UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 10-Q

  • QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2022

or

  • TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from

to

Commission File Number: 001-14965

The Goldman Sachs Group, Inc.

(Exact name of registrant as specified in its charter)

Delaware

13-4019460

(State or other jurisdiction of

(I.R.S. Employer

incorporation or organization)

Identification No.)

200 West Street, New York, NY

10282

(Address of principal executive offices)

(Zip Code)

(212) 902-1000

(Registrant's telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Trading

Exchange

on which

Title of each class

Symbol

registered

Common stock, par value $.01 per share

GS

NYSE

Depositary Shares, Each Representing 1/1,000th Interest in a Share of Floating Rate Non-Cumulative Preferred Stock, Series A

GS PrA

NYSE

Depositary Shares, Each Representing 1/1,000th Interest in a Share of Floating Rate Non-Cumulative Preferred Stock, Series C

GS PrC

NYSE

Depositary Shares, Each Representing 1/1,000th Interest in a Share of Floating Rate Non-Cumulative Preferred Stock, Series D

GS PrD

NYSE

Depositary Shares, Each Representing 1/1,000th Interest in a Share of 5.50% Fixed-to-Floating Rate Non-Cumulative Preferred Stock, Series J

GS PrJ

NYSE

Depositary Shares, Each Representing 1/1,000th Interest in a Share of 6.375% Fixed-to-Floating Rate Non-Cumulative Preferred Stock, Series K

GS PrK

NYSE

5.793% Fixed-to-Floating Rate Normal Automatic Preferred Enhanced Capital Securities of Goldman Sachs Capital II

GS/43PE

NYSE

Floating Rate Normal Automatic Preferred Enhanced Capital Securities of Goldman Sachs Capital III

GS/43PF

NYSE

Medium-Term Notes, Series F, Callable Fixed and Floating Rate Notes due March 2031 of GS Finance Corp.

GS/31B

NYSE

Medium-Term Notes, Series F, Callable Fixed and Floating Rate Notes due May 2031 of GS Finance Corp.

GS/31X

NYSE

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes No

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer

Accelerated filer

Non-accelerated filer

Smaller reporting company

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes No

As of October 21, 2022, there were 338,634,588 shares of the registrant's common stock outstanding.

THE GOLDMAN SACHS GROUP, INC. AND SUBSIDIARIES

QUARTERLY REPORT ON FORM 10-Q FOR THE QUARTER ENDED SEPTEMBER 30, 2022

INDEX

Form 10-Q Item Number

Page No.

PART I

FINANCIAL INFORMATION

1

Item 1

Financial Statements (Unaudited)

1

Consolidated Statements of Earnings

1

Consolidated Statements of Comprehensive Income

1

Consolidated Balance Sheets

2

Consolidated Statements of Changes in Shareholders' Equity

3

Consolidated Statements of Cash Flows

4

Notes to Consolidated Financial Statements

5

Note 1. Description of Business

5

Note 2. Basis of Presentation

5

Note 3. Significant Accounting Policies

6

Note 4. Fair Value Measurements

11

Note 5. Trading Assets and Liabilities

16

Note 6. Trading Cash Instruments

17

Note 7. Derivatives and Hedging Activities

20

Note 8. Investments

30

Note 9. Loans

36

Note 10. Fair Value Option

47

Note 11. Collateralized Agreements and Financings

52

Note 12. Other Assets

56

Note 13. Deposits

59

Note 14. Unsecured Borrowings

60

Note 15. Other Liabilities

62

Note 16. Securitization Activities

63

Note 17. Variable Interest Entities

65

Note 18. Commitments, Contingencies and Guarantees

68

Note 19. Shareholders' Equity

72

Note 20. Regulation and Capital Adequacy

75

Note 21. Earnings Per Common Share

84

Note 22. Transactions with Affiliated Funds

84

Note 23. Interest Income and Interest Expense

85

Note 24. Income Taxes

85

Note 25. Business Segments

86

Note 26. Credit Concentrations

88

Note 27. Legal Proceedings

89

Page No.

