, if any. Interest on the notes will accrue from April 25, 2024 and must be
paid by the purchaser if the notes are delivered after April 25, 2024.
The underwriters expect to deliver the notes through the facilities of The
Depository Trust Company against payment in New York, New York on April 25, 2024.
The Goldman Sachs Group, Inc. may use this prospectus supplement
and the accompanying prospectus in the initial sale of the notes. In addition, Goldman Sachs & Co. LLC or any other affiliate of The Goldman Sachs Group, Inc. may use this prospectus supplement and the accompanying prospectus in a
market-making transaction in the notes after their initial sale, and unless they inform the purchaser otherwise in the confirmation of sale, this prospectus supplement and accompanying prospectus are being used by them in a market-making
transaction.
Goldman Sachs & Co. LLC
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Academy Securities |
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Blaylock Van, LLC |
C.L. King & Associates |
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PNC Capital Markets LLC |
R. Seelaus & Co., LLC |
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Telsey Advisory Group |
US Bancorp |
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BMO Capital Markets |
BNY Mellon Capital Markets, LLC |
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Capital One Securities |
RBC Capital Markets |
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Scotiabank |
TD Securities |
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Truist Securities |
ANZ Securities |
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BBVA |
CaixaBank |
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Citizens Capital Markets |
COMMERZBANK |
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Commonwealth Bank of Australia |
Falcon Square Capital |
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Guzman & Company |
Huntington Capital Markets |
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IMI Intesa Sanpaolo |
Mizuho |
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nabSecurities, LLC |
NatWest Markets |
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Nordea |
Nykredit |
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Rabo Securities |
SEB |
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SMBC Nikko |
UniCredit Capital Markets |
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Westpac Capital Markets LLC |
CIBC Capital Markets |
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Desjardins Capital Markets |
Fifth Third Securities |
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KeyBanc Capital Markets |
M&T Securities |
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National Bank of Canada Financial Markets |
Regions Securities LLC |
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Prospectus Supplement dated April 18, 2024