GOLDMAN SACHS FINANCE CORP INTERNATIONAL LTD

AVVISO n.42884

09 Novembre 2022

ETLX - Cert-X

Mittente del comunicato : BORSA ITALIANA

Societa' oggetto dell'Avviso

: GOLDMAN SACHS FINANCE CORP INTERNATIONAL LTD

Oggetto : Inizio negoziazione 'Investment Certificates' 'GOLDMAN SACHS FINANCE CORP

Testo del comunicato

INTERNATIONAL LTD' emessi nell'ambito di un Programma

Si veda allegato.

Disposizioni della Borsa

Strumenti finanziari:	DIGITAL CERIFICATES
Emittente:	GOLDMAN SACHS FINANCE CORP INTERNATIONAL LTD
Garante:	The Goldman Sachs Group, Inc.
Rating Garante:	Società di Rating Long Term	Data Report
	Moody's A1	27/01/2021
	Standard & Poor's BBB+	24/03/2017
	Fitch Ratings A	24/03/2017
Oggetto:	INIZIO NEGOZIAZIONI
Data di inizio negoziazioni:	10/11/2022
Mercato di negoziazione:	EuroTLX - Cert-X Segmento Estero

L'operatore specialista s'impegna ad esporre proposte solo in acquisto (bid-only specialist)

DISPOSIZIONI DELLA BORSA ITALIANA

Dal giorno 10/11/2022, gli strumenti finanziari 'DIGITALE' (vedasi scheda riepilogativa delle caratteristiche dei securitised derivatives) verranno negoziati nel mercato EuroTLX - Cert-X.

Allegati:

- Scheda riepilogativa delle caratteristiche dei securitised derivatives;

Num. Serie

Codice Isin

Trading Code

Instrument Id

Descrizione

Sottostante

Tipologia

Strike

Data Scadenza

Valore Nominale

Quantità

Lotto Negoziazione

Nome Marketing

Prima Barriera

Autocallable

Coupon

JE00BLS30309

JS3030

955779

GSF IXESGDTP EP 051127

ISTOXX GLOBAL ESG DIVIDEND TREND INDEX

Inv

106,0579

05/11/27

1000

50000

DIGITALE

100

Num. Serie

Livello Protezione

Sistema Liquidazione

Member ID

Specialist

Ragione Sociale Specialist

KID Link

100

EUROCLEAR/CLEARSTREAM LUX

IT3587

METHOD INVESTMENTS AND ADVISORY LTD

xxxxx://xxx.xxxxxxxx.xx/

Execution Version

ISIN: JE00BLS30309

Common Code: 179023571

Valoren: 119843173 PIPG Tranche Number: 545334

Final Terms dated October 14, 2022

GOLDMAN SACHS FINANCE CORP INTERNATIONAL LTD

Series P Programme for the issuance of Warrants, Notes and Certificates

Issue of the Aggregate Number* of Five-Year EUR Memory Digital Coupon Certificates on iSTOXX® Global ESG Dividend Trend Index (Price EUR), due November 5, 2027

(referred to by the Distributor as “Goldman Sachs «Digital con Effetto Memoria su Indice iSTOXX® Global ESG Dividend Trend Price EUR - PROTEZIONE 100% - Scadenza 05.11.2027»”)

(the "Certificates" or the "Securities")

*The Aggregate Number will be an amount determined by the Issuer on or around the Issue Date based on the results of the offer and which will be specified in a notice dated on or around the Issue Date. As of the date of this Final Terms, the aggregate number of the Certificates in the Series is indicatively set at 50,000 provided that it may be a greater or lesser amount but shall not exceed 100,000

Guaranteed by The Goldman Sachs Group, Inc.

CONTRACTUAL TERMS

Terms used herein shall have the same meaning as in the General Instrument Conditions, the Payout Conditions, the Coupon Payout Conditions and the applicable Underlying Asset Conditions set forth in the base prospectus dated July 15, 2022 (expiring on July 15, 2023) (the "Base Prospectus") as supplemented by the supplements to the Base Prospectus dated July 27, 2022, August 25, 2022 and September 9, 2022, which together constitute a base prospectus for the purposes of Regulation (EU) 2017/1129 (as amended, the "EU Prospectus Regulation"). This document constitutes the Final Terms of the Certificates described herein for the purposes of Article 8 of the EU Prospectus Regulation and must be read in conjunction with such Base Prospectus as so supplemented. Full information on the Issuer, the Guarantor and the offer of the Certificates is only available on the basis of the combination of these Final Terms and the Base Prospectus as so supplemented. The Base Prospectus and the supplements to the Base Prospectus are available for viewing at xxx.xxxxxx.xx and during normal business hours at the registered office of the Issuer, and copies may be obtained from the specified office of the Luxembourg Paying Agent. These Final Terms are available for viewing at xxx.xxxxxxx-xxxxx.xx .

A summary of the Certificates is annexed to these Final Terms.

1. Tranche Number: One.

2. Settlement Currency: EUR.

3. Aggregate number of Certificates:

(i) Series: The Aggregate Number.

The Aggregate Number will be an amount determined by the Issuer on or around the Issue Date based on the results of the offer and which will be specified in a notice dated on or around the Issue Date. As of the date of this Final Terms, the aggregate number of the Certificates in the Series is indicatively set at 50,000 provided that it may be a greater or lesser amount but shall not exceed 100,000.

(ii) Tranche: The Aggregate Number.

The Aggregate Number will be an amount determined by the Issuer on or around the Issue Date based on the results of the offer and which will be specified in a notice dated on or around the Issue Date. As of the date of this Final Terms, the aggregate number of the Certificates in the Tranche is indicatively set at 50,000 provided that it may be a greater or lesser amount but shall not exceed 100,000.

(iii) Trading in Nominal: Not Applicable.

(iv) Non-standard Securities Format: Not Applicable.

(v) Nominal Amount: Not Applicable.

4. Issue Price: EUR 1,000 per Certificate.

5. Calculation Amount: EUR 1,000.

6. Issue Date: November 7, 2022.

7. Maturity Date: Scheduled Maturity Date is November 5, 2027.

(i) Strike Date: November 3, 2022.

(ii) Relevant Determination Date (General Instrument Condition 2(a)):

Final Reference Date.

(iii) Scheduled Determination Date: Not Applicable.

(iv) First Maturity Date Specific Adjustment:

Not Applicable.

(v) Second Maturity Date Specific Adjustment:

Applicable.

− Specified Day(s) for the purposes of "Second Maturity Date Specific Adjustment":

Five Business Days.

− Maturity Date Business Day Convention for the purposes of "Second Maturity Date Specific Adjustment":

Following Business Day Convention.

(vi) Business Day Adjustment: Not Applicable.

(vii) American Style Adjustment: Not Applicable.

(viii) Maturity Date Roll on Payment Date Adjustment:

Not Applicable.

(ix) One-Delta Open-Ended Optional Redemption Payout:

Not Applicable.

8. Underlying Asset(s): The Index (as defined below).

VALUATION PROVISIONS

9. Valuation Date(s): October 26, 2023, October 28, 2024, October 28, 2025, October 27, 2026 and October 29, 2027.

− Final Reference Date: The Valuation Date scheduled to fall on October 29,

2027.

10. Entry Level Observation Dates: Not Applicable.

11. Initial Valuation Date(s): November 3, 2022.

12. Averaging: Not Applicable.

13. Asset Initial Price: In respect of the Underlying Asset, the Initial Closing Price.

14. Adjusted Asset Final Reference Date: Not Applicable.

15. Adjusted Asset Initial Reference Date: Not Applicable.

16. FX (Final) Valuation Date: Not Applicable.

17. FX (Initial) Valuation Date: Not Applicable.

18. Final FX Valuation Date: Not Applicable.

19. Initial FX Valuation Date: Not Applicable.

COUPON PAYOUT CONDITIONS

20. Coupon Payout Conditions: Applicable.

21. Interest Basis: Conditional Coupon.

22. Interest Commencement Date: Issue Date.

23. Fixed Rate Instrument Conditions Not Applicable.

(General Instrument Condition 13):

24. BRL FX Conditions (Coupon Payout Condition 1.1(c)):

Not Applicable.