Report of Independent Registered Public Accounting Firm

102

Statistical Disclosures

103

Item 2

Management's Discussion and Analysis of Financial Condition

and Results of Operations

105

Introduction

105

Executive Overview

105

Business Environment

106

Critical Accounting Policies

107

Use of Estimates

109

Recent Accounting Developments

110

Results of Operations

110

Balance Sheet and Funding Sources

129

Capital Management and Regulatory Capital

133

Regulatory and Other Matters

137

Off-Balance Sheet Arrangements

138

Risk Management

139

Overview and Structure of Risk Management

139

Liquidity Risk Management

143

Market Risk Management

150

Credit Risk Management

154

Operational Risk Management

163

Model Risk Management

164

Other Risk Management

165

Available Information

167

Forward-Looking Statements

167

Item 3

Quantitative and Qualitative Disclosures About Market Risk

170

Item 4

Controls and Procedures

170

PART II

OTHER INFORMATION

170

Item 1

Legal Proceedings

170

Item 2

Unregistered Sales of Equity Securities and Use of Proceeds

170

Item 6

Exhibits

171

SIGNATURES

171

Goldman Sachs September 2022 Form 10-Q

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements (Unaudited)

THE GOLDMAN SACHS GROUP, INC. AND SUBSIDIARIES

Consolidated Statements of Earnings (Unaudited)

Three Months

Nine Months

Ended September

Ended September

in millions, except per share amounts

2022

2021

2022

2021

Revenues

Investment banking

$

1,541

$

3,548

$

5,457

$

10,564

Investment management

2,276

2,139

6,733

5,840

Commissions and fees

995

860

3,079

2,766

Market making

4,642

3,929

15,561

13,096

Other principal transactions

478

1,568

338

9,759

Total non-interest revenues

9,932

12,044

31,168

42,025

Interest income

8,550

3,117

16,613

9,110

Interest expense

6,507

1,553

11,009

4,435

Net interest income

2,043

1,564

5,604

4,675

Total net revenues

11,975

13,608

36,772

46,700

Provision for credit losses

515

175

1,743

13

Operating expenses

Compensation and benefits

3,606

3,167

11,384

14,473

Transaction based

1,317

1,139

3,878

3,520

Market development

199

165

596

360

Communications and technology

459

397

1,327

1,143

Depreciation and amortization

666

509

1,728

1,527

Occupancy

255

239

765

727

Professional fees

465

433

1,392

1,137

Other expenses

737

542

2,003

1,781

Total operating expenses

7,704

6,591

23,073

24,668

Pre-tax earnings

3,756

6,842

11,956

22,019

Provision for taxes

687

1,464

2,021

4,319

Net earnings

3,069

5,378

9,935

17,700

Preferred stock dividends

107

94

356

358

Net earnings applicable to common shareholders

$

2,962

$

5,284

$

9,579

$

17,342

Earnings per common share

Basic

$

8.35

$

15.14

$

27.03

$

49.23

Diluted

$

8.25

$

14.93

$

26.71

$

48.59

Average common shares

Basic

352.8

348.3

353.0

351.8

Diluted

359.2

353.9

358.6

356.9

Consolidated Statements of Comprehensive Income (Unaudited)

Three Months

Nine Months

Ended September

Ended September

$ in millions

2022

2021

2022

2021

Net earnings

$

3,069

$

5,378

$

9,935

$ 17,700

Other comprehensive income/(loss) adjustments, net of tax:

Currency translation

26

(20)

(5)

(36)

Debt valuation adjustment

673

67

2,601

165

Pension and postretirement liabilities

(2)

-

10

7

Available-for-sale securities

(615)

(114)

(2,410)

(658)

Other comprehensive income/(loss)

82

(67)

196

(522)

Comprehensive income

$

3,151

$

5,311

$

10,131

$ 17,178

The accompanying notes are an integral part of these consolidated financial statements.

  • Goldman Sachs September 2022 Form 10-Q

THE GOLDMAN SACHS GROUP, INC. AND SUBSIDIARIES

Consolidated Balance Sheets (Unaudited)

As of

September

December

$ in millions

2022

2021

Assets

Cash and cash equivalents

$

284,251

$

261,036

Collateralized agreements:

Securities purchased under agreements to resell (at fair value)

182,502

205,703

Securities borrowed (includes $42,506 and $39,955 at fair value)

196,968

178,771

Customer and other receivables (includes $25 and $42 at fair value)

165,421

160,673

Trading assets (at fair value and includes $77,130 and $68,208 pledged as collateral)

