0000769993-11-000387.txt : 20110413 0000769993-11-000387.hdr.sgml : 20110413 20110413180310 ACCESSION NUMBER: 0000769993-11-000387 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20110404 FILED AS OF DATE: 20110413 DATE AS OF CHANGE: 20110413 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Rogers John F.W. CENTRAL INDEX KEY: 0001517277 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-14965 FILM NUMBER: 11757910 MAIL ADDRESS: STREET 1: C/O GOLDMAN, SACHS & CO. STREET 2: 200 WEST STREET CITY: NEW YORK STATE: NY ZIP: 10282 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: GOLDMAN SACHS GROUP INC CENTRAL INDEX KEY: 0000886982 STANDARD INDUSTRIAL CLASSIFICATION: SECURITY BROKERS, DEALERS & FLOTATION COMPANIES [6211] IRS NUMBER: 134019460 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 200 WEST STREET CITY: NEW YORK STATE: NY ZIP: 10282 BUSINESS PHONE: 2129021000 MAIL ADDRESS: STREET 1: 200 WEST STREET CITY: NEW YORK STATE: NY ZIP: 10282 FORMER COMPANY: FORMER CONFORMED NAME: GOLDMAN SACHS GROUP INC/ DATE OF NAME CHANGE: 20010104 3 1 rogers3_ex.xml X0203 3 2011-04-04 0 0000886982 GOLDMAN SACHS GROUP INC GS 0001517277 Rogers John F.W. C/O GOLDMAN, SACHS & CO. 200 WEST STREET NEW YORK NY 10282 0 1 0 0 EVP-Chief of Staff & Secretary Common Stock, par value $0.01 per share 103950 D Common Stock, par value $0.01 per share 21113 I See footnote Restricted Stock Units Common Stock, par value $0.01 per share 91668 D Nonqualified Stock Options (right to buy) Common Stock, par value $0.01 per share 444503 D Certain of these shares cannot be transferred before dates ranging from January 2014 to January 2015. Held through trusts, the sole trustee of which is the Reporting Person's spouse and the sole beneficiaries of which are immediate family members of the Reporting Person. The Reporting Person disclaims beneficial ownership of these shares. These Restricted Stock Units ("RSUs") either are vested or will vest upon the earlier of (a) dates ranging from December 31, 2011 to December 31, 2012 and (b) the Reporting Person's retirement. These RSUs will generally convert into shares of the Issuer's common stock on dates ranging from January 2012 to January 2014. Substantially all of the common stock that will be delivered pursuant to these RSUs cannot be transferred before dates ranging from January 2014 to January 2016. The exercise prices for the stock options range from $78.78 to $204.16, with varying expiration dates from November 25, 2011 to December 31, 2018. All of these stock options either are vested or will vest upon the earlier of (a) December 31, 2011 and (b) the Reporting Person's retirement, and all either are exercisable or will become exercisable in January 2012. If certain of the stock options are exercised, the underlying shares of common stock cannot be transferred before dates ranging from January 2013 to January 2014. /s/ Beverly L. O'Toole, Attorney-in-fact 2011-04-13 EX-24 2 rogerspoa.txt POWER OF ATTORNEY ----------------- The undersigned does hereby appoint Bruce A. Albert, Yvette Kosic, Kevin P. Treanor, Anthony DeRose, Rachel Parrish, Kenneth L. Josselyn, Beverly L. O'Toole and Benjamin J. Rader (and any other employee of The Goldman Sachs Group, Inc. (the "Company") or one of its affiliates designated in writing by one of the attorneys-in-fact) his lawful attorneys, and each of them his true and lawful attorney, with power to act without the other, and with full power of substitution and resubstitution, to prepare, execute and file, or cause to be prepared, executed and filed, with the U.S. Securities and Exchange Commission (the "SEC") for him and in his name in connection with certain transactions in common stock, par value $.01 per share (the "Common Stock") of the Company: 1. the Initial Statement of Beneficial Ownership of Securities on Form 3, any Statement of Changes in Beneficial Ownership on Form 4 and any Annual Statement of Changes in Beneficial Ownership on Form 5, or any similar or successor form, which may be required to be filed by him pursuant to Section 16 of the Securities Exchange Act of 1934, as amended; 2. one or more Forms 144, or amendments to Form 144, relating to any sales orders (including in connection with the exercise of options to purchase Common Stock), orally or electronically, to sell shares of Common Stock to the public from time to time in accordance with Rule 144 under the Securities Act of 1933, as amended; and 3. any and all instruments necessary or incidental to any action listed above, including communications to the SEC, the New York Stock Exchange and state securities law authorities. The undersigned hereby grants unto said attorneys and each of them full power and authority to do and perform in the name and on behalf of the undersigned, and in any and all capacities, every act and thing whatsoever required or necessary to be done in and about the premises, as fully and to all intents and purposes as the undersigned might or could do in person, hereby ratifying and approving the act of said attorneys and each of them. This power of attorney shall not be affected by the subsequent disability or incompetence of the principal. This power of attorney shall remain in full force and effect until either revoked in writing by the undersigned or until such time as the person or persons to whom power of attorney has been hereby granted cease(s) to be an employee of the Company or one of its affiliates. IN WITNESS thereof the undersigned hereunto signed his name this 31st day of March, 2011. /s/ John F.W. Rogers ------------------------ John F.W. Rogers