25. FX Security Conditions (Coupon Payout Condition 1.1(d)):

Not Applicable.

26. Floating Rate Instrument Conditions (General Instrument Condition 14):

Not Applicable.

27. Change of Interest Basis (General Instrument Condition 15):

Not Applicable.

28. Alternative Fixed Coupon Amount (Coupon Payout Condition 1.1):

Not Applicable.

29. Lock-In Coupon Amount (Coupon Payout Condition 1.1(f)):

Not Applicable.

30. Conditional Coupon (Coupon Payout Condition 1.3):

Applicable.

(i) Deferred Conditional Coupon: Not Applicable.

(ii) Memory Coupon (Deferred): Not Applicable.

(iii) Coupon Payment Event: Applicable, for the purposes of the definition of "Coupon

Payment Event" in the Coupon Payout Conditions, Coupon Barrier Reference Value greater than or equal to the Coupon Barrier Level is applicable in respect of each Coupon Observation Date.

(iv) Coupon Barrier Reference Value: Coupon Barrier Closing Price.

(v) Coupon Barrier Level: In respect of a Coupon Observation Date and the

Underlying Asset, the amount set forth for the Underlying Asset in the Contingent Coupon Table in the column entitled "Coupon Barrier Level" in the row corresponding to the Coupon Observation Date.

(a) Coupon Barrier Level 1: Not Applicable.

(b) Coupon Barrier Level 2: Not Applicable.

(vi) Coupon Observation Date: Each date set forth in the Contingent Coupon Table in

the column entitled "Coupon Observation Date".

(vii) Coupon Barrier Observation Period: Not Applicable.

(viii) Memory Coupon: Applicable.

(ix) Coupon Value: In respect of each Coupon Observation Date, Coupon Value Multiplier Method is applicable.

− Coupon Value Multiplicand: 0.06.

(x) Coupon Payment Date: In respect of a Coupon Observation Date, the date set

forth in the Contingent Coupon Table in the column entitled "Coupon Payment Date" in the row corresponding to such Coupon Observation Date.

(a) First Coupon Payment Date Specific Adjustment:

Not Applicable.

(b) Second Coupon Payment Date Specific Adjustment:

Applicable in respect of each Coupon Payment Date other than the Maturity Date.

− Specified Number of Business Day(s) for the purposes of "Second Coupon Payment Date Specific Adjustment":

Five Business Days.

− Relevant Coupon Payment Determination Date:

The Coupon Observation Date corresponding to such Coupon Payment Date.

(xi) Multi-Coupon Value: Not Applicable.

(xii) Simultaneous Coupon Conditions: Not Applicable.

Contingent Coupon Table
Coupon Observation Date	Coupon Payment Date	Coupon Barrier Level	Coupon Value Multiplier
The Valuation Date scheduled to fall on October 26, 2023	November 2, 2023	100 per cent. (100%) of the Asset Initial Price	1
The Valuation Date scheduled to fall on October 28, 2024	November 4, 2024	100 per cent. (100%) of the Asset Initial Price	2
The Valuation Date scheduled to fall on October 28, 2025	November 4, 2025	100 per cent. (100%) of the Asset Initial Price	3
The Valuation Date scheduled to fall on October 27, 2026	November 3, 2026	100 per cent. (100%) of the Asset Initial Price	4
Final Reference Date	Maturity Date	100 per cent. (100%) of the Asset Initial Price	5

31. Range Accrual Coupon (Coupon Payout Condition 1.4):

Not Applicable.

32. Performance Coupon (Coupon Payout Not Applicable.

Condition 1.5):

33. Dual Currency Coupon (Coupon Payout Condition 1.6):

Not Applicable.

34. Dropback Security (Coupon Payout Condition 1.7):

Not Applicable.

AUTOCALL PAYOUT CONDITIONS

35. Automatic Early Exercise (General Instrument Condition 17):

Not Applicable.

36. Autocall Payout Conditions: Not Applicable.

SETTLEMENT AMOUNT AND PAYOUT CONDITIONS

37. Settlement: Cash Settlement is applicable.

38. Single Limb Payout (Payout Condition 1.1):

Applicable.

(i) Participation Security (Payout Condition 1.1(a)(i)):

Not Applicable.

(ii) Participation FX Security (Payout Condition 1.1(a)(ii)):

Not Applicable.

(iii) Delta-One Security (Payout Condition 1.1(a)(iii)):

Not Applicable.

(iv) Delta-One Security (Performance) (Payout Condition 1.1(a)(iv)):

Not Applicable.

(v) BRL FX Conditions (Payout Condition 1.1(a)(v)):

Not Applicable.

(vi) FX Security Conditions (Payout Condition 1.1(a) (vi)):

Not Applicable.

(vii) Redemption Percentage (Payout Condition 1.1(a) (vii)):

Applicable.

− Redemption Percentage: 100 per cent. (100%).

(viii) Variable Floor Participation Security (Payout Condition 1.1(a) (viii)):

Not Applicable.

(ix) Modified Participation Security (Payout Condition 1.1(a)(ix)):

Not Applicable.

(x) Modified Participation FX Security (Payout Condition 1.1(a)(x)):

Not Applicable.

(xi) Alternative Redemption Percentage (Payout Condition 1.1(a)(xi)):

Not Applicable.

(xii) Call Security (Payout Condition 1.1(a)(xii)):

Not Applicable.

(xiii) Modified Call Security (Payout Condition 1.1(a)(xiii)):

Not Applicable.

(xiv) Dropback Security (Payout Condition 1.1(a)(xiv)):

Not Applicable.

39. Multiple Limb Payout (Payout Condition 1.2):

Not Applicable.

40. Dual Currency Payout (Payout Condition 1.4):

Not Applicable.

41. Warrants Payout (Payout Condition 1.3): Not Applicable.

42. Portfolio Payout (Payout Condition 1.5): Not Applicable.

43. One-Delta Open-Ended Optional Redemption Payout (Payout Condition 1.6):

Not Applicable.

44. Basket Dispersion Lock-In Payout (Payout Condition 1.7):

Not Applicable.

45. Barrier Event Conditions (Payout Condition 2):

Not Applicable.

46. Trigger Event Conditions (Payout Condition 3):

Not Applicable.

47. Currency Conversion: Not Applicable.

48. Physical Settlement (General Instrument Condition 9(e)):

Not Applicable.

49. Non-scheduled Early Repayment Amount:

Fair Market Value.

− Adjusted for Issuer Expenses and Costs:

Applicable.

EXERCISE PROVISIONS

50. Exercise Style of Certificates (General Instrument Condition 9):

The Certificates are European Style Instruments. General Instrument Condition 9(b) is applicable.

51. Exercise Period: Not Applicable.

52. Specified Exercise Dates: Not Applicable.

53. Expiration Date: The Final Reference Date.

− Expiration Date is Business Day Adjusted:

Not Applicable.

54. Redemption at the option of the Issuer (General Instrument Condition 18):

Not Applicable.

55. Automatic Exercise (General Instrument Condition 9(i)):

The Certificates are Automatic Exercise Instruments – General Instrument Condition 9(i) is applicable, save that General Instrument Condition 9(i)(ii) is not applicable.

56. Minimum Exercise Number (General Instrument Condition 12(a)):

Not Applicable.

57. Permitted Multiple (General Instrument Condition 12(a)):

Not Applicable.