383,975

375,916

Investments (includes $77,580 and $83,427 at fair value, and $20,375 and $12,840 pledged as collateral)

126,963

88,719

Loans (net of allowance of $4,846 and $3,573, and includes $8,250 and $10,769 at fair value)

176,669

158,562

Other assets

39,245

34,608

Total assets

$

1,555,994

$

1,463,988

Liabilities and shareholders' equity

Deposits (includes $23,587 and $35,425 at fair value)

$

394,733

$

364,227

Collateralized financings:

Securities sold under agreements to repurchase (at fair value)

159,690

165,883

Securities loaned (includes $7,444 and $9,170 at fair value)

43,822

46,505

Other secured financings (includes $14,240 and $17,074 at fair value)

15,595

18,544

Customer and other payables

278,457

251,931

Trading liabilities (at fair value)

231,713

181,424

Unsecured short-term borrowings (includes $32,470 and $29,832 at fair value)

51,850

46,955

Unsecured long-term borrowings (includes $65,358 and $52,390 at fair value)

239,965

254,092

Other liabilities (includes $462 and $359 at fair value)

20,879

24,501

Total liabilities

1,436,704

1,354,062

Commitments, contingencies and guarantees

Shareholders' equity

Preferred stock; aggregate liquidation preference of $10,703 and $10,703

10,703

10,703

Common stock; 917,804,656 and 906,430,314 shares issued, and 339,103,013 and 333,573,254 shares outstanding

9

9

Share-based awards

5,479

4,211

Nonvoting common stock; no shares issued and outstanding

-

-

Additional paid-in capital

59,031

56,396

Retained earnings

139,067

131,811

Accumulated other comprehensive loss

(1,872)

(2,068)

Stock held in treasury, at cost; 578,701,645 and 572,857,062 shares

(93,127)

(91,136)

Total shareholders' equity

119,290

109,926

Total liabilities and shareholders' equity

$

1,555,994

$

1,463,988

The accompanying notes are an integral part of these consolidated financial statements.

Goldman Sachs September 2022 Form 10-Q

2

THE GOLDMAN SACHS GROUP, INC. AND SUBSIDIARIES

Consolidated Statements of Changes in Shareholders' Equity (Unaudited)

Three Months

Nine Months

Ended September

Ended September

$ in millions

2022

2021

2022

2021

Preferred stock

Beginning balance

$

10,703

$

9,203

$

10,703

$

11,203

Issued

-

750

-

1,425

Redeemed

-

-

-

(2,675)

Ending balance

10,703

9,953

10,703

9,953

Common stock

Beginning balance

9

9

9

9

Issued

-

-

-

-

Ending balance

9

9

9

9

Share-based awards

Beginning balance

5,245

3,759

4,211

3,468

Issuance and amortization of share-based awards

311

202

3,811

2,180

Delivery of common stock underlying share-based awards

(44)

(21)

(2,463)

(1,625)

Forfeiture of share-based awards

(33)

(44)

(80)

(127)

Ending balance

5,479

3,896

5,479

3,896

Additional paid-in capital

Beginning balance

58,993

56,390

56,396

55,679

Delivery of common stock underlying share-based awards

61

23

2,494

1,676

Cancellation of share-based awards in satisfaction of withholding tax requirements

(23)

(14)

(1,587)

(983)

Issuance costs of redeemed preferred stock

-

(1)

-

25

Issuance of common stock in connection with acquisition

-

-

1,730

-

Other

-

-

(2)

1

Ending balance

59,031

56,398

59,031

56,398

Retained earnings

Beginning balance

136,998

124,051

131,811

112,947

Net earnings

3,069

5,378

9,935

17,700

Accretion of redeemable noncontrolling interests

-

(4)

-

(69)

Dividends and dividend equivalents declared on common stock and share-based awards

(893)

(700)

(2,323)

(1,589)

Dividends declared on preferred stock

(107)

(94)

(356)

(317)

Preferred stock redemption premium

-

-

-

(41)

Ending balance

139,067

128,631

139,067

128,631

Accumulated other comprehensive income/(loss)

Beginning balance

(1,954)

(1,889)

(2,068)

(1,434)

Other comprehensive income/(loss)

82

(67)

196

(522)

Ending balance

(1,872)

(1,956)

(1,872)

(1,956)

Stock held in treasury, at cost

Beginning balance

(92,123)

(89,633)

(91,136)

(85,940)

Repurchased

(1,000)

(1,000)

(2,000)

(4,700)

Reissued

1

1

20

11

Other

(5)

(2)

(11)

(5)

Ending balance

(93,127)

(90,634)

(93,127)

(90,634)

Total shareholders' equity

$

119,290

$

106,297

$

119,290

$

106,297

The accompanying notes are an integral part of these consolidated financial statements.

