Form of Signature Card for Equity Awards



 Exhibit 10.44 
 The Goldman Sachs Group, Inc. 
 SIGNATURE CARD
FOR          YEAR-END AWARDS AND THE BNY MELLON CUSTODY ACCOUNT

 AND CONSENT TO RECEIVE ELECTRONIC
DELIVERY 
 IMPORTANT: PLEASE REVIEW, EXECUTE AND RETURN THIS FORM TO: EQUITY COMPENSATION 

(DIVISION OF HCM), 30 HUDSON STREET, 34TH FLOOR, JERSEY CITY, NJ 07302. 

YOU MUST PROPERLY EXECUTE THIS FORM TO ACKNOWLEDGE ACCEPTANCE OF THE TERMS AND 

CONDITIONS OF YOUR AWARD(S) AND RELATED MATTERS. 

 


 1. I have received and agree to be bound by The Goldman Sachs Amended and Restated Stock Incentive Plan
(the “SIP”) and the Award Agreement(s) applicable to me in connection with the         Year-End Award(s) (the “Award(s)”) that I have been granted by the Firm (as defined in the
SIP). I confirm that I have accepted the Award(s) subject to the terms and conditions contained in the SIP and the Award Agreement(s), including, but not limited to, the requirement that disputes relating to the Award(s) and the Award Agreement(s)
be decided through arbitration in New York City and be governed by New York law. 
 As a condition of this grant, I understand that the Award(s)
(as well as any other award that the Firm may grant to me under the SIP) is/are subject to other governing law provisions (as outlined in this signature card (the “Signature Card”), in the current or otherwise then current Award Summary
(as defined below) or otherwise as may be required under applicable law) and, as a condition to receiving such awards, I agree to be bound thereby. I also understand that the Firm may grant to me other awards under the SIP that also may contain
(among other terms and conditions) arbitration and other governing law provisions and, as a condition to receiving such awards, I agree to be bound thereby. As a condition of this grant, I agree to provide upon request an appropriate certification
regarding my U.S. tax status on Form W-8BEN, Form W-9, or other appropriate form, and I understand that failure to supply a required form may result in the imposition of backup withholding on certain payments I receive pursuant to this grant.

 I understand and acknowledge that I am agreeing to arbitrate all claims, in accordance with the arbitration procedure set forth in the Award
Agreement(s). The Award Agreement(s) does not include an agreement to arbitrate claims on a collective or class basis. It is explicitly agreed that, to the fullest extent permitted by applicable law, no arbitrator shall have the authority to
consider class or collective claims, to order consolidation or to join different claimants or grant relief other than on an individual basis to the individual claimant involved. 
 I irrevocably grant full power and authority to The Goldman Sachs Group, Inc. (“GS Inc.”) to register in its name, or that of any designee, any and all Restricted Shares (as defined in the
applicable Award Agreement), Shares at Risk (as defined in the applicable Award Agreement) or other shares of GS Inc. common stock that have been or may be delivered to me subject to transfer restrictions or forfeiture provisions, and I irrevocably
authorize GS Inc., or its designee, to sell, assign or transfer such shares to GS Inc. or such other persons as it may determine in the event of a forfeiture of such shares pursuant to any agreement with GS Inc. 

Further, as a condition of this grant, if I am a person who has worked in the United Kingdom at any time during the earnings period relating to
any award under the SIP, as determined by the Firm, when requested and as directed by the Firm, I will agree to a Joint Election under s431 ITEPA 2003 of the laws of the United Kingdom for full or partial disapplication of Chapter 2 Income Tax
(Earnings and Pension) Act 2003 under the laws of the United Kingdom and will sign and return such election in respect of all future deliveries of shares underlying the Award(s) and any previous grants made to me under the SIP and understand that
the Firm intends to meet its delivery obligations in shares with respect to my Award(s), except as may be prohibited by law or described in the accompanying Award Agreement(s) or supplementary materials. 