58. Maximum Exercise Number: Not Applicable.

59. Strike Price: Not Applicable.

60. Closing Value: Not Applicable.

SHARE LINKED INSTRUMENT / INDEX LINKED INSTRUMENT / COMMODITY LINKED INSTRUMENT / FX LINKED INSTRUMENT / INFLATION LINKED INSTRUMENT / FUND- LINKED INSTRUMENT / MULTI-ASSET BASKET LINKED INSTRUMENT / SWAP RATE LINKED INSTRUMENT

61. Type of Certificates: The Certificates are Index Linked Instruments – the Index Linked Conditions are applicable

62. Share Linked Instruments: Not Applicable.

63. Index Linked Instruments: Applicable.

(i) Single Index or Index Basket or Multi-Asset Basket:

Single Index.

(ii) Name of Index(ices): iSTOXX® Global ESG Dividend Trend Index (Price

EUR) (Bloomberg page: IXESGDTP <Index>; Refinitiv screen: .IXESGDTP) (the "Index").

(iii) Type of Index: Multi-Exchange Index.

(iv) Exchange(s): As specified in Index Linked Condition 8.

(v) Related Exchange(s): All Exchanges.

(vi) Options Exchange: Not Applicable.

(vii) Index Sponsor: STOXX Limited.

(viii) Index Currency: EUR.

(ix) Relevant Screen Page: Not Applicable.

(x) Valuation Time: Default Valuation Time.

(xi) Index-Linked Derivatives Contract Provisions:

Not Applicable.

(xii) Single Index and Reference Dates – Consequences of Disrupted Days:

Applicable in respect of each Reference Date – as specified in Index Linked Condition 1.1.

(a) Maximum Days of Disruption:

As specified in Index Linked Condition 8.

(b) No Adjustment: Not Applicable.

(xiii) Single Index and Averaging Reference Dates – Consequences of Disrupted Days:

Not Applicable.

(xiv) Index Basket and Reference Dates – Basket Valuation (Individual Scheduled Trading Day and Individual Disrupted Day):

Not Applicable.

(xv) Index Basket and Averaging Reference Dates – Basket Valuation (Individual Scheduled Trading Day and Individual Disrupted Day):

Not Applicable.

(xvi) Index Basket and Reference Dates – Basket Valuation (Common Scheduled Trading Day but Individual Disrupted Day):

Not Applicable.

(xvii) Index Basket and Averaging Reference Dates – Basket Valuation (Common Scheduled Trading Day but Individual Disrupted Day):

Not Applicable.

(xviii) Index Basket and Reference Dates – Basket Valuation (Common Scheduled Trading Day and Common Disrupted Day):

Not Applicable.

(xix) Index Basket and Averaging Reference Dates – Basket Valuation (Common Scheduled Trading Day and Common Disrupted Day):

Not Applicable.

(xx) Fallback Valuation Date: Not Applicable.

(xxi) Specified Number of Strategy Business Days:

Not Applicable.

(xxii) Index Modification: See Index Linked Condition 3.2.

(xxiii) Index Cancellation: See Index Linked Condition 3.2.

(xxiv) Index Disruption: See Index Linked Condition 3.2.

(xxv) Administrator/Benchmark Event: See Index Linked Condition 3.2.

(xxvi) Change in Law: Applicable.

(xxvii) Correction of Index Level: Applicable.

(xxviii) Correction Cut-off Date: Default Correction Cut-off Date is applicable in respect

of: each Reference Date.

(xxix) Index Disclaimer: Applicable to an Index.

(xxx) Reference Price subject to Decrement Adjustment:

Not Applicable.

64. Commodity Linked Instruments (Single Commodity or Commodity Basket):

Not Applicable.

65. Commodity Linked Instruments (Single Commodity Index or Commodity Index Basket):

Not Applicable.

66. FX Linked Instruments: Not Applicable.

67. Inflation Linked Instruments: Not Applicable.

68. Fund-Linked Instruments: Not Applicable.

69. Multi-Asset Basket Linked Instruments: Not Applicable.

70. Swap Rate Linked Instruments: Not Applicable.

GENERAL PROVISIONS APPLICABLE TO THE CERTIFICATES

71. FX Disruption Event/CNY FX Disruption Event/Currency Conversion Disruption Event (General Instrument Condition 16):

FX Disruption Event is applicable to the Instruments −

General Instrument Condition 16 shall apply.

72. Hedging Disruption: Applicable.

73. Rounding (General Instrument Condition 27):

(i) Non-Default Rounding − calculation

values and percentages:

Not Applicable.

(ii) Non-Default Rounding − amounts

due and payable:

Not Applicable.

(iii) Other Rounding Convention: Not Applicable.

74. Additional Business Centre(s): Not Applicable.

75. Principal Financial Centre: Not Applicable.

− Non-Default Principal Financial Centre:

Not Applicable.

76. Form of Certificates: Euroclear/Clearstream Instruments.

77. Representation of Holders: Not Applicable.

78. Identification information of Holders in relation to French Law Instruments (General Instrument Condition 3(d)):

Not Applicable.

79. Minimum Trading Number (General Instrument Condition 5(c)):

One Certificate.

80. Permitted Trading Multiple (General Instrument Condition 5(c)):

One Certificate.

81. Calculation Agent (General Instrument Condition 22):

Goldman Sachs International.

82. Governing law: English law.

DISTRIBUTION

83. Method of distribution: Non-syndicated.

(i) If syndicated, names and addresses of placers and underwriting commitments:

Not Applicable.

(ii) Date of Subscription Agreement: Not Applicable.

(iii) If non-syndicated, name and address of Dealer:

Goldman Sachs International ("GSI"), Plumtree Court, 00 Xxxx Xxxx, Xxxxxx XX0X 0XX, Xxxxxxx (including its licensed branches) shall act as Dealer and purchase all Securities from the Issuer, provided that Goldman Sachs Bank Europe SE, Marienturm, Xxxxxxxxxxxx, 0- 00, 00000 Xxxxxxxxx xx Xxxx, Xxxxxxx, may act as Dealer in respect of some or all of the Securities acquired by it from GSI.

84. Non-exempt Offer: An offer of the Certificates may be made by Allianz Bank Financial Advisors S.p.A., with registered and administrative office in Xxxxx, 00000, Piazza Tre Torri 3 (the "Distributor") other than pursuant to Article 1(4) of the EU Prospectus Regulation in the Republic of Italy (the "Public Offer Jurisdiction") during the period commencing on (and including) October 14, 2022 and

ending on (and including) October 27, 2022 (the "Offer Period").

See further paragraph entitled "Terms and Conditions of the Offer" below.

85. (i) Prohibition of Sales to EEA Retail Investors:

Not Applicable.

(ii) Prohibition of Sales to UK Retail Investors

Not Applicable.

86. Prohibition of Offer to Private Clients in Switzerland:

Applicable.

87. Swiss withdrawal right pursuant to article 63 para 5 FinSO:

Not Applicable.

88. Consent to use the Base Prospectus in Switzerland:

Not Applicable.

89. Supplementary Provisions for Belgian Securities:

Not Applicable.

Signed on behalf of Goldman Sachs Finance Corp International Ltd:

By: ................................................

Duly authorised

359771671(Ver9)/Ashurst(TEDMON/VCHEUK)/MA

OTHER INFORMATION

1. LISTING AND ADMISSION TO TRADING

Application will be made by the Issuer (or on its behalf) for the admission to trading of the Certificates on the EuroTLX market, an Italian multilateral trading facility organised and managed by Borsa Italiana S.p.A. , which is not a regulated market for the purposes of Directive 2014/65/EU as amended (the "EuroTLX Market").

The admission to trading of the Certificates is expected to be by the Issue Date. The effectiveness of the offer of the Certificates is conditional upon such admission to trading occurring by the Issue Date. In the event that admission to trading of the Certificates does not take place by the Issue Date for whatever reason, the Issuer will withdraw the offer, the offer will be deemed to be null and void and the Certificates will not be issued.

