Form FWP GS Finance Corp. Filed by: GS Finance Corp.
Free Writing Prospectus pursuant to Rule 433 dated May 18, 2026
Registration Statement No. 333-284538
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Buffered Basket-Linked Notes due |
OVERVIEW |
The notes do not bear interest. The amount that you will be paid on your notes on the stated maturity date is based on the performance, as measured from the trade date to and including the determination date, of a weighted basket comprised of TOPIX, the S&P 500® Index and the EURO STOXX 50® Index.
On the determination date, a weighted return will be calculated, which will be based on the basket underlier return for each basket underlier. The weighted return is the sum of the products of (i) the highest basket underlier return times 50% plus (ii) the second highest basket underlier return times 30% plus (iii) the lowest basket underlier return times 20%. Even though the weighted return allocates higher weights to the higher basket underlier returns, a low basket underlier return may offset other, higher basket underlier returns.
If the weighted return on the determination date is positive, the return on your notes will be positive and will equal the weighted return, subject to the maximum settlement amount of at least $2,000 (set on the trade date) for each $1,000 face amount of your notes. If the weighted return is zero or negative but not below -20%, you will receive the face amount of your notes.
If the weighted return is negative and is below -20%, the return on your notes will be negative and will equal the weighted return plus 20%. You could lose a significant portion of the face amount of your notes.
You should read the accompanying preliminary pricing supplement dated May 18, 2026 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.
Key Terms |
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CUSIP/ISIN: |
40054RJ69 / US40054RJ699 |
Company (Issuer): |
GS Finance Corp. |
Guarantor: |
The Goldman Sachs Group, Inc. |
Basket underliers (each individually, a basket underlier): |
TOPIX (Bloomberg symbol: “TPX Index”), the S&P 500® Index (Bloomberg symbol: “SPX Index”), and the EURO STOXX 50® Index (Bloomberg symbol: “SX5E Index”) |
Trade date: |
expected to be May 27, 2026 |
Settlement date: |
expected to be June 1, 2026 |
Determination date: |
expected to be May 27, 2031 |
Stated maturity date: |
expected to be May 30, 2031 |
Payment amount at maturity (for each $1,000 face amount of your notes) |
● if the weighted return is positive, the sum of (i) $1,000 plus (ii) the product of (a) $1,000 times (b) the weighted return, subject to the maximum settlement amount; ● if the weighted return is zero or negative but not below -20%, $1,000; or ● if the weighted return is negative and is below -20%, the sum of (i) $1,000 plus (ii) the product of (a) $1,000 times (b) the sum of the weighted return plus 20% |
Initial basket underlier level: |
In each case, set on the trade date and will be an intra-day level or the closing level of such basket underlier on the trade date: ● with respect to TOPIX, ● with respect to the S&P 500® Index, and ● with respect to the EURO STOXX 50® Index, . |
Final basket underlier level: |
with respect to a basket underlier, the closing level of such basket underlier on the determination date |
Weighted return: |
the sum of the products of (i) the highest basket underlier return times 50% plus (ii) the second highest basket underlier return times 30% plus (iii) the lowest basket underlier return times 20% |
Basket underlier return: |
with respect to a basket underlier, the quotient of (i) its final basket underlier level minus its initial basket underlier level divided by (ii) its initial basket underlier level, expressed as a percentage |
Upside participation rate: |
100% |
Maximum settlement amount: |
at least $2,000 |
Estimated value range: |
$885 to $915 (which is less than the original issue price; see accompanying preliminary pricing supplement) |
This document does not provide all of the information that an investor should consider prior to making an investment decision. You should not invest in the notes without reading the accompanying preliminary pricing supplement and related documents for a more detailed description of the basket underliers, the terms of the notes and certain risks.
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Hypothetical Payment Amount At Maturity* |
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*assumes a maximum settlement amount of $2,000 |
Hypothetical Weighted Return |
Hypothetical Payment Amount at Maturity |
175.000% |
200.000% |
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150.000% |
200.000% |
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125.000% |
200.000% |
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100.000% |
200.000% |
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75.000% |
175.000% |
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50.000% |
150.000% |
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25.000% |
125.000% |
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0.000% |
100.000% |
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-10.000% |
100.000% |
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-15.000% |
100.000% |
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-20.000% |
100.000% |
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-25.000% |
95.000% |
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-50.000% |
70.000% |
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-75.000% |
45.000% |
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-100.000% |
20.000% |
About Your Notes |
GS Finance Corp. and The Goldman Sachs Group, Inc. have filed a registration statement (including a prospectus, as supplemented by the prospectus supplement, underlier supplement no. 48, general terms supplement no. 17,745 and preliminary pricing supplement listed below) with the Securities and Exchange Commission (SEC) for the offering to which this communication relates. Before you invest, you should read the prospectus, prospectus supplement, underlier supplement no. 48, general terms supplement no. 17,745 and preliminary pricing supplement, and any other documents relating to this offering that GS Finance Corp. and The Goldman Sachs Group, Inc. have filed with the SEC for more complete information about us and this offering. You may get these documents without cost by visiting EDGAR on the SEC web site at sec.gov. Alternatively, we will arrange to send you the prospectus, prospectus supplement, underlier supplement no. 48, general terms supplement no. 17,745 and preliminary pricing supplement if you so request by calling (212) 357-4612.
