Prospectus
March
29,
2024
Class
R6 Shares
GOLDMAN
SACHS MONEY MARKET FUNDS
THE SECURITIES AND
EXCHANGE COMMISSION HAS NOT APPROVED OR DISAPPROVED THESE SECURITIES OR PASSED
UPON THE ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A
CRIMINAL OFFENSE.
|
AN
INVESTMENT IN THE FUND IS NOT A BANK ACCOUNT OR A BANK DEPOSIT AND IS NOT
INSURED OR
GUARANTEED
BY THE FEDERAL DEPOSIT INSURANCE CORPORATION OR ANY OTHER GOVERNMENT
AGENCY. |
Financial
Square FundsSM
◼
Government
Fund: FGGXX
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Government
Fund |
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Maximum
Sales Charge (Load) Imposed on Purchases |
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Maximum
Deferred Sales Charge (Load) |
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Maximum
Sales Charge (Load) Imposed on Reinvested Dividends |
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Redemption
Fees |
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Exchange
Fees |
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Management
Fees |
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Other
Expenses |
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Total
Annual Fund Operating Expenses |
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1
Year |
3
Years |
5
Years |
10
Years |
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Class
R6 Shares |
$ |
$ |
$ |
$ |
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1
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2
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1
Year |
5
Years |
Since
Inception |
Inception
Date | |
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Class
R6 Shares |
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Portfolio
Management |
Goldman Sachs Asset
Management, L.P. is the investment adviser for the Fund.
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Buying
and Selling Fund Shares |
Generally,
Class R6 Shares may be purchased only through certain intermediaries that have a
relationship with Goldman Sachs & Co. LLC (“Goldman Sachs”), including
banks, trust companies, brokers, registered investment advisers and other
financial institutions (“Intermediaries”). There is no minimum for initial
purchases of Class R6 Shares, except for certain institutional investors who
purchase Class R6 Shares directly with the Fund’s transfer agent for which the
minimum initial investment is $5,000,000.
You may
purchase and redeem (sell) shares of the Fund on any business day through an
Intermediary.
|
Tax
Information |
The Fund’s
distributions are taxable, and will be taxed as ordinary income or capital
gains, unless you are investing through a tax-deferred arrangement, such as a
401(k) plan or an individual retirement account. Investments made through
tax-deferred arrangements may become taxable upon withdrawal from such
arrangements.
|
Payments
to Broker-Dealers and
Other
Financial Intermediaries |
If you
purchase the Fund through an Intermediary, the Fund and/or its related companies
may pay the Intermediary for the sale of Fund shares and related services. These
payments may create a conflict of interest by influencing the Intermediary and
your salesperson to recommend the Fund over another investment. Ask your
salesperson or visit your Intermediary’s website for more
information.
3
Investment
Management Approach
|
INVESTMENT
OBJECTIVE |
The Fund
seeks to maximize current income to the extent consistent with the preservation
of capital and the maintenance of liquidity by investing exclusively in high
quality money market instruments.
The
investment objective of the Fund cannot be changed without approval of a
majority of the outstanding shares of the Fund.
|
PRINCIPAL
INVESTMENT STRATEGY |
Financial Square
Funds—Government Money Market Fund
A “government money market
fund” is a money market fund that invests at least 99.5% of its total assets in
cash, U.S. Government Securities, and/or repurchase agreements that are
collateralized fully by cash or U.S. Government Securities. Government money
market funds may seek to maintain a stable NAV per share of $1.00 based on the
amortized cost method of valuation. Government money market funds are also
exempt from the requirements relating to the imposition of liquidity fees
on
redemptions.
The Board
has approved, upon the recommendation of GSAM, the designation of the Fund as a
government money market fund under Rule 2a-7.
The Fund
pursues its investment objective by investing only in U.S. Government
Securities, and repurchase agreements collateralized by such securities.
Shareholders will be provided with sixty days’ notice in the manner prescribed
by the Securities and Exchange Commission (“SEC”) before any change in the
Fund’s policy to invest at least 80% of its net assets plus any borrowings for
investment purposes (measured at the time of investment) in the particular type
of investment suggested by its name.
Under
normal circumstances, the cash positions of the Fund will not exceed 20% of the
Fund’s net assets plus any borrowings for investment purposes (measured at the
time of investment). The Fund may hold uninvested cash in lieu of appropriate
money market instruments at the Fund’s custodian bank under certain
circumstances, including adverse market conditions or the prevailing interest
rate environment, or when the Investment Adviser believes there is an
insufficient supply of appropriate money market instruments in which to invest,
or in the case of unusually large cash inflows, anticipated redemptions or
pending investments. The Fund may earn custodial credits or interest on these
cash positions. However, these cash positions may not produce income or may
produce low income. As a result, the Fund’s current yield may be adversely
affected during such periods when cash is held uninvested. Cash positions may
also subject the Fund to additional risks and costs, such as increased exposure
to the Fund’s custodian bank and any fees imposed for large cash balances or for
maintaining the Fund’s account at the custodian bank.
Goldman Sachs Money
Market Team’s Investment Philosophy:
Goldman
Sachs Asset Management, L.P. (“GSAM®”) serves
as investment adviser to the Fund. GSAM is referred to in the Prospectus as the
“Investment Adviser.”
The Fund is
managed to seek preservation of capital, daily liquidity and maximum current
income. With the Fund, the Investment Adviser follows a conservative,
risk-managed investment process that seeks to:
◼
Manage
credit risk
◼
Manage
interest rate risk
◼
Manage
liquidity
INVESTMENT
PROCESS
1.
Managing
Credit Risk
The
Investment Adviser’s process for managing credit risk emphasizes:
◼
Intensive
research—The Credit
Department, a separate operating entity of Goldman Sachs, approves all money
market fund eligible securities for the Fund. Sources for the Credit
Department’s analysis include third-party inputs, such as financial statements
and media sources, ratings releases and company meetings, as well as the
Investment Research, Legal and Compliance departments of Goldman
Sachs.
◼
Timely
updates—A Credit
Department-approved list of securities is continuously communicated on a
“real-time” basis to the portfolio management team via computer
link.
4
Investment
Management Approach
The
Result: An “approved” list of high-quality credits—The
Investment Adviser’s portfolio management team uses this approved list to
construct portfolios which offer the best available risk-return trade-off within
the “approved” credit universe. If a security is removed from the “approved”
list, the Investment Adviser may not purchase that security for the Fund,
although it is not required to sell that security.
2.
