Document/Exhibit Description Pages Size
1: 8-A12B The Goldman Sachs Group, Inc. 3 13K
2: EX-99.5 Stockholder Protection Rights Agreement 85 197K
3: EX-99.6 Indenture 71 306K
4: EX-99.7 Goldman Sachs Group, Inc. Exchangeable Note 32 96K
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
THE GOLDMAN SACHS GROUP, INC.
(Exact name of registrant as specified in its charter)
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DELAWARE 13-4019460
(State of incorporation or organization) (I.R.S. Employer Identification No.)
85 BROAD STREET, NEW YORK, NEW YORK 10004
(Address of Principal Executive Offices)
(Zip Code)
If this form relates to the registration of a class of securities pursuant to
Section 12(b) of the Exchange Act and is effective pursuant to General
Instruction A.(c), check the following box. /X/
If this form relates to the registration of a class of securities pursuant to
Section 12(g) of the Exchange Act and is effective pursuant to General
Instruction A.(d), check the following box. / /
Securities Act registration statement file number to which this form relates:
333-75321 (If applicable)
Securities to be registered pursuant to Section 12(b) of the Act:
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Title of each class Name of each exchange on which
to be so registered each class is to be registered
2.00% EXCHANGEABLE NOTE DUE 2006 NEW YORK STOCK EXCHANGE, INC.
(EXCHANGEABLE FOR COMMON STOCK OF
WELLS FARGO & COMPANY)
Securities to be registered pursuant to Section 12(g) of the Act:
NONE
ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
The material set forth in (i) the section captioned "Description
of Notes We May Offer" in the registrant's registration statement on Form S-1
(No. 333-75321) and (ii) the section "Specific Terms of Your Note" in the
Prospectus Supplement No. 5, dated June 24, 1999 to the registrant's Prospectus,
dated May 18, 1999, are each incorporated herein by reference.
ITEM 2. EXHIBITS.
1. Certificate of Incorporation of The Goldman Sachs Group, Inc.,
incorporated herein by reference to Exhibit 3.1 to the
registrant's registration statement on Form S-1 (No. 333-74449).
2. Amended and Restated Certificate of Incorporation of The Goldman
Sachs Group, Inc., incorporated herein by reference to Exhibit 3.1
to the registrant's registration statement on Form S-1 (No.
333-75213).
3. Amended and Restated By-Laws of The Goldman Sachs Group, Inc.,
incorporated herein by reference to Exhibit 3.2 to the
registrant's registration statement on Form S-1 (No. 333-75213).
4. Specimen of certificate representing The Goldman Sachs Group,
Inc.'s common stock, par value $0.01 per share, incorporated
herein by reference to Exhibit 4.1 to the registrant's
registration statement on Form S-1 (No. 333-74449).
5. Stockholder Protection Rights Agreement, dated as of April 5,
1999, between The Goldman Sachs Group, Inc. and ChaseMellon
Shareholder Services, L.L.C., as Rights Agent.
6. Indenture, dated as of May 19, 1999, between The Goldman Sachs
Group, Inc. and The Bank of New York, as trustee.
7. Form of The Goldman Sachs Group, Inc.'s 2.00% Exchangeable Note
due 2006 (Exchangeable for Common Stock of Wells Fargo & Company).
SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange Act of
1934, the registrant has duly caused this registration statement to be signed on
its behalf by the undersigned, thereto duly authorized.
Date: June 29, 1999 THE GOLDMAN SACHS GROUP, INC.
By: /s/ Dan H. Jester
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Name: Dan H. Jester
Title: Vice President and Treasurer
Dates Referenced Herein and Documents Incorporated by Reference
10 Subsequent Filings that Reference this Filing
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