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8-K

Goldman Sachs Group Inc (GS)

8-K 2026-05-01 For: 2026-04-29
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

____________________

Form 8-K

CURRENT REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): April 29, 2026

Commission File Number: 001-14965

The Goldman Sachs Group, Inc.

(Exact name of registrant as specified in its charter)

Delaware 13-4019460
(State or other jurisdiction of<br><br>incorporation or organization) (IRS Employer<br><br>Identification No.)
200 West Street, New York, N.Y. 10282
(Address of principal executive offices) (Zip Code)

(212)

902-1000

(Registrant’s telephone number, including area code)

____________________

N/A

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Exchange<br><br>on which<br><br>registered
Title of each class Trading Symbol
Common stock, par value $.01 per share GS NYSE
Depositary Shares, Each Representing 1/1,000th Interest in a Share of Floating Rate Non-Cumulative Preferred Stock, Series A GS PrA NYSE
Depositary Shares, Each Representing 1/1,000th Interest in a Share of Floating Rate Non-Cumulative Preferred Stock, Series C GS PrC NYSE
Depositary Shares, Each Representing 1/1,000th Interest in a Share of Floating Rate Non-Cumulative Preferred Stock, Series D GS PrD NYSE
5.793% Fixed-to-Floating Rate Normal Automatic Preferred Enhanced Capital Securities of Goldman Sachs Capital II GS/43PE NYSE
Floating Rate Normal Automatic Preferred Enhanced Capital Securities of Goldman Sachs Capital III GS/43PF NYSE
Medium-Term Notes, Series F, Callable Fixed and Floating Rate Notes due March 2031 of GS Finance Corp. GS/31B NYSE
Medium-Term Notes, Series F, Callable Fixed and Floating Rate Notes due May 2031 of GS Finance Corp. GS/31X NYSE

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 under the Securities Act (17 CFR 230.405) or Rule 12b-2 of the Exchange Act (17 CFR 240.12b-2).

Emerging growth company [ ]

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [ ]

Item 5.07 Submission of Matters to a Vote of Security Holders.

(a) The Annual Meeting was held on April 29, 2026.

(b) The results of the matters submitted to a shareholder vote at the Annual Meeting were as follows:

Election of Directors: Our shareholders elected the following 13 directors to each serve a one-year term expiring on the date of our 2027 annual meeting of shareholders or until his or her successor has been duly chosen and qualified.

For Against Abstain Broker Non‑Votes
Michele Burns 207,542,535 10,272,167 876,593 35,368,534
Mark Flaherty 212,454,569 5,351,462 885,264 35,368,534
Kimberley Harris 160,999,482 56,946,945 744,868 35,368,534
John Hess 210,334,960 7,907,427 448,908 35,368,534
Kevin Johnson 211,286,540 6,950,461 454,294 35,368,534
Ellen Kullman 208,509,917 9,571,448 609,930 35,368,534
KC McClure 215,288,547 2,798,124 604,624 35,368,534
Thomas Montag 214,891,201 3,590,176 209,918 35,368,534
Peter Oppenheimer 207,386,370 10,429,366 875,559 35,368,534
David Solomon 207,386,777 10,882,560 421,958 35,368,534
Jan Tighe 215,272,803 2,822,194 596,298 35,368,534
David Viniar 203,479,678 14,586,879 624,738 35,368,534
John Waldron 215,386,544 2,865,726 439,025 35,368,534

Advisory Vote to Approve Executive Compensation (“Say on Pay”): Our shareholders approved the advisory Say on Pay proposal.

For Against Abstain Broker Non‑Votes
153,743,916 63,974,950 972,429 35,368,534

Ratification of PricewaterhouseCoopers LLP as our Independent Registered Public Accounting Firm: Our shareholders ratified the selection of PricewaterhouseCoopers LLP as our independent registered public accounting firm for the year ending December 31, 2026.

For Against Abstain
239,689,453 13,925,817 444,559

Shareholder Proposal Regarding Special Shareholder Meeting Thresholds: Our shareholders did not approve this proposal.

For Against Abstain Broker Non‑Votes
80,499,426 137,565,083 626,786 35,368,534

Shareholder Proposal Regarding Disclosure of Energy Supply Ratio: Our shareholders did not approve this proposal.

For Against Abstain Broker Non‑Votes
39,993,303 177,047,898 1,650,094 35,368,534

Shareholder Proposal Regarding Lobbying Disclosure: Our shareholders did not approve this proposal.

For Against Abstain Broker Non‑Votes
82,476,204 134,698,724 1,516,367 35,368,534

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

THE GOLDMAN SACHS GROUP, INC. (Registrant)

Date: May 1, 2026 By /s/ Kathryn H. Ruemmler
Name: Kathryn H. Ruemmler Title: Chief Legal Officer and General Counsel