Managing
Interest Rate Risk
Three main
steps are followed in seeking to manage interest rate risk:
◼
Establish
weighted average maturity (“WAM”) and weighted average life (“WAL”)
targets—WAM (the
weighted average time until the yield of a portfolio reflects any changes in the
current interest rate environment) and WAL (designed to more accurately measure
“spread risk”) are constantly revisited and adjusted as market conditions
change. An overall strategy is developed by the Investment Adviser based on
insights gained from weekly meetings with both Goldman Sachs economists and
economists from outside the firm.
◼
Implement
optimum portfolio structure—Proprietary
models that seek the optimum balance of risk and return, in conjunction with the
Investment Adviser’s analysis of factors such as market events, short-term
interest rates and the Fund’s asset volatility, are used to identify the most
effective portfolio structure.
◼
Conduct
rigorous analysis of new securities—The
Investment Adviser’s five-step process includes legal, credit, historical index
and liquidity analysis, as well as price stress testing to determine the
suitability of potential investments for the Fund.
3.
Managing
Liquidity
Factors
that the Investment Adviser’s portfolio managers continuously monitor and that
affect liquidity of a money market portfolio include:
◼
The Fund’s
investors and other factors that influence the asset volatility of the
Fund;
◼
Technical
events that influence the trading range of federal funds and other short-term
fixed income markets; and
◼
Bid-ask
spreads associated with securities in the portfolios.
Additional Fund
Characteristics and Restrictions
◼
The
Fund: The Fund
will use the amortized cost method of valuation, as permitted by Rule 2a-7 under
the Investment Company Act, to seek to maintain a stable NAV of $1.00 per share.
Under Rule 2a-7, the Fund may invest only in U.S. dollar-denominated securities
that are either (i) U.S. Government Securities, (ii) issued by other investment
companies that are money market funds, or (iii) determined by the Investment
Adviser to present minimal credit risks to the Fund. Permissible investments
must also meet certain risk-limiting conditions relating to portfolio maturity,
diversification, and liquidity. These operating policies may be more restrictive
than the fundamental policies set forth in the Statement of Additional
Information (the “SAI”). In order to maintain a rating from a rating
organization, the Fund may be subject to additional investment
restrictions.
◼
The
Investors: The Fund
is generally designed for investors seeking a higher rate of return and
convenient liquidation privileges. In addition, the Fund is designed for
investors seeking a stable NAV per share. The Fund is particularly suitable for
banks, corporations and other financial institutions that seek investment of
short-term funds for their own accounts or for the accounts of their
customers.
Shares of
the Fund are intended to qualify as eligible investments for federally chartered
credit unions pursuant to Sections 107(7), 107(8) and 107(15) of the Federal
Credit Union Act, Part 703 of the National Credit Union Administration (“NCUA”)
Rules and Regulations, and NCUA Letter Number 155. The Fund intends to review
changes in the applicable laws, rules and regulations governing eligible
investments for federally chartered credit unions, and to take such action as
may be necessary so that shares of the Fund qualify as eligible investments
under the Federal Credit Union Act and the regulations thereunder. Shares of the
Fund, however, may or may not qualify as eligible investments for particular
state-chartered credit unions. A state-chartered credit union should consult
qualified legal counsel to determine whether the Fund is a permissible
investment under the laws applicable to it.
◼
Investment
Restrictions: The Fund
is subject to certain investment restrictions that are described in detail under
“Investment Restrictions” in the SAI. Fundamental investment restrictions and
the investment objective of the Fund cannot be changed without approval of a
majority of the outstanding shares of the Fund. All investment objectives and
policies not specifically designated as fundamental are non-fundamental and may
be changed by the Board without shareholder approval.
◼
Maximum
Remaining Maturity of Portfolio Investments: 13 months
(as determined pursuant to Rule 2a-7) at the time of purchase.
◼
Dollar-Weighted
Average Portfolio Maturity: Not more
than 60 days (as required by Rule 2a-7).
◼
Dollar-Weighted
Average Portfolio Life: Not more
than 120 days (as required by Rule 2a-7).
◼
Portfolio
Diversification: Diversification
can help the Fund reduce the risks of investing. In accordance with Rule 2a-7,
the Fund may not invest more than 5% of the value of its total assets at the
time of purchase in the securities of any single issuer and certain affiliates
of that issuer. However, the Fund may invest up to 25% of the value of its total
assets in the securities of a single issuer for up to three business days. These
limitations do not apply to cash, certain repurchase agreements, U.S. Government
Securities or securities of other investment companies that are money market
funds. Securities subject to demand features and guarantees are subject to
additional diversification requirements as described in the SAI.
5
◼
Portfolio
Liquidity: The
Fund is required to maintain a sufficient degree of liquidity necessary to meet
reasonably foreseeable redemption requests. In addition, the Fund must hold at
least 25% of its total assets in “daily liquid assets” and 50% of its total
assets in “weekly liquid assets.” For these purposes, daily and weekly liquid
assets are calculated as of the end of each business day. Daily liquid assets
generally include: (a) cash; (b) direct obligations of the U.S. Government; (c)
securities that will mature or are subject to a demand feature that is
exercisable and payable within one business day; or (d) amounts receivable and
due unconditionally within one business day on pending sales of portfolio
securities. Weekly liquid assets generally include: (a) cash; (b) direct
obligations of the U.S. Government; (c) certain U.S. Government agency discount
notes with remaining maturities of 60 days or less; (d) securities that will
mature or are subject to a demand feature that is exercisable and payable within
five business days; or (e) amounts receivable and due unconditionally within
five business days on pending sales of portfolio securities. In addition, the
Fund may not acquire an illiquid security if, after the purchase, more than 5%
of the Fund’s total assets would consist of illiquid assets.
|
INVESTMENT
PRACTICES AND SECURITIES |
Although
the Fund’s principal investment strategies are described in the
Summary—Principal Strategy section of the Prospectus, the following table
identifies some of the investment techniques that may (but are not required to)
be used by the Fund in seeking to achieve its investment objective. Numbers in
the table show allowable usage only; for actual usage, consult the Fund’s
annual/ semi-annual reports. For more information about these and other
investment practices and securities, see Appendix A.
The Fund
publishes on its website (http://www.gsamfunds.com) the following:
◼
A schedule
of its portfolio holdings (and certain related information as required by Rule
2a-7, including the Fund’s WAM and WAL) as of the last business day of each
month, no later than five business days after the end of the prior month. This
information will be available on the Fund’s website for at least six
months.
