Summary
Goldman Sachs Group, Inc. (GS) filed an 8-K on April 22, 2024, primarily to disclose the terms of its newly issued 7.50% Fixed-Rate Reset Non-Cumulative Preferred Stock, Series X. This preferred stock has a liquidation preference of $25,000 per share and its issuance introduces certain restrictions on the company's ability to declare or pay dividends on, or purchase, redeem, or acquire, its common stock if dividends on the Series X Preferred Stock are not paid. The filing also indicates that this Series X Preferred Stock is being offered and sold through depositary shares under an existing shelf registration statement. This move is a capital-raising activity that may impact the company's capital structure and dividend policies for common stockholders, particularly in scenarios where preferred stock dividend payments are missed.
Key Highlights
- 1Goldman Sachs has issued Series X Preferred Stock with a 7.50% fixed-rate, reset, non-cumulative dividend.
- 2The liquidation preference for the Series X Preferred Stock is set at $25,000 per share.
- 3The issuance of Series X Preferred Stock introduces restrictions on common stock dividends and share repurchases if preferred dividends are missed.
- 4This preferred stock is being offered via depositary shares, representing an interest in the preferred stock.
- 5The company filed a Certificate of Designations with Delaware to establish the terms of the Series X Preferred Stock.
- 6The filing includes related exhibits such as the Certificate of Designations, form of certificate, and legal opinions.