GS-J Goldman Sachs Group Inc

Market Linked Securities — Auto-Callable with Leveraged Upside Participation and Contingent Downside

Principal at Risk Securities Linked to the Lowest Performing of EURO STOXX 50® Index, the Russell 2000® Index and the iShares® MSCI Emerging Markets ETF due August 18, 2027

Summary of Terms

Company (Issuer) and Guarantor:

GS Finance Corp. (issuer) and The Goldman Sachs Group, Inc. (guarantor)

CUSIP:

40058ELS3

Market measures (each referred to as an “underlier,” and collectively as the “underliers”):

The EURO STOXX 50® Index, the Russell 2000® Index and the iShares® MSCI Emerging Markets ETF

Tax consequences:

See “Supplemental Discussion of U.S. Federal Income Tax Considerations” in the accompanying preliminary pricing supplement

Fund underlying index:

with respect to the iShares® MSCI Emerging Markets ETF, the MSCI Emerging Markets Index

Hypothetical Payout Profile*

Pricing date:

expected to be August 13, 2024

* assumes a call premium of 19.25% of the face amount.

If the securities are automatically called, the positive return on the securities will be limited to the call premium, even if the closing value of the lowest performing underlier on the call date significantly exceeds its starting value. If the securities are automatically called, you will not have the opportunity to participate in any appreciation of any underlier at the upside participation rate.

If the securities are not automatically called and the ending value of the lowest performing underlier on the calculation day is less than its threshold value, you will have 1-to-1 downside exposure to the decrease in the value of the lowest performing underlier and will lose more than 30%, and possibly all, of the face amount of your securities at maturity.

You should read the accompanying preliminary pricing supplement dated August 6, 2024, which we refer to herein as the accompanying preliminary pricing supplement, to better understand the terms and risks of your investment, including the credit risk of GS Finance Corp. and The Goldman Sachs Group, Inc.

The securities are part of the Medium-Term Notes, Series F program of GS Finance Corp. and are fully and unconditionally guaranteed by The Goldman Sachs Group, Inc. This document should be read in conjunction with the following:

The estimated value of your securities at the time the terms of your securities are set on the pricing date is expected to be between $925 and $955 per $1,000 face amount. See the accompanying preliminary pricing supplement for a further discussion of the estimated value of your securities.

Issue date:

expected to be August 16, 2024

Calculation day:

expected to be August 13, 2027

Stated maturity date:

expected to be August 18, 2027

Starting value:

with respect to an underlier, the closing value of such underlier on the pricing date

Ending value:

with respect to an underlier, the closing value of such underlier on the calculation day

Lowest performing underlier:

For the call date or the calculation day, the underlier with the lowest underlier return on that day.

Underlier return:

with respect to an underlier on the call date or the calculation day:

closing value on such day – starting value

starting value

Upside participation rate:

150.00%

Call threshold value:

With respect to an underlier, 97% of its starting value

Threshold value:

With respect to an underlier, 70% of its starting value

Threshold amount:

30%

Call date:

expected to be August 18, 2025

Call premium:

at least 19.25% of the face amount (at least $192.50 per security)

Call settlement date:

three business days after the call date

Automatic call:

if the closing value of the lowest performing underlier on the call date is greater than or equal to its call threshold value, the securities will be automatically called, and on the call settlement date the company will pay, for each $1,000 of the outstanding face amount, an amount in cash equal to $1,000 plus the call premium

Payment amount at maturity (for each $1,000 face amount of your securities):

$1,000 × underlier return of the lowest performing underlier on the calculation day × upside participation rate;

Underwriting discount:

up to 2.575% of the face amount*; Wells Fargo Securities, LLC (“WFS”) is the agent for the distribution of the securities. WFS will receive the underwriting discount of up to 2.575% of the aggregate face amount of the securities sold. The agent may resell the securities to Wells Fargo Advisors (“WFA”) at the original issue price of the securities less a concession of 2.00% of the aggregate face amount of the securities. In addition to the selling concession received by WFA, WFS advises that WFA may also receive out of the underwriting discount a distribution expense fee of 0.075% for each $1,000 face amount of a security WFA sells.

* In addition, in respect of certain securities sold in this offering, GS&Co. may pay a fee of up to 0.35% of the aggregate face amount of the securities sold to selected securities dealers in consideration for marketing and other services in connection with the distribution of the securities to other securities dealers.

About Your Securities

Risk Factors

Risks Related to Structure, Valuation and Secondary Market Sales

Additional Risks Related to the EURO STOXX 50® Index and the iShares® MSCI Emerging Markets ETF

Additional Risks Related to the Russell 2000® Index

Additional Risks Related to the Fund

Risks Related to Tax

For details about the license agreement between each underlier sponsor and the issuer, see “The Underliers — EURO STOXX 50® Index” and “The Underliers ─ Russell 2000® Index” on pages S-36 and S-81 of the accompanying underlier supplement no. 40, respectively. Wells Fargo Advisors is a trade name used by Wells Fargo Clearing Services, LLC and Wells Fargo Advisors Financial Network, LLC, members SIPC, separate registered broker-dealers and non-bank affiliates of Wells Fargo & Company.