  • Goldman Sachs September 2022 Form 10-Q

THE GOLDMAN SACHS GROUP, INC. AND SUBSIDIARIES

Consolidated Statements of Cash Flows (Unaudited)

Nine Months

Ended September

$ in millions

2022

2021

Cash flows from operating activities

Net earnings

$

9,935

$

17,700

Adjustments to reconcile net earnings to net cash provided by/(used for) operating activities

Depreciation and amortization

1,728

1,527

Share-based compensation

3,811

2,141

Provision for credit losses

1,743

13

Changes in operating assets and liabilities:

Customer and other receivables and payables, net

21,453

11,010

Collateralized transactions (excluding other secured financings), net

(3,872)

(88,832)

Trading assets

(39,764)

(1,815)

Trading liabilities

48,411

50,065

Loans held for sale, net

2,041

(1,780)

Other, net

(21,781)

(14,005)

Net cash provided by/(used for) operating activities

23,705

(23,976)

Cash flows from investing activities

Purchase of property, leasehold improvements and equipment

(2,994)

(3,548)

Proceeds from sales of property, leasehold improvements and equipment

1,272

3,111

Net cash used for business acquisitions

(2,113)

-

Purchase of investments

(52,989)

(31,998)

Proceeds from sales and paydowns of investments

8,080

40,127

Loans (excluding loans held for sale), net

(20,924)

(24,219)

Net cash used for investing activities

(69,668)

(16,527)

Cash flows from financing activities

Unsecured short-term borrowings, net

2,451

1,342

Other secured financings (short-term), net

(1,415)

(635)

Proceeds from issuance of other secured financings (long-term)

1,499

3,661

Repayment of other secured financings (long-term), including the current portion

(2,677)

(4,922)

Proceeds from issuance of unsecured long-term borrowings

69,620

68,798

Repayment of unsecured long-term borrowings, including the current portion

(35,328)

(38,370)

Derivative contracts with a financing element, net

1,749

477

Deposits, net

39,174

74,612

Preferred stock redemption

-

(2,675)

Common stock repurchased

(2,000)

(4,700)

Settlement of share-based awards in satisfaction of withholding tax requirements

(1,591)

(984)

Dividends and dividend equivalents paid on common stock, preferred stock and share-based awards

(2,669)

(1,903)

Proceeds from issuance of preferred stock, net of issuance costs

-

1,423

Other financing, net

365

367

Net cash provided by financing activities

69,178

96,491

Net increase in cash and cash equivalents

23,215

55,988

Cash and cash equivalents, beginning balance

261,036

155,842

Cash and cash equivalents, ending balance

$

284,251

$

211,830

Supplemental disclosures:

Cash payments for interest, net of capitalized interest

$

9,882

$

4,394

Cash payments for income taxes, net

$

3,046

$

4,769

See Notes 12 and 16 for information about non-cash activities.

The accompanying notes are an integral part of these consolidated financial statements.

Goldman Sachs September 2022 Form 10-Q

4

THE GOLDMAN SACHS GROUP, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements (Unaudited)

Note 1.

Description of Business

The Goldman Sachs Group, Inc. (Group Inc. or parent company), a Delaware corporation, together with its consolidated subsidiaries (collectively, the firm), is a leading global financial institution that delivers a broad range of financial services across investment banking, securities, investment management and consumer banking to a large and diversified client base that includes corporations, financial institutions, governments and individuals. Founded in 1869, the firm is headquartered in New York and maintains offices in all major financial centers around the world.

The firm reports its activities in four business segments:

Investment Banking

The firm provides a broad range of investment banking services to a diverse group of corporations, financial institutions, investment funds and governments. Services include strategic advisory assignments with respect to mergers and acquisitions, divestitures, corporate defense activities, restructurings and spin-offs, and equity and debt underwriting of public offerings and private placements. The firm also provides lending to corporate clients, including relationship lending, middle-market lending and acquisition financing. The firm also provides transaction banking services to certain corporate clients.