The Issuer has no duty to maintain the trading (if any) of the Certificates on the relevant stock exchange(s) over their entire lifetime. The Certificates may be suspended from trading and/or de-listed at any time in accordance with applicable rules and regulations of the relevant stock exchange(s).

2. LIQUIDITY ENHANCEMENT AGREEMENTS

Not Applicable.

3. RATINGS Not Applicable.

4. INTERESTS OF NATURAL AND LEGAL PERSONS INVOLVED IN THE OFFER

A placement commission per Certificate of 3.10 per cent. (3.10%) of the Issue Price will be paid by the Issuer to the Distributor in respect of the aggregate number of Certificates placed by the Distributor.

5. REASONS FOR THE OFFER, ESTIMATED NET AMOUNT OF PROCEEDS AND TOTAL EXPENSES

(i) Reasons for the offer: See "Use of Proceeds" in the Base Prospectus.

(ii) Estimated net amount of proceeds: Not Applicable.

(iii) Estimated total expenses: Not Applicable.

6. PERFORMANCE AND VOLATILITY OF THE UNDERLYING ASSET(S)

Details of the past and further performance and volatility of the Underlying Asset may be obtained from Bloomberg and Refinitiv. However, past performance is not indicative of future performance.

See the section entitled "Examples" below for examples of the potential return on the Securities in various hypothetical scenarios.

7. OPERATIONAL INFORMATION

Any Clearing System(s) other than Euroclear Bank S.A./N.V. and Clearstream Banking

S.A. and the relevant identification number(s):

Not Applicable.

Delivery: Delivery against payment.

Names and addresses of additional Paying Agent(s) (if any):

Not Applicable.

Operational contact(s) for Principal Programme Agent:

xx-xx-xxxxxxxxxx@xx.xxx.

8. TERMS AND CONDITIONS OF THE OFFER

Offer Period: An offer of the Certificates may be made by the Distributor other than pursuant to Article 1(4) of the EU Prospectus Regulation in the Public Offer Jurisdiction during the period commencing on (and including) October 14, 2022 and ending on (and including) October 27, 2022, subject to early termination or extension of the Offer Period as described below under "Terms and Conditions of the Offer— Conditions to which the offer is subject".

The Certificates may be placed in the Public Offer Jurisdiction outside the premises of the Distributor ("door-to-door"), by means of financial advisors authorised to make off-premises offers (consulenti finanziari abilitati all'offerta fuori sede) pursuant to Article 30 of Legislative Decree No. 58 of February 24, 1998, as amended (the "Financial Services Act") from (and including) October 14, 2022 to (and including) October 27, 2022, subject to early termination or extension of the Offer Period as described below under "Terms and Conditions of the Offer—Conditions to which the offer is subject".

Pursuant to Article 30, paragraph 6, of the Financial Services Act, the effects of the subscriptions made "door-to-door" are suspended for a period of seven days from the date of the subscription. During such period, investors have the right to withdraw from the subscription without any charge or fee, by means of notification to the Distributor.

Offer Price: Issue Price.

The Offer Price includes:

(i) a placement commission per Certificate of 3.10 per cent. (3.10%) of the Issue Price which will be paid by the Issuer to the Distributor in respect of the aggregate number of Certificates placed by

the Distributor;

(ii) costs in relation to the maintenance of the conditions of the offer payable to the Issuer, equal to 0.26 per cent. of the Issue Price; and

(iii) structuring fees payable to the Issuer, equal to

0.20 per cent. of the Issue Price; and

(iv) other structuring costs payable to the Issuer, equal to 0.04 per cent. of the Issue Price.

Conditions to which the offer is subject: The offer of the Certificates for sale to the public in the

Public Offer Jurisdiction is subject to the relevant regulatory approvals having been granted, and the Certificates being issued.

The Issuer may, in agreement with the Distributor, at any time during the Offer Period terminate early the Offer Period and immediately suspend the acceptance of additional orders without any prior notice. If the Offer Period is terminated early, a notice to that effect will be made available on the website of the Distributor (xxx.xxxxxxxxxxx.xx) and on the website of the Issuer (xxx.xxxxxxx-xxxxx.xx).

The offer of the Certificates may be withdrawn in whole or in part at any time before the Issue Date at the discretion of the Issuer and any such withdrawal will be set out in one or more notices to be made available on the website of the Distributor (xxx.xxxxxxxxxxx.xx) and on xxx.xxxxxxx-xxxxx.xx. For the avoidance of doubt, if any application has been made by a potential investor and the Issuer exercises such right, the relevant subscription applications will become void and have no effect and no potential investor will be entitled to receive the relevant Certificates.

The Issuer reserves the right, in agreement with Distributor, to extend the Offer Period. If the Offer Period is extended, a notice to that effect will be made available on the website of the Distributor (xxx.xxxxxxxxxxx.xx) and on the website of the Issuer (xxx.xxxxxxx-xxxxx.xx).

The Issuer reserves the right, in agreement with the Distributor, to increase the number of Certificates to be issued during the Offer Period. The Issuer will inform the public of the size increase by means of a notice to be published on the website of the Distributor (xxx.xxxxxxxxxxx.xx) on xxx.xxxxxxx-xxxxx.xx .

The effectiveness of the offer of the Certificates is

conditional upon the admission to trading of the Certificates on the EuroTLX Market, occurring by the Issue Date. In the event that admission to trading of the Certificates does not take place by the Issue Date for whatever reason, the Issuer will withdraw the offer, the offer will be deemed to be null and void and the Certificates will not be issued.

The Distributor is responsible for the notification of any withdrawal right applicable in relation to the offer of the Certificates to potential investors.

Description of the application process: A prospective investor in the Certificates should contact

the Distributor for details of the application process in order to subscribe the Certificates during the Offer Period. A prospective investor in the Certificates will invest in accordance with the arrangements existing between the Distributor and its customers relating to the placement and subscription of securities generally.

Description of possibility to reduce subscriptions and manner for refunding excess amount paid by applicants:

Not Applicable.

Details of the minimum and/or maximum amount of application:

The minimum amount of application per investor will be one Certificate.

The maximum amount of application will be subject only to availability at the time of application.

Details of the method and time limits for paying up and delivering the Certificates:

Each subscriber shall pay the Issue Price to the Distributor who in turn shall pay to the Issuer the Issue Price and, at the same time, the Issuer will pay to the Distributor a placement commission per Certificate of

3.10 per cent. (3.10%) of the Issue Price in respect of the aggregate number of Certificates placed by the Distributor.

Each investor has been notified by the Distributor of the settlement arrangement in respect of the Certificate at the time of such investor's application and payment for the Certificates shall be made by the investor to the Distributor in accordance with arrangements existing between the Distributor and its customers relating to the subscription of securities generally.

The Issuer estimates that the Certificates will be delivered to the subscribers' respective book-entry securities account on or around the Issue Date.

Manner in and date on which results of the offer are to be made public:

The results of the offering will be available on the website of on the website of the Distributor (xxx.xxxxxxxxxxx.xx) and on the website of the Issuer

xxx.xxxxxxx-xxxxx.xx on or around the Issue Date.

Procedure for exercise of any right of pre- emption, negotiability of subscription rights and treatment of subscription rights not exercised:

Not Applicable.

Whether tranche(s) have been reserved for certain countries:

The Certificates will be offered to the public in the Public Offer Jurisdiction.

Offers may only be made by offerors authorised to do so in the Public Offer Jurisdiction. Neither the Issuer nor the Distributor has taken or will take any action specifically in relation to the Certificates referred to herein to permit a public offering of such Certificates in any jurisdiction other than the Public Offer Jurisdiction.

