Form 4: Goldman Sachs CAO Sells Shares Under 10b5-1 Plan

Goldman Sachs Chief Accounting Officer Sheara J. Fredman sold 4,863 shares of common stock on January 23, 2026, following an acquisition of 530 shares, all under a pre-arranged 10b5-1 plan.

Summary

• Sheara J. Fredman, Chief Accounting Officer of Goldman Sachs Group Inc. (GS), reported transactions on January 23, 2026.
• Acquired 530 shares of common stock at a price of $0, likely as a grant or award.
• Disposed of a total of 4,863 shares of common stock through multiple sales transactions on the same date.
• Sale prices ranged from a weighted average of $917.88 to $935.96 per share.
• Following these transactions, beneficial ownership decreased from 15,164 shares (after the grant) to 10,301 shares.
• All transactions were conducted pursuant to a Rule 10b5-1(c) pre-arranged trading plan.

Sentiment

Score: 4

Explanation: The sentiment is slightly negative due to the net insider selling, even though it was conducted under a 10b5-1 plan. While 10b5-1 plans mitigate the negative signal, a significant reduction in an insider's stake can still be perceived as a lack of conviction or a move to diversify away from the company's stock.

Positives

• The acquisition of 530 shares at $0 price likely represents a grant or award, which is a form of compensation.
• The transactions were executed under a Rule 10b5-1(c) plan, indicating they were pre-scheduled and not based on immediate, non-public information.

Negatives

• The Chief Accounting Officer disposed of a significant number of shares (4,863 shares) in open market sales.
• The net effect of the transactions was a decrease in the insider's direct beneficial ownership by 4,333 shares.

Risks

• No specific risks are mentioned in this Form 4 filing. The inherent risk of insider selling is that it could be perceived negatively by the market, even if executed under a 10b5-1 plan.

Future Outlook

This Form 4 filing does not contain any forward-looking statements or guidance regarding the company's future performance or outlook.

Management Comments

• The filing includes a signature by Jamie A. Greenberg, Attorney-in-fact for Sheara J. Fredman, but no direct management comments or statements.

Industry Context

Insider transactions, particularly sales, are common in the financial services industry, especially for highly compensated executives who receive equity as part of their compensation. The use of a Rule 10b5-1 plan is a standard practice to manage personal stock sales while mitigating concerns about insider trading.

Comparison to Industry Standards

• The sale of shares by a Chief Accounting Officer is a routine event, often related to liquidity needs, diversification, or tax planning, especially when executed under a Rule 10b5-1 plan.
• Many executives at large financial institutions like JPMorgan Chase, Bank of America, or Morgan Stanley also utilize 10b5-1 plans for their equity compensation and personal stock management.
• The volume of shares sold (4,863) relative to the total shares owned (15,164 before sales, 10,301 after) represents a significant portion of the insider's holdings, which is not uncommon for executives managing their concentrated equity positions.

Stakeholder Impact

• Shareholders may interpret the insider selling as a slightly negative signal, though the 10b5-1 plan mitigates concerns about opportunistic selling.
• No direct impact on employees, customers, suppliers, or creditors is mentioned.

Next Steps

• The filing does not mention any specific future actions, events, or milestones for the company or the reporting person beyond the reported transactions.

Key Dates

Recommendation

While the net insider selling by a Chief Accounting Officer could be seen as a minor negative signal, the fact that it was executed under a pre-arranged 10b5-1 plan significantly reduces its bearish implications. Such sales are often for personal financial planning, diversification, or tax purposes rather than a reflection of a negative outlook on the company's future. Given the context of a routine insider transaction, it does not provide a strong enough signal to warrant a 'buy' or 'sell' recommendation based solely on this filing. Investors should 'hold' and consider broader company fundamentals and market conditions.

Keywords

Goldman Sachs, GS, Insider Trading, Form 4, Stock Sale, Chief Accounting Officer, Sheara J. Fredman, 10b5-1 Plan, Equity Compensation