Global Markets

The firm facilitates client transactions and makes markets in fixed income, equity, currency and commodity products with institutional clients, such as corporations, financial institutions, investment funds and governments. The firm also makes markets in and clears institutional client transactions on major stock, options and futures exchanges worldwide and provides prime brokerage and other equities financing activities, including securities lending, margin lending and swaps. The firm also provides financing to clients through securities purchased under agreements to resell (resale agreements), and through structured credit, warehouse and asset-backed lending.

Asset Management

The firm manages assets and offers investment products (primarily through separately managed accounts and commingled vehicles, such as mutual funds and private investment funds) across all major asset classes to a diverse set of institutional clients and a network of third-party distributors around the world. The firm makes equity investments, which include alternative investing activities related to public and private equity investments in corporate, real estate and infrastructure assets, as well as investments through consolidated investment entities, substantially all of which are engaged in real estate investment activities. The firm also invests in corporate debt and provides financing for real estate and other assets.

Consumer & Wealth Management

The firm provides investing and wealth advisory solutions, including financial planning and counseling, executing brokerage transactions and managing assets for individuals in its wealth management business. The firm also provides loans, accepts deposits and provides investing services through its consumer banking digital platform, Marcus by Goldman Sachs, and through its private bank, as well as issues credit cards to consumers. The acquisition of GreenSky, Inc. (GreenSky) in March 2022 expanded the firm's offering of point-of-sale financing.

Note 2.

Basis of Presentation

These consolidated financial statements are prepared in accordance with accounting principles generally accepted in the United States (U.S. GAAP) and include the accounts of Group Inc. and all other entities in which the firm has a controlling financial interest. Intercompany transactions and balances have been eliminated.

These consolidated financial statements are unaudited and should be read in conjunction with the audited consolidated financial statements included in the firm's Annual Report on Form 10-K for the year ended December 31, 2021. References to "the 2021 Form 10-K" are to the firm's Annual Report on Form 10-K for the year ended December 31, 2021. Certain disclosures included in the annual financial statements have been condensed or omitted from these financial statements as they are not required for interim financial statements under U.S. GAAP and the rules of the SEC.

These unaudited consolidated financial statements reflect all adjustments that are, in the opinion of management, necessary for a fair statement of the results for the interim periods presented. These adjustments are of a normal, recurring nature. Interim period operating results may not be indicative of the operating results for a full year.

All references to September 2022, June 2022 and September 2021 refer to the firm's periods ended, or the dates, as the context requires, September 30, 2022, June 30, 2022 and September 30, 2021, respectively. All references to December 2021 refer to the date December 31, 2021. Any reference to a future year refers to a year ending on December 31 of that year. Certain reclassifications have been made to previously reported amounts to conform to the current presentation.

  • Goldman Sachs September 2022 Form 10-Q

THE GOLDMAN SACHS GROUP, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements (Unaudited)

Note 3.

Significant Accounting Policies

The firm's significant accounting policies include when and how to measure the fair value of assets and liabilities, measuring the allowance for credit losses on loans and lending commitments accounted for at amortized cost, and when to consolidate an entity. See Note 4 for policies on fair value measurements, Note 9 for policies on the allowance for credit losses, and below and Note 17 for policies on consolidation accounting. All other significant accounting policies are either described below or included in the following footnotes:

Fair Value Measurements

Note 4

Trading Assets and Liabilities

Note 5

Trading Cash Instruments

Note 6

Derivatives and Hedging Activities

Note 7

Investments

Note 8

Loans

Note 9

Fair Value Option

Note 10

Collateralized Agreements and Financings

Note 11

Other Assets

Note 12

Deposits

Note 13

Unsecured Borrowings

Note 14

Other Liabilities

Note 15

Securitization Activities

Note 16

Variable Interest Entities

Note 17

Commitments, Contingencies and Guarantees

Note 18

Shareholders' Equity

Note 19

Regulation and Capital Adequacy

Note 20

Earnings Per Common Share

Note 21

Transactions with Affiliated Funds

Note 22

Interest Income and Interest Expense

Note 23

Income Taxes

Note 24

Business Segments

Note 25

Credit Concentrations

Note 26

Legal Proceedings

Note 27

Consolidation

The firm consolidates entities in which the firm has a controlling financial interest. The firm determines whether it has a controlling financial interest in an entity by first evaluating whether the entity is a voting interest entity or a variable interest entity (VIE).