◼
A schedule
of its portfolio holdings on a weekly basis, with no lag required between the
date of the information and the date on which the information is disclosed. This
weekly holdings information will be available on the website until the next
publish date.
◼
A link to
an SEC website where you may obtain the Fund’s most recent 12 months of publicly
available portfolio holdings information, as filed with the SEC on Form N-MFP no
later than five business days after the end of each month.
◼
A graph
depicting the Fund’s daily and weekly liquid assets and daily net inflows and
outflows as of each business day for the preceding six months, as of the end of
the preceding business day.
◼
A graph
depicting the Fund’s current market-based NAV per share (rounded to the fourth
decimal place), as of each business day for the preceding six months, as of the
end of the preceding business day. The Fund’s current market-based NAV is based
on available market quotations of the Fund’s portfolio securities as provided by
a third party pricing vendor or broker on the preceding business day. The
mark-to-market valuation methodology includes marking to market all securities
of the Fund, including securities with remaining maturities of 60 days or less.
This market value NAV report is for informational purposes only with respect to
the Fund, which seeks to maintain a stable NAV of $1.00 per share based on the
amortized cost method of valuation.
◼
In the event that the Fund
files information regarding certain material events with the SEC on Form N-CR,
the Fund will disclose on its website certain information that the Fund is
required to report on Form N-CR. Such material events include the provision of
any financial support by an affiliated person of the Fund. This information will
appear on the Fund’s website no later than the same business day on which the
Fund files Form N-CR with the SEC and will be available on the Fund’s website
for at least one year.
In
addition, certain portfolio statistics (other than portfolio holdings
information) are available on a daily basis by calling 1-800-621-2550. A
description of the Fund’s policies and procedures with respect to the disclosure
of the Fund’s portfolio holdings is available in the Fund’s
SAI.
6
Investment
Policies Matrix
|
|
Financial
Square Fund |
|
|
Financial
Square
Government |
|
U.S.
Treasury Obligations1
|
◼ |
|
U.S.
Government Securities |
◼ |
|
Repurchase
Agreements |
◼ |
|
Investment
Companies |
◼
Up to
10% of total
assets
in other
investment
companies2
|
|
Credit
Quality |
First
Tier3
|
|
Summary
of Taxation for Distributions4
|
Taxable
federal and
state5
|
|
Miscellaneous |
Reverse
repurchase
agreements
(i.e.,
where
the
Fund is the
borrower
of cash) not
permitted. |
1
Issued
or guaranteed by the U.S. Treasury.
2
This
percentage limitation does not apply to the Fund’s investments in investment
companies that are money market funds (including exchange-traded funds) where a
higher percentage limitation is permitted under the terms of an SEC exemptive
order or SEC exemptive rule.
3
First
Tier Securities are (a) securities rated in the highest short-term rating
category by at least two NRSROs, or if only one NRSRO has assigned a rating, by
that NRSRO; (b) securities issued or guaranteed by, or otherwise allow the Fund
under certain conditions to demand payment from, an entity with such ratings; or
(c) repurchase agreements that are collateralized fully by cash and First Tier
Securities. U.S. Government Securities are considered First Tier Securities.
Securities without short-term ratings may be purchased if they are deemed to be
of comparable quality by the Investment Adviser to First Tier Securities. In
addition, the Fund may generally rely on the credit quality of the guarantee or
demand feature in determining the credit quality of a security supported by a
guarantee or demand feature.
4
See
“Taxation” for an explanation of the tax consequences summarized in the table
above.
5
Taxable
in many states except for interest income distributions from U.S. Treasury
Obligations and certain U.S. Government Securities.
Note:
See Appendix A for a description of, and certain criteria applicable to, each of
these categories of investments.
7
Risks of
the Fund
You could
lose money by investing in the Fund (which, for the remainder of this
Prospectus, refers to one or more of the Funds offered in this Prospectus). An
investment in the Fund is not a bank deposit and is not insured or guaranteed by
the Federal Deposit Insurance Corporation or any other government agency. The
principal risks of the Fund are discussed in the Summary section of the
Prospectus. The following section provides additional information on the risks
that apply to the Fund, which may result in a loss of your investment. The risks
applicable to the Fund are presented below in alphabetical order, and not in the
order of importance or potential exposure. The Fund should not be relied upon as
a complete investment program. There can be no assurance that the Fund will
achieve its investment objective.
|
✓ Principal
Risk
• Additional
Risk |
Government
Fund |
|
Credit/Default |
✓ |
|
Cybersecurity |
• |
|
Floating
and Variable Rate Obligations |
• |
|
Interest
Rate |
✓ |
|
Large
Shareholder Transactions |
✓ |
|
Liquidity |
✓ |
|
Management |
• |
|
Market |
✓ |
|
Regulatory |
• |
|
Stable
NAV |
✓ |
|
U.S.
Government Securities |
✓ |
◼
Credit/Default
Risk—An issuer
or guarantor of a security held by the Fund, or a bank or other financial
institution that has entered into a repurchase agreement with the Fund, may
default on its obligation to pay interest and repay principal or default on any
other obligation. Even if such an entity does not default on a payment, an
instrument’s value may decline if the market believes that the entity has become
less able or willing to make timely payments. The credit quality of the Fund’s
portfolio securities or instruments may meet the Fund’s credit quality
requirements at the time of purchase but then deteriorate thereafter, and such a
deterioration can occur rapidly. In certain instances, the downgrading or
default of a single holding or guarantor of the Fund’s holdings may impair the
Fund’s liquidity and have the potential to cause significant NAV deterioration.
These risks are heightened in market environments where interest rates are
rising.
◼
Cybersecurity
Risk—The Fund
may be susceptible to operational and information security risks resulting from
cyber-attacks. Cyber-attacks include, among others, stealing or corrupting
confidential information and other data that is maintained online or digitally
for financial gain, denial-of-service attacks on websites causing operational
disruption, and the unauthorized release of confidential information and other
data. Cyber-attacks have the ability to cause significant disruptions and impact
business operations; to result in financial losses; to prevent shareholders from
transacting business; to interfere with the Fund’s calculation of NAV; and to
lead to violations of applicable privacy and other laws, regulatory fines,
penalties, reputational damage, reimbursement or other compensation costs and/or
additional compliance costs. Cyber-attacks affecting the Fund or its Investment
Adviser, custodian, Transfer Agent, or other third-party service providers may
adversely impact the Fund and its shareholders.