If I have worked in Switzerland at any time during the earnings period relating to the Award(s) granted to me as determined by the Firm,
(i) I acknowledge that my Award(s) are subject to tax in accordance with the rulings and method of calculation of taxable values to be agreed by the Firm with the Federal and/or Zurich/Geneva cantonal/communal tax authorities or as otherwise
directed by the Firm, and (ii) I hereby agree to be bound by any rulings agreed by the Firm in respect of any Award(s), which is expected to result in taxation at the time of delivery of shares (or cash or other property in lieu thereof), and
(iii) I undertake to declare and make a full and accurate income tax declaration in respect of my Award(s) in accordance with the above ruling or as directed by the Firm. 
 I understand and acknowledge that any transfer provisions (including, where applicable, escrow and other similar provisions, but specifically excluding any transfer restrictions imposed on any Award(s) in
the Award Agreement(s) or the SIP) in the SIP or related documents will not apply to me (i) to the extent that the applicability of those provisions would affect the availability of relevant exemptions or tax favorable treatment, or
(ii) otherwise in circumstances determined by the Firm in its sole discretion. 
 2. I have read and understand the
Firm’s “Notice Periods for Recipients of Year-End Equity-Based Awards” policy (the “Notice Policy”) available through the HR Workways® link on
GSWeb or as otherwise provided to me, pursuant to which I am required to provide certain specified advance notice of my intent to



 
leave employment with the Firm. By executing this form, I am agreeing to be bound by the Notice Policy as in effect from time to time and, where applicable, am agreeing to a permanent change in
the terms and conditions of my employment. I agree to this change in consideration of my continued employment with the Firm and the Firm’s offer of the Award(s). I understand that the Notice Policy requires me, among other things, to provide my
employing entity with advance written notice of my intention to leave employment with the Firm as follows: 
  

	 	•	 	 In the Americas: 60 days in advance of my termination date; 



 

	 	•	 	 In Europe, the Middle East, Africa and India: 90 days in advance of my termination date; and 



 

	 	•	 	 In Japan and Asia Ex-Japan (including Australia and New Zealand and excluding India): 90 days in advance of my termination date if I am a Vice
President or an Executive Director; 60 days in advance of my termination date in all other cases. 


 If, under local law or my
contract of employment (for example, a Managing Director Agreement), I have a notice requirement that is longer than those specified above, I understand that the longer notice period will apply. I also understand that if my employment is subject to
a probation period, the Notice Policy applies only if notice of termination is given after the probation period has ended. 
 I understand that
if I fail to comply in any respect with the Notice Policy, I will have failed to meet an obligation I have under an agreement with the Firm, as a result of which the Firm may have certain legal and equitable rights and remedies, including, without
limitation, forfeiture of the Award(s) and any other awards granted to me under the SIP. The Firm may forfeit such Award(s) for violation of the Notice Policy irrespective of whether this agreement constitutes a legally recognized permanent change
to my terms and conditions of employment, and irrespective of whether applicable law permits me to make a payment in lieu of notice. In addition, the Firm may seek an order or injunction from a court or arbitration panel to stop a breach and may
also seek other permissible remedies. The Firm may hold me personally liable for any damages it suffers as a result of the breach. 
 This
agreement concerning my notice period is being made for and on behalf of my Goldman Sachs employing entity, and implementation of the Notice Policy does not create an employment relationship between me and GS Inc. 

3. I have read and understand the Firm’s hedging and pledging policies (including, without limitation, the Firm’s “Policies With Respect
to Transactions Involving GS Shares, Equity Awards and GS Options by Persons Affiliated with GS Inc.”), and agree to be bound by them (with respect to the Award(s) and any prior awards under the SIP), both during and following my employment
with the Firm. 
 4. If a custody account is required, I request that The Bank of New
York Mellon (“BNY Mellon”) (successor in interest to Mellon Bank, N.A.) open a custody account for me as described in the enclosed Custody Agreement among BNY Mellon (as successor in interest to
Mellon Bank, N.A.), GS Inc., and myself. I have received and agree to be bound by the Custody Agreement (or any other such custody agreement previously entered into by me or on my behalf), including the applicable restrictions on
transfers, pledges and withdrawals of shares of the common stock of GS Inc. (“Shares”), the provisions permitting the Firm to monitor my custody account, and the limitations on the liability of BNY Mellon and the Firm. I also
agree to open an account with any other custodian or broker selected by the Firm, if the Firm, in its sole discretion, requires me to open an account with such custodian or broker as a condition to delivery of Shares (or cash or other property)
underlying the Award(s). 
 5. If the Firm advanced or loaned me funds to pay certain taxes (including income taxes and Social Security, or
similar contributions) in connection with the Award(s) (or does so in the future), and if I have not signed a separate loan agreement governing repayment, I authorize the Firm to withhold from my compensation any amounts required to reimburse it for
any such advance or loan to the extent permitted by applicable law. 
 I understand and agree that, if I leave the Firm, I am required
immediately to repay any outstanding amount. I further understand and agree that the Firm has the right to offset, to the extent permitted by the Award Agreement and applicable law (including Section 409A of the U.S. Internal Revenue Code of
1986, as amended, which limits the Firm’s ability to offset in the case of United States taxpayers under certain circumstances), any outstanding amounts that I then owe the Firm against its delivery obligations under the Award(s) or against any
other amounts the Firm then owes me. I understand that the delivery of Shares 