The notes 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:
This document does not provide all of the information that an investor should consider prior to making an investment decision. You should not invest in the notes without reading the accompanying preliminary pricing supplement and related documents for a more detailed description of the basket underliers, the terms of the notes and certain risks.
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RISK FACTORS |
An investment in the notes is subject to risks. Many of the risks are described in the accompanying preliminary pricing supplement, accompanying general terms supplement no. 17,745, accompanying underlier supplement no. 48, accompanying prospectus supplement and accompanying prospectus. Below we have provided a list of certain risk factors discussed in such documents. In addition to the below, you should read in full “Additional Risk Factors Specific to Your Notes” in the accompanying preliminary pricing supplement, “Additional Risk Factors Specific to the Notes” in the accompanying general terms supplement no. 17,745 and “Additional Risk Factors Specific to the Securities” in the accompanying underlier supplement no. 48, as well as the risks and considerations described in the accompanying prospectus supplement and accompanying prospectus.
The following risk factors are discussed in greater detail in the accompanying preliminary pricing supplement:
Risks Related to Structure, Valuation and Secondary Market Sales
Additional Risks Related to TOPIX and the EURO STOXX 50® Index
Risks Related to Tax
The following risk factors are discussed in greater detail in the accompanying general terms supplement no. 17,745:
Risks Related to Structure, Valuation and Secondary Market Sales
Risks Related to Conflicts of Interest
This document does not provide all of the information that an investor should consider prior to making an investment decision. You should not invest in the notes without reading the accompanying preliminary pricing supplement and related documents for a more detailed description of the basket underliers, the terms of the notes and certain risks.
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Risks Related to Tax
The following risk factors are discussed in greater detail in the accompanying underlier supplement no. 48:
Additional Risks Relating to Securities Linked to Underliers that are Equity Indices
Additional Risks Relating to Securities Linked to Underliers Denominated in Foreign Currencies or that Contain Foreign Stocks
The following risk factors are discussed in greater detail in the accompanying prospectus supplement:
The following risk factors are discussed in greater detail in the accompanying prospectus:
Risks Relating to Regulatory Resolution Strategies and Long-Term Debt Requirements
For details about the license agreement between the basket underlier sponsors for the S&P 500® Index and the EURO STOXX 50® Index and the issuer, see “The Underliers — S&P 500® Index” and “The Underliers — EURO STOXX 50® Index” on pages S-127 and S-37 of the accompanying underlier supplement no. 48, respectively.
TOPIX Value and TOPIX Marks are subject to the proprietary rights owned by JPXI and JPXI owns all rights and know-how relating to TOPIX such as calculation, publication and use of TOPIX Value and relating to TOPIX Marks. JPXI shall reserve the rights to change the methods of calculation or publication, to cease the calculation or publication of TOPIX Value or to change TOPIX Marks or cease the use thereof. JPXI makes no warranty or representation whatsoever, either as to the results stemmed from the use of TOPIX Value and TOPIX Marks or as to the figure at which TOPIX Value stands on any particular day. JPXI gives no assurance regarding accuracy or completeness of TOPIX Value and data contained therein. Further, JPXI shall not be liable for the miscalculation, incorrect publication, delayed or interrupted publication of TOPIX Value. No notes are in any way sponsored, endorsed or promoted by JPXI JPXI shall not bear any obligation to give an explanation of the securities or an advice on investments to any purchaser of the notes or to the public. JPXI neither selects specific stocks or groups thereof nor takes into account any needs of the issuing company or any purchaser of the notes, for calculation of TOPIX Value. Including but not limited to the foregoing, JPXI shall not be responsible for any damage resulting from the issue and sale of the notes
This document does not provide all of the information that an investor should consider prior to making an investment decision. You should not invest in the notes without reading the accompanying preliminary pricing supplement and related documents for a more detailed description of the basket underliers, the terms of the notes and certain risks.
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