Goldman Sachs Group 10-Q 2025-09-30

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 10-Q

or

Commission File Number: 001-14965

The Goldman Sachs Group, Inc.

(Exact name of registrant as specified in its charter)

(212) 902-1000

(Registrant’s telephone number, including area code)

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

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. ☒ Yes ☐ No

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). ☒ Yes ☐ No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

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. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). ☐ Yes ☒ No

As of October 17, 2025, there were 299,928,511 shares of the registrant’s common stock outstanding.

THE GOLDMAN SACHS GROUP, INC. AND SUBSIDIARIES

QUARTERLY REPORT ON FORM 10-Q FOR THE QUARTER ENDED SEPTEMBER 30, 2025

INDEX

PART I. FINANCIAL INFORMATION

THE GOLDMAN SACHS GROUP, INC. AND SUBSIDIARIES

Consolidated Statements of Earnings

(Unaudited)

Consolidated Statements of Comprehensive Income

(Unaudited)

The accompanying notes are an integral part of these consolidated financial statements.

THE GOLDMAN SACHS GROUP, INC. AND SUBSIDIARIES

Consolidated Balance Sheets

(Unaudited)

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Introduction

The Goldman Sachs Group, Inc. (Group Inc. or parent company), a Delaware corporation, together with its consolidated subsidiaries, is a leading global financial institution that delivers a broad range of financial services to a large and diversified client base that includes corporations, financial institutions, governments and individuals. Founded in 1869, we are headquartered in New York and maintain offices in all major financial centers around the world. We manage and report our activities in three business segments: Global Banking & Markets, Asset & Wealth Management and Platform Solutions. See “Results of Operations” for further information about our business segments.

When we use the terms “we,” “us” and “our,” we mean Group Inc. and its consolidated subsidiaries. When we use the term “our subsidiaries,” we mean the consolidated subsidiaries of Group Inc.

Group Inc. is a bank holding company and a financial holding company regulated by the Board of Governors of the Federal Reserve System (FRB).

This Management’s Discussion and Analysis of Financial Condition and Results of Operations should be read in conjunction with our Annual Report on Form 10-K for the year ended December 31, 2024. References to “the 2024 Form 10-K” are to our Annual Report on Form 10-K for the year ended December 31, 2024. References to “this Form 10-Q” are to our Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2025. All references to “the consolidated financial statements” or “Statistical Disclosures” are to Part I, Item 1 of this Form 10-Q. The consolidated financial statements are unaudited. All references to September 2025, June 2025 and September 2024 refer to our periods ended, or the dates, as the context requires, September 30, 2025, June 30, 2025 and September 30, 2024, respectively. All references to December 2024 refer to the date December 31, 2024. Any reference to a future year refers to a year ending on December 31 of that year. Certain reclassifications have been made to previously reported amounts to conform to the current presentation.

Executive Overview

Three Months Ended September 2025 versus September 2024. We generated net earnings of $4.10 billion for the third quarter of 2025, compared with $2.99 billion for the third quarter of 2024. Diluted earnings per common share (EPS) was $12.25 for the third quarter of 2025, compared with $8.40 for the third quarter of 2024. Annualized return on average common shareholders’ equity (ROE) was 14.2% for the third quarter of 2025, compared with 10.4% for the third quarter of 2024. Book value per common share was $353.79 as of September 2025, 1.2% higher compared with June 2025 and 5.1% higher compared with December 2024.

Net revenues were $15.18 billion for the third quarter of 2025, 20% higher than the third quarter of 2024, reflecting higher net revenues across all segments. The increase in net revenues in Global Banking & Markets primarily reflected significantly higher Investment banking fees and higher net revenues in Fixed Income, Currency and Commodities (FICC) and Equities. The increase in net revenues in Asset & Wealth Management primarily reflected higher Management and other fees and significantly higher net revenues in Private banking and lending. The increase in Platform Solutions net revenues primarily reflected a net loss in the prior year period related to the General Motors (GM) credit card program that was transferred to held for sale.

