Summary
Goldman Sachs Group, Inc. (GS) filed an 8-K report on March 15, 2020, to disclose amendments to its corporate charter related to its preferred stock. The primary action detailed is the "Certificate of Elimination" filed on March 12, 2020, which formally removes all provisions for its 5.70% Fixed-to-Floating Rate Non-Cumulative Preferred Stock, Series L, from its Restated Certificate of Incorporation. This action follows the redemption of all outstanding shares of Series L Preferred Stock on February 24, 2020. Additionally, the filing indicates the incorporation of the terms for a new series of preferred stock, the 4.40% Fixed-Rate Reset Non-Cumulative Preferred Stock, Series S, into the Restated Certificate of Incorporation. These combined amendments reflect a restructuring of the company's preferred equity capital. Investors should note that the elimination of Series L is a clean-up item post-redemption, while the introduction of Series S outlines new preferred stock terms.
Key Highlights
- 1Goldman Sachs filed a Certificate of Elimination to remove provisions for Series L Preferred Stock (5.70% Fixed-to-Floating Rate Non-Cumulative Preferred Stock) from its charter.
- 2The elimination of Series L Preferred Stock occurred after all its outstanding shares were redeemed on February 24, 2020.
- 3The company also filed an updated Restated Certificate of Incorporation reflecting the terms of its 4.40% Fixed-Rate Reset Non-Cumulative Preferred Stock, Series S.
- 4These amendments were filed with the Secretary of State of Delaware on March 12, 2020.
- 5The filing is primarily administrative, formalizing changes to the company's capital structure regarding preferred stock.
- 6The 8-K includes exhibits of the Certificate of Elimination and the amended Restated Certificate of Incorporation.