 









 
pursuant to the Award(s) is conditioned on my satisfaction of any applicable taxes or social security contributions (collectively referred to as “tax” or “taxes” for purposes
of the SIP and all related documents) in accordance with the SIP. To the extent permitted by applicable law, the Firm, in its sole discretion, may require me to provide amounts equal to all or a portion of any Federal, State, local, foreign or other
tax obligations imposed on me or the Firm in connection with the grant, vesting or delivery of the Award(s) by requiring me to choose between remitting such amount (i) in cash (or through payroll deduction or otherwise), (ii) in the form
of proceeds from the Firm’s executing a sale of Shares delivered to me pursuant to the Award(s) or (iii) as otherwise permitted in the Award Agreement(s). However, in no event shall any such choice or the choice specified in paragraph 6,
below, determine, or give me any discretion to affect, the timing of the delivery of Shares or payment of tax obligations. 
 6. If I am an
individual with separate employment contracts (at any time during and/or after the Firm’s         fiscal year), I acknowledge and agree that the Firm may, in its sole discretion, require (to the
extent permitted by applicable law) that I provide for a reserve in an amount the Firm determines is advisable or necessary in connection with any actual, anticipated or potential tax consequences related to my separate employment contracts by
requiring me to choose between remitting such amount (i) in cash (or through payroll deductions or otherwise) or (ii) in the form of proceeds from the Firm’s executing a sale of Shares delivered to me pursuant to the Award(s) (or any
other of my awards outstanding under the SIP). 
 7. In connection with any Award Agreement or other interest I may receive in the SIP or any
Shares that I may receive in connection with the Award(s) or any award I have previously received or may receive, or in connection with any amendment or variation thereof or any documents listed in paragraph 8, I hereby consent to (a) the
acceptance by me of the Award(s) electronically, (b) the giving of instructions in electronic form whether by me or the Firm, and (c) the receipt in electronic form at my email address maintained at Goldman Sachs or via Goldman Sachs’
intranet site (or, if I am no longer employed by the Firm, at such other email address as I may specify, or via such other electronic means as the Firm and I may agree) all notices and information that the Firm is required by law to send to me in
connection therewith including, without limitation, any document (or part thereof) constituting part of a prospectus covering securities that have been registered under the U.S. Securities Act of 1933, the information contained in any such document
and any information required to be delivered to me under Rule 428 of the U.S. Securities Act of 1933, including, for example, the annual report to security holders or the annual report on Form 10-K of GS Inc. for its latest fiscal year, and that all
prior elections that I may have made relating to the delivery of any such document in physical form are hereby revoked and superseded. I agree to check Goldman Sachs’ intranet site (or, if I am no longer employed by the Firm, such other
electronic site as the Firm and I may agree) periodically as I deem appropriate for any new notices or information concerning the SIP. I understand that I am not required to consent to the receipt of such documents in electronic form in order to
receive the Award(s) and that I may decline to receive such documents in electronic form by contacting Equity Compensation (division of HCM), 30 Hudson Street, 34th Floor, Jersey City, NJ 07302, telephone (212) 357-1444, which will provide me
with hard copies of such documents upon request. I also understand that this consent is voluntary and may be revoked at any time on three business days’ written notice. 
 8. I hereby acknowledge that I have received in electronic form in accordance with my consent in paragraph 7 the following documents: 