◼
Floating
and Variable Rate Obligations Risk—Floating
rate and variable rate obligations are debt instruments issued by companies or
other entities with interest rates that reset periodically (typically, daily,
monthly, quarterly, or semi-annually) in response to changes in the market rate
of interest on which the interest rate is based. For floating and variable rate
obligations, there may be a lag between an actual change in the underlying
interest rate benchmark and the reset time for an interest payment of such an
obligation, which could harm or benefit the Fund, depending on the interest rate
environment or other circumstances. In a rising interest rate environment, for
example, a floating or variable rate obligation that does not reset immediately
would prevent the Fund from taking full advantage of rising interest rates in a
timely manner. However, in a declining interest rate environment, the Fund may
benefit from a lag due to an obligation’s interest rate payment not being
immediately impacted by a decline in interest rates.
Certain floating and
variable rate obligations have an interest rate floor feature, which prevents
the interest rate payable by the security from dropping below a specified level
as compared to a reference interest rate (the “reference rate”), such as Secured
Overnight Financing Rate ("SOFR") or another rate determined using SOFR. Such a
floor protects the Fund from losses resulting from a decrease in the reference
rate below the specified level. However, if the reference rate is below the
floor, there will be a lag between a rise in the reference rate and a rise in
the interest rate payable by the obligation, and the Fund may not benefit from
increasing interest rates for a significant amount of time.
8
Risks
of the Fund
Some
floating or
variable rate obligations or investments of the Fund may reference
(or may have
previously referenced) LIBOR. As a result of benchmark reforms,
publication of
most LIBOR settings
has ceased.
Some LIBOR settings continue to be published but only on a temporary, synthetic
and non-representative basis and are expected to cease being published in
September 2024. Regulated entities have generally ceased entering into new LIBOR
contracts in connection with regulatory guidance or prohibitions. Public and
private sector actors have worked to establish alternative reference rates, like
SOFR or Term SOFR, to be used in place of LIBOR. There is
no assurance
that any such alternative reference rate will be similar to or produce the same
value or economic equivalence as LIBOR or that it will have the same volume or
liquidity as did LIBOR which may affect the value, volatility, liquidity or
return on certain of the Fund’s floating and variable rate obligations and
investments and result in costs incurred in connection with changing reference
rates used for positions, closing out positions and entering into new trades.
For example, LIBOR was previously calculated using the average rate at which a
selection of large global banks reported they could borrow from one another and
SOFR is a measure of the cost of borrowing cash overnight, collateralized by the
U.S. Treasury securities, and is based on directly observable U.S.
Treasury-backed repurchase transactions. Certain of the Fund’s obligations or
investments may have transitioned from LIBOR or may transition from LIBOR in the
future. The transition from LIBOR to alternative reference rates may result in
operational issues for the Fund or its obligations or investments. Any pricing
adjustments to the Fund’s obligations or investments resulting from use of an
alternative reference rate may also adversely affect the Fund’s performance
and/or NAV. No
assurances can
be given as to the impact of the LIBOR transition
(and the
timing of any such impact) on the Fund and its obligations and
investments.
◼
Interest
Rate Risk—During
periods of rising interest rates, the Fund’s yield (and the market value of its
investments) will tend to be lower than prevailing market rates; in periods of
falling interest rates, the Fund’s yield (and the market value of its
investments) will tend to be higher. The Fund may face a heightened level of
interest rate risk in connection with the type and extent of certain monetary
policy changes made by the Federal Reserve, such as target interest rate
changes. Changing interest rates may have unpredictable effects on the markets,
may result in heightened market volatility and may detract from Fund performance
to the extent the Fund is exposed to such interest rates and/or volatility. A
low interest rate environment poses additional risks to the Fund and may have an
adverse impact on the Fund’s ability to provide a positive yield to its
shareholders, pay expenses out of current income, or, at times, maintain a
stable $1.00 share price or minimize the volatility of the Fund’s NAV per share,
as applicable, and/or achieve its investment objective. A wide variety of market
factors can cause interest rates to rise or fall, including central bank
monetary policy, inflationary or deflationary pressures and changes in general
market and economic conditions. Fluctuations in interest rates may also affect
the liquidity of the Fund’s investments. A sudden or unpredictable increase in
interest rates may cause volatility in the market and decrease the liquidity of
the Fund's investments, which would make it more difficult for the Fund to sell
its investments at an advantageous time.
It is difficult to predict the magnitude, timing or direction of interest rate changes and the impact these changes will have on the markets in which the Fund invests.
It is difficult to predict the magnitude, timing or direction of interest rate changes and the impact these changes will have on the markets in which the Fund invests.
◼
Large
Shareholder Transactions Risk—The Fund
may experience adverse effects when certain large shareholders, such as other
funds, institutional investors (including those trading by use of
non-discretionary mathematical formulas), financial intermediaries (who may make
investment decisions on behalf of underlying clients and/or include the Fund in
their investment model), individuals, accounts and Goldman Sachs affiliates,
purchase or redeem large amounts of shares of the Fund. Such large shareholder
redemptions, which may occur rapidly or unexpectedly, may cause the Fund to sell
portfolio securities at times when it would not otherwise do so, which may
negatively impact the Fund’s NAV and liquidity. Similarly, large Fund share
purchases may adversely affect the Fund’s performance to the extent that the
Fund is delayed in investing new cash or otherwise maintains a larger cash
position than it ordinarily would. These transactions may also accelerate the
realization of taxable income to shareholders if such sales of investments
resulted in gains, and may also increase transaction costs. In addition, a large
redemption could result in the Fund’s current expenses being allocated over a
smaller asset base, leading to an increase in the Fund’s expense
ratio.
◼
Liquidity
Risk—The Fund
may make investments that are illiquid or that may become less liquid in
response to market developments or adverse investor perceptions. While the Fund
endeavors to maintain a high level of liquidity in its portfolio, the liquidity
of portfolio securities can deteriorate rapidly due to credit events affecting
issuers or guarantors, such as a credit rating downgrade, or due to general
market conditions and a lack of willing buyers. When there is no willing buyer
and investments cannot be readily sold at the desired time or price, the Fund
may have to accept a lower price or may not be able to sell the instrument at
all. An inability to sell one or more portfolio positions can adversely affect
the Fund’s ability to maintain a stable $1.00 share price or increase the
volatility of the Fund’s NAV per share, as applicable, or prevent the Fund from
being able to take advantage of other investment opportunities. Investments that
are illiquid or that trade in lower volumes may be more difficult to
value.
