SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person* STEIN LAURENCE (Last) (First) (Middle) C/O GOLDMAN SACHS & CO. LLC 200 WEST STREET (Street) NEW YORK NY 10282 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 09/30/2019	3. Issuer Name and Ticker or Trading Symbol GOLDMAN SACHS GROUP INC [ GS ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner X Officer (give title below) Other (specify below) Chief Administrative Officer	5. If Amendment, Date of Original Filed (Month/Day/Year)
			6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock, par value $0.01 per share	30,000(1)	D
Common Stock, par value $0.01 per share	3,531(2)	I	See Footnote(3)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units	(4)	(4)	Common Stock, par value $0.01 per share	25,544	(4)	D

Explanation of Responses:

1. These shares cannot be transferred before dates ranging from January 2020 to January 2023. Certain of these shares are subject to a non-competition covenant that will lapse in equal installments on or about December 31, 2019 and 2020, subject to other terms and conditions of the applicable award agreement.

2. These shares cannot be transferred before dates ranging from January 2021 to January 2023.

3. Held through a trust, the sole trustees of which are immediate family members of the Reporting Person and the sole beneficiaries of which are immediate family members of the Reporting Person. The Reporting Person disclaims beneficial ownership of these shares.

4. A portion of these Restricted Stock Units ("RSUs") were granted in January 2017, with the remainder granted in January 2019. These RSUs are fully vested and a portion will generally convert into shares of the Issuer's common stock on dates ranging from January 2020 to January 2022. The shares of common stock delivered pursuant to these RSUs generally cannot be sold or transferred before January 2022 (with respect to RSUs granted in January 2017) and January 2024 (with respect to RSUs granted in January 2019).

Remarks:

	/s/ Beverly L. O' Toole, Attorney-in-fact	10/04/2019
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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