 

	 	•	 	 The Goldman Sachs Amended and Restated Stock Incentive Plan; 



 

	 	•	 	 Summary of The Goldman Sachs Amended and Restated Stock Incentive Plan; 



 

	 	•	 	 Custody Agreement with BNY Mellon; 


  

	 	•	 	 The          Annual Report for The Goldman Sachs Group, Inc.; 



 

	 	•	 	 The annual report on Form 10-K for The Goldman Sachs Group, Inc. for the fiscal year ended December 31,
        ; 


  

	 	•	 	 The Award Agreement(s); and 


  

	 	•	 	 Summaries of the Award(s) (“Award Summary”). 


 9. I expressly authorize any appropriate representative of the Firm to make any notifications, filings or remittances of funds that may be required in connection with the SIP or otherwise on my behalf.
Further, if I am an employee who is resident in South Africa at a relevant time, by accepting my Award(s), I expressly authorize any appropriate representative of the Firm to make any required notification on my behalf to the Reserve Bank of South
Africa (or its authorized dealer) in relation to my participation in the SIP and to any acquisition of Shares for no consideration under the SIP or other similar filing that may otherwise be required in South Africa. I acknowledge that any such
authorization is effective from the date of acceptance of my Award(s) until such time as I expressly revoke the authorization by written notice to any appropriate representative of the Firm. I understand that this authorization does not create any
obligation on the Firm to deal with any such notifications, filings or remittances of funds that I may be required to make in connection with the SIP and I accept full responsibility in this regard. 

10. The granting of the Award(s), the delivery of the underlying Shares (or cash or other property) and any subsequent dividends or dividend equivalent
payments, and the receipt of any proceeds in connection with the Award(s) may result in legal or regulatory requirements in some jurisdictions. I understand and



 
agree that it is my responsibility to ensure that I comply with any legal or regulatory requirements in respect of the Award(s). 
 11. I confirm that I have filed all tax returns that I am required to file and paid all taxes I am required to pay with respect to awards previously granted to me by the Firm, and I agree, with respect to
both the Award(s) as well as awards previously granted to me by the Firm, to file all tax returns I am required to file and to pay all taxes I am required to pay. 
 Consent to Data Collection, Processing and Transfers: 
 I understand and agree that in
connection with the SIP and any other Firm benefit plan (the “Programs”), to the extent permitted under the laws of the applicable jurisdiction, the Firm may collect and process various data that is personal to me, including my name,
address, work location, hire date, Social Security or Social Insurance or taxpayer identification number (required for tax purposes), type and amount of SIP or other benefit plan award, citizenship or residency (required for tax purposes) and other
similar information reasonably necessary for the administration of such Programs (collectively referred to as “Information”) and provide such Information to its affiliates and BNY Mellon (and its affiliates) or any other service provider,
whether in the United States or elsewhere, as is reasonably necessary for the administration of the Programs and under the laws of these jurisdictions. I understand that, in certain circumstances, foreign courts, law enforcement agencies or
regulatory agencies may be entitled to access the Information. I understand that, unless I explicitly authorize otherwise, the Firm, its affiliates and its service providers (through their respective employees in charge of the relevant electronic
and manual processing) will use this Information only for purposes of administering the Programs. I understand that, in the United States and in other countries to which such Information may be transferred for the administration of the Programs, the
level of data protection is not equivalent to data protection standards in the member states of the European Union, Canada or certain Canadian provinces or my home country. I understand that, upon request, to Equity Compensation (division of HCM),
30 Hudson Street, 34th Floor, Jersey City, NJ 07302, telephone (212) 357-1444, to the extent required under the laws of the applicable jurisdiction, I may have access to and obtain communication of the Information and may exercise any of my
rights in respect of such Information, including objecting to the processing of the Information and requesting that the Information be corrected (if wrong), completed or clarified (if incomplete or equivocal), or erased (if cannot legally be
collected or kept). Upon request, to the extent required under the laws of the applicable jurisdiction, Equity Compensation (division of HCM) will also provide me, free of charge, with a list of all the service providers used in connection with the
Programs at the time of request. I understand that, if I refuse to authorize the use and transfer of the Information consistent with the above, I may not benefit from the Programs. I authorize the use and transfer of the Information consistent with
the above for the period of administration of the Programs. In particular, I authorize (within the limits described above): (i) the data processing by the Firm (which means GS Inc. and its subsidiaries and affiliates); (ii) the data
processing by BNY Mellon and its affiliates; (iii) the data processing by the Firm’s other service providers; and (iv) the data transfer to the United States and other countries. A list of the Firm’s international offices and
countries to which data that is personal to me can be transferred is set forth at http://www2.goldmansachs.com/who-we-are/locations/index.html. I further acknowledge that the Information may be retained by the aforementioned persons beyond
the period of administration of the Programs to the extent permitted under the laws of the applicable jurisdiction and I so authorize. 