Voting Interest Entities. Voting interest entities are entities in which (i) the total equity investment at risk is sufficient to enable the entity to finance its activities independently and

  1. the equity holders have the power to direct the activities of the entity that most significantly impact its economic performance, the obligation to absorb the losses of the entity and the right to receive the residual returns of the entity. The usual condition for a controlling financial interest in a voting interest entity is ownership of a majority voting interest. If the firm has a controlling majority voting interest in a voting interest entity, the entity is consolidated.

Variable Interest Entities. A VIE is an entity that lacks one or more of the characteristics of a voting interest entity. The firm has a controlling financial interest in a VIE when the firm has a variable interest or interests that provide it with (i) the power to direct the activities of the VIE that most significantly impact the VIE's economic performance and (ii) the obligation to absorb losses of the VIE or the right to receive benefits from the VIE that could potentially be significant to the VIE. See Note 17 for further information about VIEs.

Equity-Method Investments. When the firm does not have a controlling financial interest in an entity but can exert significant influence over the entity's operating and financial policies, the investment is generally accounted for at fair value by electing the fair value option available under U.S. GAAP. Significant influence generally exists when the firm owns 20% to 50% of the entity's common stock or in- substance common stock.

In certain cases, the firm applies the equity method of accounting to new investments that are strategic in nature or closely related to the firm's principal business activities, when the firm has a significant degree of involvement in the cash flows or operations of the investee or when cost-benefit considerations are less significant. See Note 8 for further information about equity-method investments.

Goldman Sachs September 2022 Form 10-Q

6

THE GOLDMAN SACHS GROUP, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements (Unaudited)

Investment Funds. The firm has formed investment funds with third-party investors. These funds are typically organized as limited partnerships or limited liability companies for which the firm acts as general partner or manager. Generally, the firm does not hold a majority of the economic interests in these funds. These funds are usually voting interest entities and generally are not consolidated because third-party investors typically have rights to terminate the funds or to remove the firm as general partner or manager. Investments in these funds are generally measured at net asset value (NAV) and are included in investments. See Notes 8, 18 and 22 for further information about investments in funds.

Use of Estimates

Preparation of these consolidated financial statements requires management to make certain estimates and assumptions, the most important of which relate to fair value measurements, the allowance for credit losses on loans and lending commitments accounted for at amortized cost, discretionary compensation accruals, accounting for goodwill and identifiable intangible assets, provisions for losses that may arise from litigation and regulatory proceedings (including governmental investigations), and accounting for income taxes. These estimates and assumptions are based on the best available information, but actual results could be materially different.

Revenue Recognition

Financial Assets and Liabilities at Fair Value. Trading assets and liabilities and certain investments are carried at fair value either under the fair value option or in accordance with other U.S. GAAP. In addition, the firm has elected to account for certain of its loans and other financial assets and liabilities at fair value by electing the fair value option. The fair value of a financial instrument is the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Financial assets are marked to bid prices and financial liabilities are marked to offer prices. Fair value measurements do not include transaction costs. Fair value gains or losses are generally included in market making or other principal transactions. See Note 4 for further information about fair value measurements.

Revenue from Contracts with Clients. The firm recognizes revenue earned from contracts with clients for services, such as investment banking, investment management, and execution and clearing (contracts with clients), when the performance obligations related to the underlying transaction are completed.

Revenues from contracts with clients represent approximately 45% of total non-interest revenues for the three months ended September 2022 (including approximately 90% of investment banking revenues, approximately 95% of investment management revenues and all commissions and fees) and approximately 45% of total non-interest revenues for the nine months ended September 2022 (including approximately 85% of investment banking revenues, approximately 95% of investment management revenues and all commissions and fees), and approximately 50% of total non-interest revenues for the three months ended September 2021 and approximately 40% for the nine months ended September 2021 (in each case, reflecting approximately 90% of investment banking revenues, approximately 95% of investment management revenues and all commissions and fees). See Note 25 for information about net revenues by business segment.

