GS Finance Corp. filed a Free Writing Prospectus on November 9, 2026, disclosing terms for market-linked, auto-callable structured notes tied to the lowest-performing of CrowdStrike Holdings Inc. and Palo Alto Networks, Inc., with a stated maturity expected on November 29, 2029.

Key Highlights

  • Issuer and guarantor: GS Finance Corp. is the issuer; The Goldman Sachs Group, Inc. is the guarantor, under the Medium-Term Notes, Series F program.
  • Underlying stocks: The Class A common stock of CrowdStrike Holdings Inc. (Bloomberg ticker: "CRWD UW") and the common stock of Palo Alto Networks, Inc. (Bloomberg ticker: "PANW UW"), with performance determined by the lowest-returning of the two.
  • Estimated value at pricing: The filing states the estimated value is expected to be between $925 and $955 per $1,000 face amount at the time terms are set on the pricing date.
  • Auto-call feature: If the lowest-performing stock closes at or above 85% of its starting price on the expected call date of December 1, 2027, securities will be automatically called at $1,000 plus a call premium of at least 35.00% of the face amount (at least $350.00 per security).
  • Upside participation rate: 150.00%, applied to the return of the lowest-performing underlying stock if the securities are not called and that stock closes above its starting price on the calculation day.
  • Downside risk: According to the filing, if the ending price of the lowest-performing stock is below its threshold price (50% of its starting price), investors face 1-to-1 downside exposure and "will lose more than 50%, and possibly all, of the face amount."
  • Underwriting discount: Up to 2.575% of the face amount; Wells Fargo Securities, LLC is the distribution agent.

Terms and Structure of GS Finance's CRWD-PANW Linked Auto-Callable Notes

According to the filing, the securities are principal-at-risk structured notes issued by GS Finance Corp. and fully and unconditionally guaranteed by The Goldman Sachs Group, Inc. The CUSIP assigned is 40058MT73. The pricing date is expected to be November 25, 2026, with an issue date expected to be December 1, 2026. The calculation day is expected to be November 26, 2029, and the stated maturity date is expected to be November 29, 2029. The registration statement number associated with the offering is 333-284538.

The filing describes three possible payment outcomes at maturity. If the lowest-performing stock's ending price exceeds its starting price, the holder receives $1,000 plus the product of $1,000, the underlying stock return, and the 150.00% upside participation rate. If the ending price is at or below the starting price but at or above the threshold price (50% of the starting price), the holder receives $1,000 plus $1,000 multiplied by the absolute value of the stock's return. If the ending price falls below the threshold price, the holder receives $1,000 plus $1,000 multiplied by the (negative) underlying stock return, exposing the investor to losses that could equal the full face amount, as the filing explicitly states.

The filing notes that the estimated value of the securities at the pricing date is expected to be between $925 and $955 per $1,000 face amount, which is less than the original offering price. This difference is disclosed as a risk factor. Additional risk factors cited in the filing include credit risk of the issuer and guarantor, the limitation of returns if the securities are automatically called, and the heightened risk from the "lowest performing" structure compared to a single-underlier instrument. The filing directs investors to read the preliminary pricing supplement dated November 9, 2026, alongside WFS Product Supplement No. 9 dated January 20, 2026, and the prospectus dated February 14, 2025, for complete terms and risk disclosures.

What Was Disclosed

GS Finance Corp. filed a Free Writing Prospectus detailing the terms of auto-callable, principal-at-risk structured notes linked to CrowdStrike and Palo Alto Networks stock performance, maturing November 29, 2029, with The Goldman Sachs Group, Inc. as guarantor and Wells Fargo Securities, LLC as distribution agent.