Other Legal Notices: 
 FOR ARGENTINA
EMPLOYEES ONLY 
 This is a private offer. It is not subject to the supervision of the Comision Nacional de Valores (CNV) or any other
governmental authority in Argentina. 
 FOR AUSTRALIA EMPLOYEES ONLY 
 GS Inc. undertakes that it will, at any time until the Delivery Date, within a reasonable period of you so requesting, provide you with a copy of the rules of the SIP and/or the Australian dollar
equivalent of the market price of GS Inc.’s shares. This information may be obtained by sending a written request to Head of Securities Compliance – Goldman Sachs Australia Pty Ltd. 
 Any advice given by GS Inc. in connection with the SIP is general advice only. Nothing in the documentation is to be taken to constitute a recommendation or statement of opinion that is intended to
influence a person or persons in making a decision to acquire any restricted stock units and you should consider obtaining your own financial product and/or legal advice from an independent person. The documentation does not take into account the
objectives, financial situation or needs of any particular person. Before acting on the information contained in the documentation, or making a decision to participate, you should seek professional


 


  

	

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advice as to whether participation is appropriate in light of your personal circumstances. 
 Throughout the period in which you hold a Dividend Equivalent Right you may obtain copies of all information filed by GS Inc. with the U.S. Securities and Exchange Commission (“SEC”) which is
accessible by GS Inc.’s shareholders and the general public (“shareholder information”) by going to the SEC’s website (www.sec.gov) or to the GS Inc. website, www.gs.com, and going to:
http://www2.goldmansachs.com/our-firm/investors/financials/index.html. In addition, copies of any or all of these documents may be obtained free of charge by sending a written request to the Head of Securities Compliance – Goldman
Sachs Australia Pty Ltd. You should be aware that shareholder information can affect the value of your Dividend Equivalent Rights from time to time. 
 FOR BRAZIL EMPLOYEES ONLY 
 Please note that the offer of an award under the SIP does not
constitute a public offer in Brazil, and therefore it is not subject to registration with the Brazilian authorities. 
 According to Brazilian
regulations, individuals resident in Brazil must inform the Central Bank of Brazil yearly the amounts of any nature, the assets and rights (including cash and other deposits) held outside of the Brazilian territory. Please consult your own legal
counsel on the terms and conditions for presentation of such information. 
 By accepting the Award(s), you acknowledge that the Firm has
provided you with Portuguese translations of the Award Summary, Award Agreement and Signature Card, but that the original English versions of these documents control. (Ao aceitar esta outorga, Você reconhece que a Empresa Ihe disponibilizou a
versão em português do Award Summary, do Award Agreement e do Signature Card; porém a versão original em inglês desses documentos prevalecerá.) 
 FOR CANADA EMPLOYEES IN QUEBEC ONLY 
 By accepting the Award(s), you acknowledge and agree
that you and the Firm expressly wish that all documents related to the Award(s) (including, without limitation, the SIP, this Signature Card, the Award Agreement and the Award Summary) be in English only. 