Investment Banking

Advisory. Fees from financial advisory assignments are recognized in revenues when the services related to the underlying transaction are completed under the terms of the assignment. Non-refundable deposits and milestone payments in connection with financial advisory assignments are recognized in revenues upon completion of the underlying transaction or when the assignment is otherwise concluded.

Expenses associated with financial advisory assignments are recognized when incurred and are included in transaction based expenses. Client reimbursements for such expenses are included in investment banking revenues.

Underwriting. Fees from underwriting assignments are recognized in revenues upon completion of the underlying transaction based on the terms of the assignment.

Expenses associated with underwriting assignments are generally deferred until the related revenue is recognized or the assignment is otherwise concluded. Such expenses are included in transaction based expenses for completed assignments.

  • Goldman Sachs September 2022 Form 10-Q

THE GOLDMAN SACHS GROUP, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements (Unaudited)

Investment Management

The firm earns management fees and incentive fees for investment management services, which are included in investment management revenues. The firm makes payments to brokers and advisors related to the placement of the firm's investment funds (distribution fees), which are included in transaction based expenses.

Management Fees. Management fees for mutual funds are calculated as a percentage of daily net asset value and are received monthly. Management fees for hedge funds and separately managed accounts are calculated as a percentage of month-end net asset value and are generally received quarterly. Management fees for private equity funds are calculated as a percentage of monthly invested capital or committed capital and are received quarterly, semi-annually or annually, depending on the fund. Management fees are recognized over time in the period the services are provided.

Distribution fees paid by the firm are calculated based on either a percentage of the management fee, the investment fund's net asset value or the committed capital. Such fees are included in transaction based expenses.

Incentive Fees. Incentive fees are calculated as a percentage of a fund's or separately managed account's return, or excess return above a specified benchmark or other performance target. Incentive fees are generally based on investment performance over a twelve-month period or over the life of a fund. Fees that are based on performance over a twelvemonth period are subject to adjustment prior to the end of the measurement period. For fees that are based on investment performance over the life of the fund, future investment underperformance may require fees previously distributed to the firm to be returned to the fund.

Incentive fees earned from a fund or separately managed account are recognized when it is probable that a significant reversal of such fees will not occur, which is generally when such fees are no longer subject to fluctuations in the market value of investments held by the fund or separately managed account. Therefore, incentive fees recognized during the period may relate to performance obligations satisfied in previous periods.

Commissions and Fees

The firm earns commissions and fees from executing and clearing client transactions on stock, options and futures markets, as well as over-the-counter (OTC) transactions. Commissions and fees are recognized on the day the trade is executed. The firm also provides third-party research services to clients in connection with certain soft-dollar arrangements. Third-party research costs incurred by the firm in connection with such arrangements are presented net within commissions and fees.

Remaining Performance Obligations

Remaining performance obligations are services that the firm has committed to perform in the future in connection with its contracts with clients. The firm's remaining performance obligations are generally related to its financial advisory assignments and certain investment management activities. Revenues associated with remaining performance obligations relating to financial advisory assignments cannot be determined until the outcome of the transaction. For the firm's investment management activities, where fees are calculated based on the net asset value of the fund or separately managed account, future revenues associated with such remaining performance obligations cannot be determined as such fees are subject to fluctuations in the market value of investments held by the fund or separately managed account.

The firm is able to determine the future revenues associated with management fees calculated based on committed capital. As of September 2022, substantially all future net revenues associated with such remaining performance obligations will be recognized through 2029. Annual revenues associated with such performance obligations average less than $300 million through 2029.

Transfers of Financial Assets

Transfers of financial assets are accounted for as sales when the firm has relinquished control over the assets transferred. For transfers of financial assets accounted for as sales, any gains or losses are recognized in net revenues. Assets or liabilities that arise from the firm's continuing involvement with transferred financial assets are initially recognized at fair value. For transfers of financial assets that are not accounted for as sales, the assets are generally included in trading assets and the transfer is accounted for as a collateralized financing, with the related interest expense recognized over the life of the transaction. See Note 11 for further information about transfers of financial assets accounted for as collateralized financings and Note 16 for further information about transfers of financial assets accounted for as sales.

Goldman Sachs September 2022 Form 10-Q

8

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The Goldman Sachs Group Inc. published this content on 19 June 2024 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 19 June 2024 17:03:06 UTC.