Illiquidity
can be caused by a drop in overall market trading volume, an inability to find a
willing buyer, or legal restrictions on the securities’ resale. To the extent
that the traditional dealer counterparties that engage in fixed income trading
do not maintain inventories of bonds (which provide an important indication of
their ability to “make markets”) that keep pace with the growth of
9
the bond
markets over time, relatively low levels of dealer inventories could lead to
decreased liquidity and increased volatility in the fixed income markets.
Additionally, market participants other than the Fund may attempt to sell fixed
income holdings at the same time as the Fund, which could cause downward pricing
pressure and contribute to illiquidity.
Liquidity
risk may also refer to the risk that the Fund will not be able to pay redemption
proceeds within the allowable time period because of unusual market conditions,
declining prices of the securities sold, an unusually high volume of redemption
requests, or other reasons. While the Fund reserves the right to meet redemption
requests through in-kind distributions, the Fund may instead choose to raise
cash to meet redemption requests through sales of portfolio securities or
permissible borrowings. If the Fund is forced to sell securities at an
unfavorable time and/or under unfavorable conditions, such sales may adversely
affect the Fund’s ability to maintain a stable $1.00 share price or
minimize the volatility of the Fund’s NAV per share, as applicable.
Certain
shareholders, including clients or affiliates of the Investment Adviser and/or
other funds managed by the Investment Adviser, may from time to time own or
control a significant percentage of the Fund’s shares. These shareholders may
include, for example, institutional investors, funds of funds, discretionary
advisory clients, and other shareholders whose buy-sell decisions are controlled
by a single decision maker. Redemptions by these shareholders of their shares of
the Fund, or a high volume of redemption requests generally, may further
increase the Fund’s liquidity risk and may impact the Fund’s
NAV.
◼
Management
Risk—A strategy
used by the Investment Adviser may fail to produce the intended
results.
◼
Market
Risk—The value
of the securities in which the Fund invests may go up or down in response
to the prospects of individual companies, particular sectors or governments
and/or general economic conditions throughout the world. Price changes may be
temporary or last for extended periods. The Fund's investments may be
overweighted from time to time in one or more sectors or countries, which
will increase the Fund's exposure to risk of loss from adverse developments
affecting those sectors or countries.
Global
economies and financial markets are becoming increasingly interconnected, and
conditions and events in one country, region or financial market may adversely
impact issuers in a different country, region or financial market. Furthermore,
local, regional and global events such as war, military conflict, acts of
terrorism, social unrest, natural disasters, recessions, inflation, rapid
interest rate changes, supply chain disruptions, sanctions, the spread of
infectious illness or other public health threats could also adversely impact
issuers, markets and economies, including in ways that cannot necessarily be
foreseen. The Fund could be negatively impacted if the value of a portfolio
holding were harmed by such political or economic conditions or events. In
addition, governmental and quasi-governmental organizations have taken a number
of unprecedented actions designed to support the markets. Such conditions,
events and actions may result in greater market risk.
◼
Regulatory
Risk—The SEC
adopted changes to the rules that govern SEC registered money market funds in
July 2023. These changes include, among other things:
(1)
requiring an
Institutional Fund
to impose
mandatory liquidity fees on redemptions when
such Fund’s
net redemptions exceed certain levels;
(2) allowing a
Fund’s board or its delegate to impose liquidity fees on redemptions when it
determines such fee would be in the best interests of the Fund;
(3)
removing a
Fund’s ability to impose a temporary suspension of redemptions (except under
extraordinary circumstances as part of a liquidation); and (4) substantially
increasing the required minimum levels of liquid assets a Fund must hold. These
changes have a phase in period with significant changes taking effect on
April
2,
2024 and
October
2,
2024.
These changes
may affect the
investment
strategies, performance, yield, operating expenses and continued viability of a
Fund.
◼
Stable
NAV Risk—The Fund
may not be able to maintain a stable $1.00 share price at all times. If any
money market fund that intends to maintain a stable NAV fails to do so (or if
there is a perceived threat of such a failure), other such money market funds,
including the Fund, could be subject to increased redemption activity, which
could adversely affect the Fund’s NAV. The Fund may, among other things, reduce
or withhold any income and/or gains generated from its investments to the extent
necessary to maintain a stable $1.00 share price. Shareholders of the Fund
should not rely on or expect the Investment Adviser or an affiliate to purchase
distressed assets from the Fund, make capital infusions into the Fund, enter
into capital support agreements with the Fund or take other actions to help the
Fund maintain a stable $1.00 share price.
◼
U.S.
Government Securities Risk—The U.S.
government may not provide financial support to U.S. government agencies,
instrumentalities or sponsored enterprises if it is not obligated to do so by
law. Certain U.S. Government Securities , including securities issued by the
Federal National Mortgage Association (“Fannie Mae”), Federal Home Loan Mortgage
Corporation (“Freddie Mac”) and the Federal Home Loan Banks, are neither issued
nor guaranteed by the U.S. Treasury and, therefore, are not backed by the full
faith and credit of the United States. The maximum potential liability of the
issuers of some U.S. Government Securities held by the Fund may greatly exceed
their current resources, including any legal right to support from the U.S.
Treasury. It is possible that issuers of U.S. Government Securities will not
have the funds to meet their payment obligations in the future. Fannie Mae and
Freddie Mac have been operating under conservatorship, with the Federal Housing
Finance Agency (“FHFA”) acting as their conservator, since September 2008. The
entities are dependent upon the continued support of the U.S. Department of the
Treasury and FHFA in order to continue their business operations. These factors,
among others, could affect the future status and role of Fannie Mae and Freddie
Mac and the value of their securities and the securities which they guarantee.
Additionally, the U.S. government and its agencies and instrumentalities do not
guarantee the market values of their securities, which may
fluctuate.
10
Risks
of the Fund
More
information about the Fund’s portfolio securities and investment techniques, and
their associated risks, is provided in Appendix A. You should consider the
investment risks discussed in this section and in Appendix A. Both are important
to your investment choice.
11
Service
Providers
|
INVESTMENT
ADVISERS |
|
Investment
Adviser |
Financial
Square Funds |
|
Goldman
Sachs Asset Management, L.P. (“GSAM”)
200
West Street
New
York, New York 10282 |
Government |
GSAM has been registered as
an investment adviser with the SEC since 1990 and is an indirect, wholly-owned
subsidiary of The Goldman Sachs Group, Inc. and an affiliate of Goldman Sachs.
Founded in 1869, The Goldman Sachs Group, Inc. is a publicly-held financial
holding company and a leading global investment banking, securities and
investment management firm. As of December 31, 2023, GSAM, including its
investment advisory affiliates, had assets under supervision of approximately
$2.54 trillion.