En acceptant le ou les octrois, vous reconnaissez et acceptez que les parties souhaitent expressément que tous les documents se rapportant
à l’octroi ou aux octrois (incluant, sans limité la généralité de ce qui précède, le document du régime, cette carte de signature, la convention d’octroi et le sommaire d’octroi)
soient en anglais seulement. 
 FOR THE PEOPLE’S REPUBLIC OF CHINA EMPLOYEES ONLY 

All documentation in relation to the Award(s) is intended for your personal use and in your capacity as an employee of the Firm (and/or its affiliate) and
is being given to you solely for the purpose of providing you with information concerning the Award(s) which the Firm may grant to you as an employee of the Firm (and/or its affiliate) in accordance with the terms of the SIP, this documentation and
the applicable Award Agreement(s). The grant of the Award(s) has not been and will not be registered with the China Securities Regulatory Commission of the People’s Republic of China pursuant to relevant securities laws and regulations, and the
Award(s) may not be offered or sold within the mainland of the People’s Republic of China by means of any of the documentation in relation to the Award(s) through a public offering or in circumstances which require a registration or approval of
the China Securities Regulatory Commission of the People’s Republic of China in accordance with the relevant securities laws and regulations. 
 FOR FRANCE EMPLOYEES ONLY 
 Disclaimer: The current Award(s) is not covered by any
prospectus which is the subject of the AMF’s approval. Grantees can only receive this award for their own account (“compte propre”) in the conditions laid down by articles D. 411-1, D. 411-2, D.411-3, D.411-4, D. 744-1, D. 754-1 and
D. 764-1 of the French Monetary and Financial Code. Any direct or indirect dissemination into the public of the financial instruments acquired can only take place within the conditions of articles L. 411-1, L. 411-2, L. 412-1 and L. 621-8 -to L.
621-8-3 of the French Monetary and Financial Code. 
 By accepting the Award(s), you acknowledge that the Firm has provided you with French
translations of the Award Summary, Award Agreement and Signature Card, but that the original English versions of these documents control. 
 The
provisions of the Award Agreement will apply only in respect of the year to which the Award Agreement relates and will not in any circumstances create any right or entitlement to you for any future fiscal years. 

Avertissement: La présente attribution ne donne pas lieu à un prospectus soumis au visa de l’Autorité des marchés
financiers. Les personnes qui y participent ne peuvent le faire que pour compte propre dans les conditions fixées



 
par les articles D. 411-1, D. 411-2, D.411-3, D.411-4, D. 744-1, D. 754-1 et D. 764-1 du Code monetaire et financier. La diffusion, directe ou indirecte, dans le public des instruments financiers
ainsi acquis, ne peut être réalisée que dans les conditions prévues aux articles L. 411-1, L. 411-2 L. 412-1 et L. 621-8 à L. 621-8-3 du Code monétaire et financier. 

En acceptant cet octroi, vous reconnaissez que la Société vous a transmis une version français de l’Award Summary
(Résumé de l’Octroi), l’Award Agreement (Contrat d’Octroi) et de la Signature Card (Carte de Signature), mais que seule la version originale en langue anglaise fait foi. 

Les dispositions de l’Accord de prime s’appliquent uniquement à l’année concernée par l’Accord de prime et ne
créent en aucune circonstance tous droits ou habilitations s’agissant des années fiscales à venir. 
 FOR GERMANY
EMPLOYEES ONLY 
 The Award(s) are offered to you by GS Inc. in accordance with the terms of the SIP which are summarized in the Award
Summary. More information about GS Inc. is available on www.gs.com. You are being offered the Award(s) under the SIP in order to provide an additional incentive and to encourage employee share ownership and so increase your interest in the
Firm’s success. Please refer to the section entitled Shares Available for Awards in the SIP for information on the maximum number of GS Inc. shares that can be offered under the SIP. The obligation to publish a prospectus under the
Prospectus Directive does not apply to the offer because of Article 4(1)(e) of that directive. This document is not a prospectus within the meaning of that directive. 
 Die Prämien werden Ihnen von der GS Inc. gemäß den in der Prämienübersicht aufgeführten Bestimmungen des Erwerbsplans angeboten. Weitere Informationen über GS Inc.
finden Sie unter www.gs.com. Die Prämien werden Ihnen im Rahmen des Erwerbsplans angeboten, um einen zusätzlichen Anreiz darzustellen und Sie als Mitarbeiter zum Erwerb von Aktien zu ermutigen, um so Ihren Anteil am Erfolg des
Unternehmens zu vergrößern. Informationen zur Anzahl der im Rahmen des Plans angebotenen GS Inc.-Aktien entnehmen Sie bitte dem Abschnitt als Prämien erhältliche Aktien im Erwerbsplan. Die Verpflichtung zur Veröffentlichung
eines Emissionsprospekts gemäß der europäischen Prospektrichtlinie trifft auf Grund von Artikel 4(1)(e) dieser Richtlinie nicht auf dieses Angebot zu. Dieses Dokument ist kein Prospekt im Sinne dieser Richtlinie. 