Provision for credit losses was $339 million for the third quarter of 2025, compared with $397 million for the third quarter of 2024. Provisions for the third quarter of 2025 primarily reflected net provisions related to the credit card portfolio (driven by net charge-offs). Provisions for the third quarter of 2024 reflected net provisions related to the credit card portfolio (primarily driven by net charge-offs), partially offset by a net benefit related to the wholesale portfolio (driven by recoveries on previously impaired loans).

Operating expenses were $9.45 billion for the third quarter of 2025, 14% higher than the third quarter of 2024, primarily reflecting increases in compensation and benefits expenses (reflecting improved operating performance), transaction based expenses, charitable contributions to Goldman Sachs Gives and net provisions for litigation and regulatory proceedings. Our efficiency ratio (total operating expenses divided by total net revenues) was 62.3% for the third quarter of 2025, compared with 65.5% for the third quarter of 2024.

THE GOLDMAN SACHS GROUP, INC. AND SUBSIDIARIES

Management’s Discussion and Analysis

During the third quarter of 2025, we returned a total of $3.25 billion of capital to common shareholders, including $2.00 billion of common share repurchases and $1.25 billion of common stock dividends. As of September 2025, our Common Equity Tier 1 (CET1) capital ratio was 14.3% under the Standardized Capital Rules and 15.1% under the Advanced Capital Rules. See Note 20 to the consolidated financial statements for further information about our capital ratios.

Nine Months Ended September 2025 versus September 2024**.** We generated net earnings of $12.56 billion for the first nine months of 2025, compared with $10.17 billion for the first nine months of 2024. Diluted EPS was $37.33 for the first nine months of 2025, compared with $28.64 for the first nine months of 2024. Annualized ROE was 14.6% for the first nine months of 2025, compared with 12.0% for the first nine months of 2024.

Net revenues were $44.83 billion for the first nine months of 2025, 13% higher than the first nine months of 2024, reflecting higher net revenues across all segments. The increase in net revenues in Global Banking & Markets primarily reflected significantly higher net revenues in Equities, higher Investment banking fees and higher net revenues in FICC. The increase in net revenues in Asset & Wealth Management reflected higher Management and other fees and significantly higher net revenues in Private banking and lending, partially offset by significantly lower net revenues in both Equity investments and Debt investments. The increase in Platform Solutions net revenues primarily reflected a net loss in the prior year period related to the GM credit card program that was transferred to held for sale.

Provision for credit losses was $1.01 billion for the first nine months of 2025, compared with $997 million for the first nine months of 2024. Provisions for the first nine months of 2025 reflected net provisions related to the credit card portfolio (driven by net charge-offs) and wholesale loans (primarily driven by impairments). Provisions for the first nine months of 2024 reflected net provisions related to the credit card portfolio (primarily driven by net charge-offs).

Operating expenses were $27.82 billion for the first nine months of 2025, 9% higher than the first nine months of 2024, reflecting increases in compensation and benefits expenses (reflecting improved operating performance), transaction based expenses, and charitable contributions to Goldman Sachs Gives, partially offset by significantly lower expenses, including impairments, from consolidated investment entities (CIEs). Our efficiency ratio was 62.1% for the first nine months of 2025, compared with 64.3% for the first nine months of 2024.

During the first nine months of 2025, we returned a total of $12.55 billion of capital to common shareholders, including $9.36 billion of common stock repurchases and $3.19 billion of common stock dividends.

Business Environment

During the third quarter of 2025, global economic activity remained resilient, including in the U.S., but continued to be impacted by inflationary pressures, ongoing geopolitical concerns and

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Quantitative and qualitative disclosures about market risk are set forth in “Management’s Discussion and Analysis of Financial Condition and Results of Operations — Risk Management” in Part I, Item 2 of this Form 10-Q.