The
Investment Adviser provides day-to-day advice regarding the Fund’s portfolio
transactions. The Investment Adviser makes the investment decisions for the Fund
and places purchase and sale orders for the Fund’s portfolio transactions in
U.S. and foreign markets. As permitted by applicable law and exemptive relief
obtained by the Investment Adviser, Goldman Sachs and the Fund, these orders may
be directed to any broker-dealers, including Goldman Sachs and its affiliates.
While the Investment Adviser is ultimately responsible for the management of the
Fund, it is able to draw upon the research and expertise of its asset management
affiliates for portfolio decisions and management with respect to certain
portfolio securities. In addition, the Investment Adviser has access to the
research and certain proprietary technical models developed by Goldman Sachs
(subject to legal, internal, regulatory and Chinese Wall restrictions) and will
apply quantitative and qualitative analysis in determining the appropriate
allocations among categories of issuers and types of
securities.
The
Investment Adviser also performs the following additional services for the Fund
(to the extent not performed by others pursuant to agreements with the
Fund):
◼
Supervises
all non-advisory operations of the Fund
◼
Provides
personnel to perform necessary executive, administrative and clerical services
to the Fund
◼
Arranges
for the preparation of all required tax returns, reports to shareholders,
prospectuses and statements of additional information and other reports filed
with the SEC and other regulatory authorities
◼
Maintains
the records of the Fund
◼
Provides
office space and all necessary office equipment and services
An
investment in the Fund may be negatively impacted because of the operational
risks arising from factors such as processing errors and human errors,
inadequate or failed internal or external processes, failures in systems and
technology, changes in personnel, and errors caused by third-party service
providers or trading counterparties. Although the Fund attempts to minimize such
failures through controls and oversight, it is not possible to identify all of
the operational risks that may affect the Fund or to develop processes and
controls that completely eliminate or mitigate the occurrence of such failures.
The Fund and its shareholders could be negatively impacted as a
result.
Pursuant to
SEC exemptive orders, the Fund may enter into principal transactions in certain
money market instruments, including repurchase agreements, with Goldman
Sachs.
|
MANAGEMENT
FEES AND OTHER EXPENSES |
As
compensation for its services and its assumption of certain expenses, the
Investment Adviser is entitled to the following fees, computed daily and payable
monthly, at the annual rate listed below (as a percentage of the Fund’s average
daily net assets):
|
Financial
Square Funds |
Contractual
Rate |
Actual
Rate
For
the Fiscal
Year
Ended
November
30, 2023* |
|
Government |
0.16% |
0.16% |
*
The
Actual Rate may not correlate to the Contractual Rate as a result of management
fee waivers that may be in effect from time to time.
The
Investment Adviser may waive a portion of its management fee, including fees
earned as the Investment Adviser to any of the affiliated funds in which the
Fund invests, from time to time, and may discontinue or modify any such waivers
in the future, consistent with the terms of any fee waiver arrangements in
place. The Investment Adviser may voluntarily waive a portion of its management
fees, and these waivers may exceed what is stipulated in any fee waiver
arrangements. These temporary waivers may be modified or terminated at any time
at the option of the Investment Adviser, without shareholder
approval.
12
Service
Providers
The Investment Adviser has
agreed to reduce or limit each Fund’s “Other Expenses” (excluding acquired fund
fees and expenses, transfer agency fees and expenses, taxes, interest, brokerage
fees, expenses of shareholder meetings, litigation and indemnification, and
extraordinary expenses) equal on an annualized basis to 0.014% of each Fund’s
average daily net assets through at least March 29, 2025, and prior to such date
the Investment Adviser may not terminate this expense limitation arrangement
without the approval of the Board of Trustees. The expense limitation
arrangement may be modified or terminated at any time at the option of the
Investment Adviser and without shareholder approval after such date, although
the Investment Adviser does not presently intend to do so. A Fund’s “Other
Expenses” or “Total Annual Fund Operating Expenses” (as applicable) may be
further reduced by any custody and transfer agency fee credits received by the
Fund.
A discussion regarding the
basis for the Board of Trustees’ approval of the Management Agreements for the
Funds in 2023 is available in the Funds’ Annual Report dated November 30,
2023.
|
DISTRIBUTOR
AND TRANSFER AGENT |
Goldman Sachs, 200 West
Street, New York, NY 10282, serves as the exclusive distributor (the
“Distributor”) of the Fund’s shares. Goldman Sachs, 71
South Wacker
Drive, Suite 1200, Chicago, IL 60606, also serves as the Fund’s transfer agent
(the “Transfer Agent”) and, as such, performs various shareholder servicing
functions.
For its
transfer agency services, Goldman Sachs is entitled to receive a transfer agency
fee equal, on an annualized basis, to 0.01% of average daily net assets of the
Fund. Goldman Sachs may voluntarily agree to waive all or a portion of the
Fund’s transfer agency fees. These temporary waivers may be modified or
terminated at any time at the option of Goldman Sachs, without shareholder
approval.
From time
to time, Goldman Sachs or any of its affiliates may purchase and hold shares of
the Fund. Goldman Sachs and its affiliates reserve the right to redeem at any
time some or all of the shares acquired for their own account.
|
ACTIVITIES
OF GOLDMAN SACHS AND ITS AFFILIATES AND OTHER
ACCOUNTS
MANAGED BY GOLDMAN SACHS |
The
involvement of the Investment Adviser, Goldman Sachs and their affiliates in the
management of, or their interest in, other accounts and other activities of
Goldman Sachs will present conflicts of interest with respect to the Fund and
will, under certain circumstances, limit the Fund’s investment activities.
Goldman Sachs is a worldwide, full service investment banking, broker dealer,
asset management and financial services organization and a major participant in
global financial markets that provides a wide range of financial services to a
substantial and diversified client base that includes corporations, financial
institutions, governments and individuals. As such, it acts as a broker-dealer,
investment adviser, investment banker, underwriter, research provider,
administrator, financier, adviser, market maker, trader, prime broker,
derivatives dealer, clearing agent, lender, counterparty, agent, principal,
distributor, investor or in other commercial capacities for accounts or
companies or affiliated or unaffiliated investment funds (including pooled
investment vehicles and private funds) in which one or more accounts, including
the Fund, invest. In those and other capacities, Goldman Sachs and its
affiliates advise and deal with clients and third parties in all markets and
transactions and purchase, sell, hold and recommend a broad array of
investments, including securities, derivatives, loans, commodities, currencies,
credit default swaps, indices, baskets and other financial instruments and
products for their own accounts or for the accounts of their customers and have
other direct and indirect interests in the global fixed income, currency,
commodity, equities, bank loans and other markets and the securities and issuers
in which the Fund may directly and indirectly invest. Thus, it is expected
that the Fund will have multiple business relationships with and will invest in,
engage in transactions with, make voting decisions with respect to, or obtain
services from entities for which Goldman Sachs and its affiliates perform or
seek to perform investment banking or other services. The Investment Adviser
and/or certain of its affiliates are the managers of the Goldman Sachs Funds.
