GOLDMAN SACHS GROUP INC

Original form: DEF 14A
Filed on: 2026-03-20
Meeting date: 2026-04-29

Shareholder Proposals

Item 4
G
Lower the shareholder threshold to call a special meeting from 25% to 10%.

Requests that the Board amend the company’s governing documents to permit shareholders owning a combined 10% of outstanding common stock (or the lowest percentage allowed by state law) to call a special shareholder meeting. The proponent argues the current 25% threshold is effectively unreachable for a company of Goldman Sachs’ size and that a lower threshold would enable shareholders to convene meetings (including online) to address underperformance or strategic concerns. The proposal frames special meetings as an accountability mechanism to guard against board or management complacency and asks for a practicable right for a meaningful minority of shareholders to convene such meetings. It emphasizes that arranging special meetings should be feasible for shareholders and that lowering the threshold would not be disruptive if used responsibly.

Item 5
S
Disclose an annual report identifying charitable recipients over $5,000, donation purposes, future plans, reputational risk and risk analysis.

Requests an annual, non‑proprietary report enumerating recipients of charitable contributions above $5,000 and describing the purposes for which donations were used and management’s intentions for future donations to the same organizations. The proposal also asks the company to identify philanthropic areas judged least relevant to corporate value that may pose reputational risk and to provide management’s analysis of any public controversies tied to donations and how those risks were assessed. The proponent frames the request as a transparency measure to allow shareholders to evaluate whether charitable giving aligns with company values and long‑term shareholder interests. The report would be prepared at reasonable expense and exclude proprietary information.

Item 6
E
Publish an annual Energy Supply Ratio (ESR) disclosing financing for low‑carbon versus fossil‑fuel energy and the methodology used.

Requests annual disclosure of an Energy Supply Ratio (ESR) that quantifies the firm’s financing—via equity and debt underwriting and project finance—directed to low‑carbon energy supply relative to fossil‑fuel energy supply, along with the methodology and definitions used. The proponent argues the ESR would help investors assess the bank’s alignment with the energy transition, manage climate-related financial risks (credit, strategic, legal, reputational) and compare financing trends across firms. The proposal references existing industry guidance and notes that some peers and data providers already report ESR metrics, asserting disclosure is feasible and informative. The requested disclosure could include lending where methodologically sound and would be prepared at reasonable expense excluding confidential information.

Item 7
S
Disclose an annual report listing payments used for direct and indirect lobbying by recipient, amount, and methodology.

Requests an annual report, excluding proprietary data and prepared at reasonable cost, disclosing payments used for direct lobbying (federal and state aggregate amounts broken out by jurisdiction) and indirect lobbying (amounts to trade associations and social welfare groups used for lobbying) along with recipients. The proponent contends that aggregated federal and state lobbying disclosures are insufficient and that compiling both direct and indirect lobbying information would provide shareholders a fuller picture of the company’s policy engagement. The proposal notes that many companies already publish comparable disclosures and that the requested data is reportable at federal and state levels, so reporting to shareholders should not be unduly burdensome. The requested report would be posted on the company website.