As of the end of the period covered by this report, an evaluation was carried out by our management, with the participation of our Chief Executive Officer and Chief Financial Officer, of the effectiveness of our disclosure controls and procedures (as defined in Rule 13a-15(e) under the Exchange Act). Based on that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that these disclosure controls and procedures were effective as of the end of the period covered by this report. In addition, no change in our internal control over financial reporting (as defined in Rule 13a-15(f) under the Exchange Act) occurred during the quarter ended September 2025 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

PART II. OTHER INFORMATION

Item 1. Legal Proceedings

We are involved in a number of judicial, regulatory and arbitration proceedings concerning matters arising in connection with the conduct of our businesses. Many of these proceedings are in early stages, and many of these cases seek an indeterminate amount of damages. We have estimated the upper end of the range of reasonably possible aggregate loss for matters where we have been able to estimate a range and we believe, based on currently available information, that the results of matters where we have not been able to estimate a range of reasonably possible loss, in the aggregate, will not have a material adverse effect on our financial condition, but may be material to our operating results in a given period. Given the range of litigation and investigations presently under way, our litigation expenses may remain high. See “Management’s Discussion and Analysis of Financial Condition and Results of Operations — Use of Estimates” in Part I, Item 2 of this Form 10-Q. See Notes 18 and 27 to the consolidated financial statements in Part I, Item 1 of this Form 10-Q for information about our reasonably possible aggregate loss estimate and judicial, regulatory and legal proceedings.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

The table below presents purchases made by or on behalf of Group Inc. or any “affiliated purchaser” (as defined in Rule 10b-18(a)(3) under the Exchange Act) of our common stock during the three months ended September 2025.

In the table above, total shares purchased included 75 shares during July 2025 remitted to satisfy statutory withholding taxes related to share-based awards.

During the first quarter of 2025, our Board approved a share repurchase program authorizing repurchases of up to $40 billion of our common stock. This program replaced our previous share repurchase program and has no set expiration or termination date. The share repurchases are effected primarily through regular open-market purchases (which may include repurchase plans designed to comply with Rule 10b5-1 and accelerated share repurchases), the amounts and timing of which are determined primarily by our current and projected capital position, and capital deployment opportunities, but which may also be influenced by the evolution of current and future regulatory capital requirements, general market conditions and the prevailing price and trading volumes of our common stock.

Rule 10b5-1 Trading Plans

During the three months ended September 2025, no directors or executive officers entered into, modified or terminated, contracts, instructions or written plans for the sale or purchase of Group Inc.’s securities that were intended to satisfy the affirmative defense conditions of Rule 10b5-1 or that constituted non-Rule 10b5-1 trading arrangements (as defined in Item 408 of Regulation S-K).

Exhibits

15.1 Letter re: Unaudited Interim Financial Information.

31.1 Rule 13a-14(a) Certifications.

32.1 Section 1350 Certifications (This information is furnished and not filed for purposes of Sections 11 and 12 of the Securities Act of 1933 and Section 18 of the Securities Exchange Act of 1934).

101 Pursuant to Rules 405 and 406 of Regulation S-T, the following information is formatted in iXBRL (Inline eXtensible Business Reporting Language): (i) the Consolidated Statements of Earnings for the three and nine months ended September 30, 2025 and September 30, 2024, (ii) the Consolidated Statements of Comprehensive Income for the three and nine months ended September 30, 2025 and September 30, 2024, (iii) the Consolidated Balance Sheets as of September 30, 2025 and December 31, 2024, (iv) the Consolidated Statements of Changes in Shareholders’ Equity for the three and nine months ended September 30, 2025 and September 30, 2024, (v) the Consolidated Statements of Cash Flows for the nine months ended September 30, 2025 and September 30, 2024, (vi) the notes to the Consolidated Financial Statements and (vii) the cover page.

104 Cover Page Interactive Data File (formatted in iXBRL in Exhibit 101).

SIGNATURES

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 thereunto duly authorized.

THE GOLDMAN SACHS GROUP, INC.