Notwithstanding anything else in the Base Prospectus, the Issuer will not accept responsibility for the information given in the Base Prospectus or these Final Terms in relation to offers of Certificates made by an offeror not authorised by the Issuer to make such offers.

Process for notification to applicants of the amount allotted and the indication whether dealing may begin before notification is made:

The Distributor will notify investors of amounts allotted to them following the publication of the notice of the results of the offer.

Dealing in the Certificates may commence on the Issue Date.

Amount of any expenses and taxes specifically charged to the subscriber or purchaser. Where required and to the extent they are known, include those expenses contained in the price:

The Entry Costs (as described in Commission Delegated Regulation (EU) 2017/653, which supplements Regulation (EU) No 1286/2014) contained in the price of the Securities as of the date of these Final Terms are EUR 36 per Certificate. Such Entry Costs may change during the Offer Period and over the term of the Securities. For the amount of the Entry Costs at the time of purchase, please refer to the cost disclosure under Regulation (EU) No 1286/2014.

Please refer to "Jersey Tax Considerations", "United States Tax Considerations" and "Italian Tax Considerations" in the section entitled "Taxation" in the Base Prospectus.

Name(s) and address(es), to the extent known to the Issuer, of the placers in the various countries where the offer takes place:

Allianz Bank Financial Advisors S.p.A., with registered and administrative office in Xxxxx, 00000, Xxxxxx Xxx Xxxxx 0 will act as placer (the "Distributor").

Consent to use the Base Prospectus

Identity of financial intermediary(ies) that are allowed to use the Base Prospectus:

The Distributor.

Offer period during which subsequent resale or final placement of Instruments by financial intermediaries can be made:

The Offer Period.

Conditions attached to the consent: (i) The Issuer and the Distributor have entered into

a distribution agreement with respect to the Certificates (the "Distribution Agreement"). Subject to the conditions that the consent is (a) only valid during the Offer Period and (b) is subject to the terms and conditions of the Distribution Agreement, the Distributor has agreed to promote and place the Certificates in the Public Offer Jurisdiction.

(ii) The consent of the Issuer to the use of the Base Prospectus and these Final Terms by the Distributor is subject to the following conditions:

(a) the consent is only valid during the Offer Period; and

(b) the consent only extends to the use of the Base Prospectus and these Final Terms to make Non-exempt Offers of the tranche of Certificates in the Public Offer Jurisdiction.

(i) The Issuer may (I) in agreement with the Distributor, at any time during the Offer Period terminate early the Offer Period, and/or (II) extend the Offer Period, and/or (III) increase the number of Certificates to be issued during the Offer Period and/or (IV) remove or add conditions attached to the consent under these Final Terms and/or (V) at its discretion, withdraw in whole or in part at any time before the Issue Date the offer and, if it does so, any such information will be published by the Issuer on its website (xxx.xxxxxxx-xxxxx.xx) and on the website of the Distributor (xxx.xxxxxxxxxxx.xx). Any additional information which is relevant in connection with the consent to the use of the Base Prospectus by the Distributor that is not known as of the date of these Final Terms will be published by the Issuer on its website (xxx.xxxxxxx-xxxxx.xx) and on the website of the Distributor (xxx.xxxxxxxxxxx.xx).

9. UNITED STATES TAX CONSIDERATIONS Section 871(m) Withholding Tax

The U.S. Treasury Department has issued regulations under which amounts paid or deemed paid on certain financial instruments that are treated as attributable to U.S.-source dividends could be treated, in whole or in part depending on the circumstances, as a "dividend equivalent" payment that is subject to tax at a rate of 30 per cent. (or a lower rate under an applicable treaty). We have determined that, as of the issue date of the Certificates, the Certificates will not be subject to withholding under these rules. In certain limited circumstances, however, it is possible for United States alien holders to be liable for tax under these rules with respect to a combination of transactions treated as having been entered into in connection with each other even when no withholding is required. United States alien holders should consult their tax advisor concerning these regulations, subsequent official guidance and regarding any other possible alternative characterisations of their Certificates for United States federal income tax purposes. See "United States Tax Considerations – Dividend Equivalent Payments" in the Base Prospectus for a more comprehensive discussion of the application of Section 871(m) to the Certificates.

Classification for U.S. Tax Purposes

We have determined that there is a material risk that the Certificates will not be treated as a debt instrument, but will rather be treated as a forward or derivative contract, for United States federal income tax purposes. In light of this possibility, we intend to treat the Certificates in the manner described under "United States Tax Considerations −− Securities Issued by GSFCI −− Securities that are not Classified as Debt for United States Tax Purposes" in the Base Prospectus. If the Certificates bear periodic coupons, then, due to uncertainty regarding the U.S. withholding tax treatment of coupon payments on Certificates that are not treated as debt, it is expected that withholding agents will (and we, if we are the withholding agent, intend to) withhold on coupon payments on the Certificates at a 30 per cent. rate or at a lower rate specified by an applicable income tax treaty under an "other income" or similar provision. No additional amounts will be paid for such withholding tax by us or by the applicable withholding agent. Amounts paid upon the redemption or maturity of the Certificates (other than any periodic coupons that are paid at such time) are not expected to be subject to U.S. withholding tax and, if we (including any of our affiliates) are the withholding agent, we do not intend to withhold on such amounts. You should consult your own tax advisor regarding the U.S. tax consequences of purchasing, holding and disposing of the Certificates.

10. BENCHMARKS REGULATION

The iSTOXX® Global ESG Dividend Trend Index (Price EUR) is provided by STOXX Limited. As at the date of these Final Terms, STOXX Limited appears in the register of administrators and benchmarks established and maintained by ESMA pursuant to article 36 of the Benchmarks Regulation.

11. INDEX DISCLAIMER

iSTOXX® Global ESG Dividend Trend Index (Price EUR) (the "Index")

STOXX Limited ("STOXX") and its licensors (the "Licensors") have no relationship to the Issuer, other than the licensing of the Index and the related trademarks for use in connection with the Securities.

STOXX and its Licensors do not:

- Sponsor, endorse, sell or promote the Securities.

- Recommend that any person invest in the Securities or any other securities.

- Have any responsibility or liability for or make any decisions about the timing, amount or pricing of Securities.

- Have any responsibility or liability for the administration, management or marketing of the Securities.

- Consider the needs of the Securities or the owners of the Securities in determining, composing or calculating the Index or have any obligation to do so.

STOXX and its Licensors will not have any liability in connection with the Securities. Specifically,

- STOXX and its Licensors do not make any warranty, express or implied and disclaim any and all warranty about:

• The results to be obtained by the Securities, the owner of the Securities or any other person in connection with the use of the Index and the data included in the Index;

• The accuracy or completeness of the Index and its data;

• The merchantability and the fitness for a particular purpose or use of the Index and its data.

- STOXX and its Licensors will have no liability for any errors, omissions or interruptions in the Index or its data.

- Under no circumstances will STOXX or its Licensors be liable for any lost profits or indirect, punitive, special or consequential damages or losses, even if STOXX or its Licensors knows that they might occur.

The licensing agreement between the Issuer and STOXX is solely for their benefit and not for the benefit of the owners of the Securities or any other third parties.

EXAMPLES

THE EXAMPLES PRESENTED BELOW ARE FOR ILLUSTRATIVE PURPOSES ONLY.

For the purposes of each Example:

(i) the Issue Price is EUR 1,000 per Certificate and the Calculation Amount is EUR 1,000;

(ii) the Coupon Barrier Level is 100 per cent. (100%) of the Asset Initial Price; and

(iii) the Coupon Value Multiplicand is 0.06 and the Redemption Percentage is 100 per cent. (100%).

SETTLEMENT AMOUNT

Example 1 – neutral scenario and Coupon Amount: The Final Closing Price of the Underlying Asset is 100 per cent. (100%) or more of the Asset Initial Price. The Coupon Value Multiplier corresponding to such Coupon Observation Date is 5.