The Investment Adviser and its affiliates earn fees from this and other
relationships with the Fund. Although management fees paid by the Fund to the
Investment Adviser and certain other fees paid to the Investment Adviser’s
affiliates are based on asset levels, the fees are not directly contingent on
Fund performance, and the Investment Adviser and its affiliates will still
receive significant compensation from the Fund even if shareholders lose money.
Goldman Sachs and its affiliates engage in proprietary trading and advise
accounts and funds which have investment objectives similar to those of the Fund
and/or which engage in and compete for transactions in the same types of
securities, currencies and instruments as the Fund. Goldman Sachs and its
affiliates will not have any obligation to make available any information
regarding their proprietary activities or strategies, or the activities or
strategies used for other accounts managed by them, for the benefit of the
management of the Fund. The results of the Fund’s investment activities,
therefore, will likely differ from those of Goldman Sachs, its affiliates, and
other accounts managed by Goldman Sachs, and it is possible that the Fund could
sustain losses during periods in which Goldman Sachs and its affiliates and
other accounts achieve significant profits on their trading for Goldman Sachs or
other accounts. In addition, the Fund may enter into transactions in which
Goldman Sachs and its affiliates or their other clients have an adverse
interest. For example, the Fund may take a long position in a security at the
same time that Goldman Sachs and its affiliates or other accounts managed by the
Investment Adviser or its affiliates take a short position in the same security
(or vice versa). These and other transactions undertaken by Goldman Sachs, its
affiliates or Goldman Sachs-advised clients may, individually or in the
aggregate, adversely impact the Fund. Transactions by one or more Goldman
Sachs-advised clients or the Investment Adviser
13
may have
the effect of diluting or otherwise disadvantaging the values, prices or
investment strategies of the Fund. The Fund’s activities will, under certain
circumstances, be limited because of regulatory restrictions applicable to
Goldman Sachs and its affiliates, and/or their internal policies designed to
comply with such restrictions. As a global financial services firm, Goldman
Sachs and its affiliates also provide a wide range of investment banking and
financial services to issuers of securities and investors in securities. Goldman
Sachs, its affiliates and others associated with it are expected to create
markets or specialize in, have positions in and/or effect transactions in,
securities of issuers held by the Fund, and will likely also perform or seek to
perform investment banking and financial services for one or more of those
issuers. Goldman Sachs and its affiliates are expected to have business
relationships with and purchase or distribute or sell services or products from
or to distributors, consultants or others who recommend the Fund or who engage
in transactions with or for the Fund. For more information about conflicts of
interest, see the section entitled “Potential Conflicts of Interest” in the
SAI.
14
Distributions
Distributions
will be distributed monthly. You may choose to have distributions paid
in:
◼
Cash
◼
Additional
shares of the Fund
◼
Shares of a
similar or an equivalent class of another Goldman Sachs Fund.
Special
restrictions may apply. See the SAI.
You may
indicate your election on your account application. Any changes may be submitted
in writing or via telephone, in some instances, to the Transfer Agent (either
directly or through your Intermediary) at any time. If you do not indicate any
choice, dividends and distributions will be reinvested automatically in the
Fund.
The
election to reinvest distributions in additional shares will not affect the tax
treatment of such distributions, which will be treated as received by you and
then used to purchase the shares.
All or
substantially all of the Fund’s net investment income will be declared as a
dividend daily. Distributions will normally, but not always, be declared as of
the following times:
|
Financial
Square Funds |
Dividend
Declaration Time
(Eastern
Time) |
|
Government |
5:00
p.m. |
Distributions
will be reinvested as of the last calendar day of each month. Cash distributions
normally will be paid on or about the first business day of each month. Net
short-term capital gains, if any, will be distributed in accordance with federal
income tax requirements and may be reflected in the Fund’s daily declared
dividends. Net short-term capital gains may at times represent a significant
component of the Fund’s daily declared dividends (e.g., during periods of
extremely low interest rates). The Fund may distribute at least annually other
realized capital gains, if any, after reduction by available realized capital
losses.
In order to
avoid excessive fluctuations in the amount of monthly capital gains
distributions, the Fund may defer or accelerate the timing of the distributions
of short-term capital gains (or any portion thereof). In addition, the Fund may
reduce or withhold any income and/or realized gains generated from its
investments to the extent necessary to maintain a stable $1.00 share
price.
The
realized gains and losses are not expected to be of an amount which would affect
a Fund’s NAV of $1.00 per share.
15
Shareholder
Guide
The
following section will provide you with answers to some of the most frequently
asked questions regarding buying and selling the Fund’s Class R6
Shares.
|
How
to Buy Shares |
How Can I Purchase
Class R6 Shares Of The Fund?
Generally,
Class R6 Shares may be purchased only through certain intermediaries, including
banks, trust companies, brokers, registered investment advisers and other
financial institutions (“Intermediaries”). Certain Intermediaries have been
authorized by Goldman Sachs Trust (the “Trust”) to accept purchase, redemption
or exchange orders on behalf of the Fund. You should contact your Intermediary
to learn whether it is authorized to accept orders on behalf of the Fund (i.e.,
an Authorized Institution).
Class R6
Shares are generally available to the following investors who purchase shares of
the Fund through certain Intermediaries that have a contractual relationship
with Goldman Sachs, including banks, trust companies, brokers, registered
investment advisers and other financial institutions, using a plan level or
omnibus account, unless otherwise noted below.
◼
Investors
who purchase Class R6 Shares through an account established under a fee-based
program that is sponsored and maintained by an Intermediary that has entered
into a contractual relationship with Goldman Sachs to offer such shares through
such programs;
◼
Section
401(k) plans, 403(b), 457, profit sharing, money purchase pension, tax-sheltered
annuity, defined benefit pension, nonqualified deferred compensation plans and
non-qualified pension plans or other employee benefit plans (including health
savings accounts), SIMPLE plans that are sponsored by one or more employers
(including governmental or church employers) or employee
organizations;
◼
Registered
investment companies or bank collective trusts investing directly with the
Transfer Agent;
◼
Institutional
investors, including companies, foundations, endowments, municipalities, trusts
and other entities, investing at least $5,000,000 directly with the Transfer
Agent; and
◼
Other
investors at the discretion of the Trust’s officers.