FOR HONG KONG EMPLOYEES ONLY 
 WARNING:

 The contents of this document have not been reviewed by any regulatory authority in Hong Kong. You are advised to exercise caution in relation
to the offer. If you are in doubt about any of the contents of this document, you should obtain independent professional advice. 
 By accepting
the Award(s), you acknowledge and accept that you will not be permitted to transfer awards to persons who fall outside the definition of ‘qualifying persons’ in the Companies Ordinance (i.e., a person who is not a current or former
director, employee, officer, consultant of the Firm or a person other than the offeree’s wife, husband, widow, widower, child or step-child under the age of 18 years, or as otherwise defined), even if otherwise permitted under the SIP or any of
the related documents. 
 FOR INDIA EMPLOYEES ONLY 
 This website does not invite offers from the public for subscription or purchase of the securities of any body corporate under any law for the time being in force in India. The website is not a prospectus
under the applicable laws for the time being in force in India. GS Inc. does not intend to market, promote, invite offers for subscription or purchase of the securities of any body corporate by this website. The information provided on this website
is for the record only. Any person who subscribes or purchases securities of any body corporate should consult his own investment advisers before making any investments. GS Inc. shall not be liable or responsible for any such investment decision
made by any person. 
 FOR INDONESIA EMPLOYEES ONLY 
 By accepting the Award(s), you acknowledge that the Firm has provided you with Bahasa Indonesia translations of the Award Summary, Award Agreement and Signature Card, but that the original English
versions of these documents control. 
 Dengan menerima Putusan, Anda menyatakan bahwa Perusahaan telah memberikan Anda terjemahan Bahasa
Indonesia dari Ikhtisar Putusan, Perjanjian Putusan dan Perjanjian dengan Tanda Tangan, tapi versi asli dalam Bahasa Inggris dari dokumen-dokumen ini tetap mengendalikan.


 


  

	

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 FOR ITALY EMPLOYEES ONLY 
 No person resident or located in Italy other than the original recipients of this document and any other document related to the Award(s) may rely on such documents or their content. The offer of the
Award(s) under the SIP (and the delivery of underlying shares) is exempted from prospectus requirements under Italian securities legislation. 

Under Italian regulations, taxpayers must report in their annual tax returns any foreign financial assets in excess of EUR 10,000. Please consult your
own advisors regarding the terms and conditions of this reporting obligation. 
 FOR MONACO EMPLOYEES ONLY 

By accepting your Award(s), you expressly renounce the jurisdiction of Monaco (and, if applicable, France and notably the application of articles 14 and
15 of the French Civil Code) in connection with any dispute relating to your Award(s). 
 FOR NEW ZEALAND EMPLOYEES ONLY 

The Financial Markets Authority in New Zealand has issued the Securities Act (Overseas Employee Share Purchase Schemes) Exemption Notice 2002 (Notice),
which sets out the way in which GS Inc. can offer you securities under the SIP. In accordance with the requirements of the Notice, the following information has been made available to you: 

 

	1.	GS Inc.’s most recent annual report on 

 http://www2.goldmansachs.com/our-firm/investors/financials/index.html. 
  

	2.	The SIP documentation (which constitutes the current rules of the employee share purchase scheme for the purposes of the Notice) on
https://hcm.web.gs.com/newaward. 

  

	3.	A copy of the Award Agreement on https://hcm.web.gs.com/newaward. 

  

	4.	GS Inc.’s most recent published financial statements on http://www2.goldmansachs.com/our-firm/investors/financials/index.html. 