In this Example, the Certificates will be automatically exercised on the Final Reference Date and the Settlement Amount payable in respect of each Certificate on the Maturity Date will be an amount in the Settlement Currency equal to the product of (i) the Calculation Amount, multiplied by (ii) the Redemption Percentage, i.e., EUR 1,000. Additionally, a Coupon Amount per Certificate will be payable on the Coupon Payment Date falling on the Maturity Date, and such Coupon Amount will be an amount in the Settlement Currency equal to the difference between (i) the product of (a) the Calculation Amount, multiplied by (b) 0.30, minus (ii) the aggregate of the Coupon Amounts (if any) per Certificate previously paid on the Coupon Payment Dates preceding the Final Reference Date.

Example 2 – neutral scenario and no Coupon Amount: The Final Closing Price of the Underlying Asset is 99 per cent. (99%) of the Asset Initial Price.

ISSUE-SPECIFIC SUMMARY OF THE SECURITIES

INTRODUCTION AND WARNINGS
This Summary should be read as an introduction to the Prospectus (comprised of the Base Prospectus read together with the Final Terms). Any decision to invest in the Securities should be based on a consideration of the Prospectus as a whole by the investor. In certain circumstances, the investor could lose all or part of the invested capital. This Summary only provides key information in order for an investor to understand the essential nature and the principal risks of the Issuer, the Guarantor and the Securities, and does not describe all the rights attaching to the Securities (and may not set out specific dates of valuation and potential payments or the adjustments to such dates) that are set out in the Prospectus as a whole. Where a claim relating to the information contained in the Prospectus is brought before a court, the plaintiff investor might, under the national law, have to bear the costs of translating the Prospectus before the legal proceedings are initiated. Civil liability attaches only to those persons who have tabled this summary including any translation thereof, but only where this Summary is misleading, inaccurate or inconsistent, when read together with the other parts of the Prospectus or where it does not provide, when read together with the other parts of the Prospectus, key information in order to aid investors when considering whether to invest in the Securities. You are about to purchase a product that is not simple and may be difficult to understand.
Securities: Issue of the Aggregate Number of Five-Year EUR Memory Digital Coupon Certificates on iSTOXX® Global ESG Dividend Trend Index (Price EUR), due November 5, 2027 (ISIN: JE00BLS30309) (the "Securities"). The "Aggregate Number" will be an amount determined by the Issuer on or around the Issue Date based on the results of the offer and which will be specified in a notice dated on or around the Issue Date. As of the date of the Final Terms, the aggregate number of the Securities in the Series is indicatively set at 50,000 provided that it may be a greater or lesser amount but shall not exceed 100,000.
Issuer: Goldman Sachs Finance Corp International Ltd ("GSFCI"). Its registered office is 00 Xxxxxxxxx Xxxxxx, Xx. Xxxxxx, Xxxxxx XX0 0XX and its Legal Entity Identifier ("LEI") is 549300KQWCT26VXWW684 (the "Issuer").
Authorised Offeror(s): The authorised offeror is Allianz Bank Financial Advisors S.p.A., with registered and administrative office in Xxxxx, 00000, Xxxxxx Xxx Xxxxx 0. The authorised offeror is a S.p.A. company (società per azioni) incorporated in Italy mainly operating under Italian law. Its LEI is 529900T32UL0CP1FZA06 (the "Authorised Offeror" or "Distributor").
Competent authority: The Base Prospectus was approved on July 15, 2022 by the Luxembourg Commission de Surveillance du Secteur Financier of 000 Xxxxx x'Xxxxx, 0000 Xxxxxxxxxx (Telephone number: (+352) 26 25 1-1; Fax number: (+352) 26 25 1 – 2601; Email: xxxxxxxxx@xxxx.xx).
KEY INFORMATION ON THE ISSUER
Who is the Issuer of the Securities?
Domicile and legal form, law under which the Issuer operates and country of incorporation: GSFCI is a public limited liability company incorporated under the laws of Jersey on October 19, 2016. GSFCI is registered with the Companies Registry in Jersey with registration number 122341. Its LEI is 549300KQWCT26VXWW684.
Issuer's principal activities: GSFCI's business principally consists of issuing securities, lending and entering into derivatives transactions with its affiliates for hedging purposes. It does not carry out any other operating business activities.
Major shareholders, including whether it is directly or indirectly owned or controlled and by whom: GSFCI is directly wholly-owned by GS Global Markets, Inc. ("GS GM"). GS GM is directly wholly-owned by The Goldman Sachs Group, Inc. ("GSG").
Key directors: The directors of GSFCI are Xxxxxx Xxxxxxxx, Xxxxxxxx Xxxxxxx and Xxxxx Xxxxxx.
Statutory auditors: GSFCI's statutory auditor is PricewaterhouseCoopers LLP, of 7 More Xxxxxx Xxxxxxxxx, Xxxxxx, XX0 0XX, Xxxxxxx.
What is the key financial information regarding the Issuer?
The following table shows selected key historical financial information prepared in accordance with International Financial Reporting Standards ("IFRS") in relation to the Issuer which is derived from the audited financial statements as of December 31, 2021 for each of the two years in the period ended December 31, 2021 and December 31, 2020.
	Summary information – income statement
		Year ended December 31, 2021 (audited)	Year ended December 31, 2020 (audited)
	Selected income statement data	(in millions USD)	(in millions USD)
	Operating profit/(loss)	78	38
	Summary information – balance sheet

		As at December 31, 2021 (audited)	As at December 31, 2020 (audited)
		(in millions USD)	(in millions USD)
	Total assets	16,605	15,518
	Total shareholder's equity	184	48
	Summary information – cash flow
		As at December 31, 2021 (audited)	As at December 31, 2020 (audited)
		(in millions USD)	(in millions USD)
	Cash flows from operating activities	4	(131)
	Cash flows from financing activities	0.0*	125
	Cash flows from investing activities	0.0*	0.0*
* As values are nil they are not included in the financial statements.
Qualifications in audit report on historical financial information: Not applicable; there are no qualifications in the audit report of GSFCI on its historical financial information.
What are the key risks that are specific to the Issuer?
The Issuer is subject to the following key risks: • The payment of any amount due on the Securities is subject to the credit risk of the Issuer and Guarantor. The Securities are the Issuer's unsecured obligations and the Guarantee is the Guarantor's unsecured obligation. Investors are dependent on the Issuer's and Guarantor's ability to pay all amounts due on the Securities, and therefore investors are subject to the Issuer's and Guarantor's credit risk and to changes in the market's view of the Issuer's and Guarantor's creditworthiness. Neither the Securities nor the Guarantee are bank deposits, and neither are insured or guaranteed by any compensation or deposit protection scheme. The value of and return on the Securities will be subject to the Issuer's credit risk and to changes in the market's view of the Issuer's creditworthiness. • GSG and its consolidated subsidiaries ("Goldman Sachs") is a leading global investment banking, securities and investment management group and faces a variety of significant risks which may affect the Issuer's and the Guarantor's ability to fulfil their obligations under the Securities, including market and credit risks, liquidity risks, business activities and industry risks, operational risks and legal, regulatory and reputational risks. • GSFCI is a wholly-owned subsidiary of the Goldman Sachs group. GSFCI is primarily involved in issuing securities, lending and entering into derivatives transactions with its affiliates for hedging purposes, and does not carry out any other operating business activities. As a result, GSFCI does not have a significant amount of share capital. Investors are exposed to a significantly greater credit risk by purchasing the Securities where GSFCI is the Issuer than they would be by purchasing securities from an issuer equipped with significantly more capital. If GSFCI becomes insolvent, investors may lose some or all of the amount invested.
KEY INFORMATION ON THE SECURITIES
What are the main features of the Securities?
Type and class of Securities being offered and security identification number(s): The Securities are cash settled Securities which are index-linked Securities in the form of certificates. The Securities will be cleared through Euroclear Bank S.A./N.V. and Clearstream Banking S.A. The issue date of the Securities is November 7, 2022 (the "Issue Date"). The issue price of the Securities is EUR 1,000 per Security (the "Issue Price"). ISIN: JE00BLS30309; Common Code: 179023571; Valoren: 119843173.
Currency, denomination, number of Securities issued and term of the Securities: The currency of the Securities will be Euro ("EUR" or the "Settlement Currency"). The calculation amount is EUR 1,000. The aggregate number of Securities is the Aggregate Number. Maturity Date: November 5, 2027. This is the date on which the Securities are scheduled to be redeemed, subject to adjustment in accordance with the terms and conditions.
Rights attached to the Securities: The Securities will give each investor the right to receive a return, together with certain ancillary rights such as the right to receive notice of certain determinations and events. The return on the Securities will comprise the potential payment of Coupon Amounts (if applicable) and the Settlement Amount, and the amounts payable will depend on the performance of the following Underlying Asset:

	Underlying Asset or the Index	Bloomberg / Refinitiv	Index Sponsor
	iSTOXX® Global ESG Dividend Trend Index (Price EUR)	IXESGDTP <Index> / .IXESGDTP	STOXX Limited
Coupon Amount: on a Coupon Observation Date: (i) if the Reference Price of the Underlying Asset is greater than or equal to the Coupon Barrier Level for such Coupon Observation Date, then a Coupon Amount in EUR in respect of each Security will be payable on the following Coupon Payment Date, calculated in accordance with the following formula: (CA × CV) − APCA; or (ii) if the Reference Price of the Underlying Asset is less than the Coupon Barrier Level for such Coupon Observation Date, then no Coupon Amount will be payable on the following Coupon Payment Date. Settlement Amount: unless previously exercised early, or purchased and cancelled, the Settlement Amount in EUR payable in respect of each Security on the Maturity Date will be an amount calculated in accordance with the following formula: CA × Redemption Percentage Non-scheduled Early Repayment Amount: The Securities may be redeemed prior to the scheduled maturity: (i) at the Issuer's option (a) if the Issuer determines a change in applicable law has the effect that performance by the Issuer or its affiliates under the Securities or hedging transactions relating to the Securities has become (or there is a substantial likelihood in the immediate future that it will become) unlawful or impracticable (in whole or in part), or (b) where applicable, if the Calculation Agent determines that certain additional disruption events or adjustment events as provided in the terms and conditions of the Securities have occurred in relation to the underlying asset, or due to a change in law, the Issuer or its affiliates will incur a materially increased cost in performings it obligations under the Securities; or (ii) upon notice by a Holder declaring such Securities to be immediately repayable due to the occurrence of an event of default which is continuing. In such case, the Non-scheduled Early Repayment Amount payable on such unscheduled early redemption shall be, for each Security, an amount representing the fair market value of the Security taking into account all relevant factors less all costs incurred by the Issuer or any of its affiliates in connection with such early redemption, including those related to unwinding of any underlying and/or related hedging arrangement. The Non-scheduled Early Repayment Amount may be less than your initial investment and therefore you may lose some or all of your investment on an unscheduled early redemption. Defined terms: • APCA: for each Coupon Observation Date, the sum of each Coupon Amount (if any) paid in respect of one Security on all Coupon Payment Dates (if any) preceding such Coupon Observation Date. • CA: Calculation Amount, EUR 1,000. • Coupon Barrier Level: in respect of the Underlying Asset and each Coupon Observation Date, 100 per cent. of its Initial Closing Price. • Coupon Observation Dates: the Coupon Observation Dates occur on a specified day in October in each year, starting from October 2023 and ending in October 2027, in each case, subject to adjustment in accordance with the terms and conditions. • Coupon Payment Dates: a day falling approximately five business days after each Coupon Observation Date, in each case, subject to adjustment in accordance with the terms and conditions. • Coupon Value Multiplicand: 0.06. • Coupon Value Multiplier: a series of unique ascending whole numbers for the Coupon Observation Dates, starting from 1 for the first Coupon Observation Date, and running to 5 for the final Coupon Observation Date. • CV: in respect of a Coupon Observation Date, an amount equal to the product of (i) the Coupon Value Multiplier corresponding to such Coupon Observation Date, multiplied by (ii) the Coupon Value Multiplicand. • Final Closing Price: the Reference Price of the Underlying Asset on October 29, 2027, subject to adjustment in accordance with the terms and conditions. • Initial Closing Price: the Reference Price of the Underlying Asset on November 3, 2022, subject to adjustment in accordance with the terms and conditions. • Reference Price: the closing index level of the Underlying Asset for the relevant date. • Redemption Percentage: 100 per cent. (100%).
Governing law: The Securities are governed by English law.
Status of the Securities: The Securities are unsubordinated and unsecured obligations of the Issuer and will rank equally among themselves and with all other unsubordinated and unsecured obligations of the Issuer from time to time outstanding.
Description of restrictions on free transferability of the Securities: The Securities have not been and will not be registered under the U.S. Securities Act of 1933 (the "Securities Act") and may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons except in certain transactions exempt from the registration

requirements of the Securities Act and applicable state securities laws. No offers, sales or deliveries of the Securities, or distribution of any offering material relating to the Securities, may be made in or from any jurisdiction except in circumstances that will result in compliance with any applicable laws and regulations. Subject to the above, the Securities will be freely transferable.
Where will the Securities be traded?
Application will be made by the Issuer (or on its behalf) for the Securities to be listed and admitted to trading on the EuroTLX market, an Italian multilateral trading facility organised and managed by Borsa Italiana S.p.A. , which is not a regulated market for the purposes of Directive 2014/65/EU as amended (the "EuroTLX Market") with effect from at the earliest the Issue Date.
Is there a guarantee attached to the Securities?
Brief description of the Guarantor: The Guarantor is GSG. GSG is the parent holding company of the Goldman Sachs group. GSG operates under the laws of the State of Delaware with company registration number 2923466 and LEI 784F5XWPLTWKTBV3E584.
Nature and scope of the guarantee: GSG unconditionally and irrevocably guarantees the Issuer's payment obligations. GSG guarantees the Issuer's delivery obligations but is only obliged to pay a cash amount instead of delivering the relevant underlying asset. The guarantee will rank pari passu with all other unsecured and unsubordinated indebtedness of GSG.
Key financial information of the Guarantor: The following key financial information has been extracted from the audited consolidated financial statements of GSG for the years ended December 31, 2021 and December 31, 2020 and for the three months ended June 30, 2022 and June 30, 2021. GSG's consolidated financial statements are prepared in accordance with accounting principles generally accepted in the United States.
	Summary information – income statement
	(in millions USD, except per share amounts)	Year ended December 31, 2021 (audited)	Year ended December 31, 2020 (audited)	Three months ended June 30, 2022 (unaudited)	Three months ended June 30, 2021 (unaudited)
	Selected income statement data
	Net interest income	6,470	4,751	1,734	1,629
	Commissions and fees	3,619	3,548	1,073	833
	Provision for credit losses	357	3,098	667	(92)
	Total net revenues	59,339	44,560	11,864	15,388
	Pre-tax earnings	27,044	12,479	3,544	6,840
	Net earnings applicable to common shareholders	21,151	8,915	2,786	5,347
	Earnings per common share (basic)	60.25	24.94	7.81	15.22
	Summary information – balance sheet
	(in millions USD)	As at December 31, 2021 (audited)	As at December 31, 2020 (audited)		As at June 30, 2022 (unaudited)
	Total assets	1,463,988	1,163,028		1,601,224
	Unsecured borrowings excluding subordinated borrowings	287,642	251,247		294,848
	Subordinated borrowings	13,405	15,104		13,211
	Customer and other receivables	160,673	121,331		163,251
	Customer and other payables	251,931	190,658		279,984
	Total liabilities and shareholders' equity	1,463,988	1,163,028		1,601,224
	(in per cent.)
	CET1 capital ratio (Standardized)	14.2	14.7		14.2
	Tier 1 capital ratio (Standardized)	15.8	16.7		15.7
	Total capital ratio (Standardized)	17.9	19.5		18.0