You may request copies of the documents listed above free of charge from Head of Securities Compliance – Goldman Sachs Australia Pty Ltd.

 FOR POLAND EMPLOYEES ONLY 

The Award(s) are offered to you by GS Inc. in accordance with the terms of the SIP which are summarized in the Award Summary. More information about GS
Inc. is available on www.gs.com. You are being offered Award(s) under the SIP in order to provide an additional incentive and to encourage employee share ownership and so increase your interest in the Firm’s success. Please refer to the
section entitled Shares Available for Awards in the SIP for information on the maximum number of GS Inc. shares that can be offered under the SIP. The obligation to publish a prospectus under the Prospectus Directive does not apply to the
offer because of Article 4(1)(b) of that directive. 
 The Goldman Sachs Group, Inc. („GS Inc.”) przyznaje Państwu Premię
(premie) zgodnie z warunkami Motywacyjnego Programu Akcji Pracowniczych opisanymi w Ogólnych Warunkach Przyznania Premii. Więcej informacji na temat GS Inc. można uzyskać na stronie www.gs.com. Oferowana Państwu na
podstawie Motywacyjnego Programu Akcji Pracowniczych Premia ma stanowić



 
dodatkową motywację i rozwijać akcjonariat pracowniczy a w konsekwencji zwiększyć Państwa zaangażowanie w sukces Firmy. Prosimy zapoznać się z
działem zatytułowanym Akcje dostępne w ramach Premii w Motywacyjnym Programie Akcji Pracowniczych, w celu uzyskania informacji na temat maksymalnej liczby akcji GS Inc. oferowanych na podstawie Motywacyjnego Programu Akcji
Pracowniczych. Obowiązek publikowania prospektu wynikający z Dyrektywy w Sprawie Prospektu Emisyjnego nie ma zastosowania do niniejszej oferty, ze względu na brzmienie art. 4 ust. 1 lit. b wskazanej powyżej dyrektywy. 

FOR RUSSIA EMPLOYEES ONLY 
 None of the
information contained in the documents referred to in paragraph 8 of this Signature Card or in this Signature Card constitutes an advertisement of the Award(s) in Russia and must not be passed on to third parties or otherwise be made publicly
available in Russia. The Award(s) have not been and will not be registered in Russia and are not intended for “placement” or “public circulation” in Russia. 
 FOR SAUDI ARABIA EMPLOYEES ONLY 
 The Award(s) are offered to you on
behalf of Goldman Sachs Saudi Arabia, Commercial Registration Number 1010256672, 25th Floor, Kingdom Tower, Post Office Box 52969, Riyadh 11573, Saudi Arabia. The SIP
documents may not be distributed in the Kingdom except to such persons as are permitted under the Offers of Securities Regulations issued by the Capital Market Authority. The Capital Market Authority does not make any representation as to the
accuracy or completeness of the SIP documents, and expressly disclaims any liability whatsoever for any loss arising from, or incurred in reliance upon, any part of the SIP documents. Prospective purchasers of the securities offered hereby should
conduct their own due diligence on the accuracy of the information relating to the securities. If you do not understand the contents of the SIP documents you should consult an authorized financial adviser. 

FOR SWEDEN EMPLOYEES ONLY 
 By accepting
the Award(s), you acknowledge and accept that any transfer provisions (including, where applicable, escrow and other similar provisions) in the SIP or any related documents do not apply to you. 

FOR UK EMPLOYEES ONLY 
 This document
does not have regard to the specific investment objectives, financial situation and particular needs of any specific person who may receive it. Recipients should seek their own financial advice. 

The Award(s) are subject to the terms and conditions set forth in the SIP and the Award Agreement(s). The price of shares and the income from such shares
(if any) can fluctuate and may be affected by changes in the exchange rate for U.S. Dollars. Past performance will not necessarily be repeated. Levels and bases of taxation may change from time to time. Investors should consult their own tax
advisers in order to understand tax consequences. GS Inc. has (and its associates may have) a material interest in the shares and the investments that are the subject of this document.


 

  

									
	Signature:	 	 	 		 	Date:	 	 
					
	Print Name:	 	 	 		 	Employee ID #:	 	 


  
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