	CET1 capital ratio (Advanced)	14.9	13.4	14.3
	Tier 1 capital ratio (Advanced)	16.5	15.2	15.9
	Total capital ratio (Advanced)	18.3	17.4	17.7
	Tier 1 leverage ratio	7.3	8.1	7.0

Qualifications in audit report on historical financial information: Not applicable; there are no qualifications in the audit report of GSG on its historical financial information.
Risk factors associated with the Guarantor: • GSG is the parent holding company of the group of companies comprising Goldman Sachs. Goldman Sachs is a leading global investment banking, securities and investment management firm that faces a variety of significant risks which may affect GSG's ability to fulfil its obligations under the Securities, including market and credit risks, liquidity risks, business activities and industry risks, operational risks and legal, regulatory and reputational risks. • Investors are exposed to the credit risk of GSG and its subsidiaries since the assets of GSG consist principally of interests in its subsidiaries. GSG's right as a shareholder to benefit in any distribution of assets of any of its subsidiaries upon the subsidiary's liquidation or otherwise, is junior to the creditors of GSG's subsidiaries. As a result, investors' ability to benefit from any distribution of assets of any of GSG's subsidiaries upon the subsidiary's liquidation or otherwise, is junior to the creditors of GSG's subsidiaries. Any liquidation or otherwise of a subsidiary of GSG may result in GSG being liable for the subsidiary's obligations which could reduce its assets that are available to satisfy its obligations under the guarantee.
What are the key risks that are specific to the Securities?
Risk factors associated with the Securities: The Securities are subject to the following key risks: The value and quoted price of your Securities (if any) at any time will reflect many factors and cannot be predicted. • The market price of your Securities prior to maturity may be significantly lower than the purchase price you pay for them. Consequently, if you sell your Securities before the stated scheduled redemption date, you may receive far less than your original invested amount. • Your Securities may be redeemed in certain extraordinary circumstances set out in the conditions of the Securities prior to scheduled maturity and, in such case, the early redemption amount paid to you may be less than the amount you paid for the Securities. In certain circumstances, such early redemption amount may be zero. Risks relating to certain features of the Securities: • The terms and conditions of your Securities provide that the Securities are subject to a cap. Therefore, your ability to participate in any change in the value of the Underlying Asset over the term of the Securities will be limited, no matter how much the price of the Underlying Asset may rise beyond the cap level over the life of the Securities. Accordingly, the return on your Securities may be significantly less than if you had purchased the Underlying Asset directly. Risks relating to the Underlying Asset: • The value of and return on your Securities depends on the performance of the Underlying Asset. The return on your Securities depends on the performance of the Underlying Asset. The price of the Underlying Asset may be subject to unpredictable change over time. This degree of change is known as "volatility". The volatility of the Underlying Asset may be affected by national and international financial, political, military or economic events, including governmental actions, or by the activities of participants in the relevant markets. Any of these events or activities could adversely affect the value of and return on the Securities. Volatility does not imply direction of the price of the Underlying Asset, though an Underlying Asset that is more volatile is likely to increase or decrease in value more often and/or to a greater extent than one that is less volatile. • Past performance of the Underlying Asset is not indicative of future performance. You should not regard any information about the past performance of the Underlying Asset as indicative of the range of, or trends in, fluctuations in the Underlying Asset that may occur in the future. The Underlying Asset may perform differently (or the same) as in the past, and this could have material adverse effect on the value of and return on your Securities. • Equity indices are comprised of a synthetic portfolio of shares, and as such, the performance of the Index is dependent upon the macroeconomic factors relating to the shares that underlie such Index, such as interest and price levels on the capital markets, currency developments, political factors as well as company-specific factors such as earnings position, market position, risk situation, shareholder structure and distribution policy, as well as the index composition, which may change over time.
KEY INFORMATION ON THE OFFER OF THE SECURITIES TO THE PUBLIC AND/OR THE ADMISSION TO TRADING ON A REGULATED MARKET
Under which conditions and timetable can I invest in this Security?

Terms and conditions of the offer:

An offer of the Securities may be made by the Distributor other than pursuant to Article 1(4) of the EU Prospectus Regulation in the Republic of Italy (the "Public Offer Jurisdiction") during the period commencing on (and including) October 14, 2022 and ending on (and including) October 27, 2022 (the "Offer Period"), subject to early termination or extension of the Offer Period.

The Securities may be placed in the Public Offer Jurisdiction outside the premises of the Distributor ("door-to-door"), by means of financial advisors authorised to make off-premises offers (consulenti finanziari abilitati all'offerta fuori sede) pursuant to Article 30 of Legislative Decree No. 58 of February 24, 1998, as amended (the "Financial Services Act") from (and including) October 14, 2022 to (and including) October 27, 2022, subject to early termination or extension of the Offer Period.

The offer price is EUR 1,000 per Security.

The Issuer reserves the right, in agreement with the Distributor, to increase the number of Securities to be issued during the Offer Period.

The offer of the Securities is conditional on their issue and is subject to the admission to trading of the Securities on the EuroTLX Market (which is not a regulated market for the purposes of Directive 2014/65/EU on Markets in Financial Instruments) occurring by the Issue Date, being November 7, 2022. As between the Distributor and its customers, offers of the Securities are further subject to such conditions as may be agreed between them and/or as is specified in the arrangements in place between them.

Estimated expenses charged to the investor by the Issuer/offeror: A placement commission per Security of 3.10 per cent. (3.10%) of the Issue Price will be paid by the Issuer to the Distributor in respect of the aggregate number of Securities placed by such Distributor.

The Issue Price will also include: (i) costs in relation to the maintenance of the conditions of the offer payable to the Issuer, equal to 0.26 per cent. of the Issue Price; (ii) structuring fees payable to the Issuer, equal to 0.20 per cent. of the Issue Price; and (iii) other structuring costs payable to the Issuer, equal to 0.04 per cent. of the Issue Price.

Who is the offeror and/or the person asking for admission to trading?

See the item entitled "Authorised Offeror(s)" above. The Issuer is the entity requesting for the admission to trading of the Securities on the EuroTLX Market.

Why is this Prospectus being produced?

Reasons for the offer or for the admission to trading on a regulated market, estimated net amount of proceeds and use of proceeds: The net amount of proceeds of the offer will be used by the Issuer to provide additional funds for its operations and for other general corporate purposes (i.e., for making profit and/or hedging certain risks).

Underwriting agreement on a firm commitment basis: The offer of the Securities is not subject to an underwriting agreement on a firm commitment basis.

Material conflicts pertaining to the issue/offer:

Fees shall be payable to the Distributor.

The Issuer is subject to a number of conflicts of interest between its own interests and those of holders of Securities, including: (a) in making certain calculations and determinations, there may be a difference of interest between the investors and the Issuer, (b) in the ordinary course of its business the Issuer (or an affiliate) may effect transactions for its own account and may enter into hedging transactions with respect to the Securities or the related derivatives, which may affect the market price, liquidity or value of the Securities, and (c) the Issuer (or an affiliate) may have confidential information in relation to the Underlying Asset or any derivative instruments referencing them, but which the Issuer is under no obligation (and may be subject to legal prohibition) to disclose.

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GOLDMAN SACHS FINANCE CORP INTERNATIONAL LTD

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