Class R6
Shares may not be available through certain Intermediaries. For the purposes of
Class R6 Shares eligibility, the term “Intermediary” does not include Goldman
Sachs or its affiliates and Class R6 Shares will not be available to clients of
Goldman Sachs Private Wealth Management, The Goldman Sachs Trust Company, N.A.,
The Goldman Sachs Trust Company of Delaware or The Ayco Company,
L.P.
Customers
of an Intermediary will normally give their order instructions to the
Intermediary, and the Intermediary will, in turn, place the order with the
Transfer Agent. Intermediaries are responsible for transmitting accepted orders
and payments to the Transfer Agent within the time period agreed upon by them
and will set times by which orders and payments must be received by them from
their customers. The Trust, Transfer Agent, Investment Adviser and their
affiliates will not be responsible for any loss in connection with orders that
are not transmitted to the Transfer Agent by an Intermediary on a timely
basis.
The Fund
will be deemed to have received an order for purchase, redemption or exchange of
Fund shares when the order is accepted in “proper form” by the Transfer Agent
(or, if applicable, by an Authorized Institution) on a business day, and the
order will be priced at the Fund’s current NAV per share next determined after
acceptance by the Transfer Agent (or, if applicable, by an Authorized
Institution). Orders that are transmitted by mail or fax will be priced at the
Fund’s current NAV per share determined on the day on which the order is
received and accepted in proper form by the Transfer Agent. Generally, these
orders will be priced at the last NAV per share determined on that day. For
shareholders that place trades directly with a Fund’s Transfer Agent, proper
form generally means that specific trade details and customer identifying
information must be received by the Transfer Agent at the time an order is
submitted. Intermediaries of the Fund may have different requirements regarding
what constitutes proper form for trade instructions. Please contact your
Intermediary for more information.
To place an
order for Fund shares, Intermediaries should either:
◼
Place an
order with Goldman Sachs at 1-800-621-2550 and wire federal funds;
or
◼
Place an
order through certain electronic trading platforms, if available (e.g., National
Securities Clearing Corporation (NSCC)).
It
is strongly recommended that payment for all Class R6 Shares be effected by
wiring federal funds.
16
Shareholder
Guide
What Should I Know
When I Purchase Class R6 Shares Through An Intermediary?
If shares
of the Fund are held in an account maintained and serviced by your Intermediary,
all recordkeeping, transaction processing and payments of distributions relating
to your account will be performed by your Intermediary, and not by the Fund and
its Transfer Agent. Since the Fund will have no record of your transactions, you
should contact your Intermediary to purchase, redeem or exchange shares, to make
changes in or give instructions concerning your account or to obtain information
about your account. The transfer of shares from an account with one Intermediary
to an account with another Intermediary involves special procedures and may
require you to obtain historical purchase information about the shares in the
account from Intermediary. If your Intermediary’s relationship with Goldman
Sachs is terminated, and you do not transfer your account to another
Intermediary, the Trust reserves the right to redeem your shares. The Trust will
not be responsible for any loss in an investor’s account or tax liability
resulting from a redemption.
Intermediaries
that invest in shares on behalf of their customers may charge fees directly to
their customer accounts in connection with their investments. You should contact
your Intermediary for information regarding such charges, as these fees, if any,
may affect the return such customers realize with respect to their investments.
These Intermediaries may receive payments from the Fund or Goldman Sachs for the
services provided by them with respect to the Fund’s Class R6 Shares. These
payments may be in addition to other payments borne by the Fund.
The
Investment Adviser, Distributor and/or their affiliates do not make payments or
provide services to Intermediaries to promote the sale, distribution and/or
servicing of Class R6 Shares of the Fund.
In addition
to Class R6 Shares, the Fund also offers other classes of shares to investors.
These other share classes are subject to different fees and expenses (which
affect performance) and are entitled to different services than Class R6 Shares.
Information regarding these other share classes may be obtained from your
Intermediary or from Goldman Sachs by calling the number on the back cover of
the Prospectus.
What Is My Minimum
Investment In The Fund?
For Class
R6 Shares, the minimum initial investment is $5,000,000 for institutional
investors, including companies, foundations, endowments, municipalities, trusts
and other entities who purchase Class R6 Shares directly with the Transfer
Agent. No minimum amount is otherwise required for initial purchases or
additional investments in Class R6 Shares.
What Else Should I
Know About Share Purchases?
The Trust
reserves the right to:
◼
Refuse to
open an account or require an Intermediary to refuse to open an account if you
fail to (i) provide a taxpayer identification number, a Social Security Number
or other government-issued identification; or (ii) certify that such number or
other information is correct (if required to do so under applicable
law).
◼
Reject or
restrict any purchase or exchange order by a particular purchaser (or group of
related purchasers) for any reason in its discretion.
◼
Close the
Fund to new investors from time to time and reopen the Fund whenever it is
deemed appropriate by the Investment Adviser.
◼
Provide
for, modify or waive the minimum investment requirements.
◼
Modify the
manner in which Class R6 Shares are offered.
The Board
has not adopted policies and procedures with respect to frequent purchases and
redemptions of Fund shares in light of the nature and high quality of the Fund’s
investments.
Shares of
the Fund are only registered for sale in the United States and certain of its
territories. Generally, shares of the Fund will only be offered or sold to “U.S.
persons” and all offerings or other solicitation activities will be conducted
within the United States, in accordance with the rules and regulations of the
Securities Act of 1933, as amended (“Securities Act”).
The Fund
may allow you to purchase shares through an Intermediary with securities instead
of cash if consistent with the Fund’s investment policies and operations and
approved by the Investment Adviser.
Notwithstanding
the foregoing, the Trust and Goldman Sachs reserve the right to reject or
restrict purchase or exchange requests from any investor. The Trust and Goldman
Sachs will not be liable for any loss resulting from rejected purchase or
exchange orders.
Please be
advised that abandoned or unclaimed property laws for certain states (to which
your account may be subject) require financial organizations to transfer
(escheat) unclaimed property (including shares of the Fund) to the appropriate
state if no activity occurs in an account for a period of time specified by
state law. For IRA accounts escheated to a state under these abandoned property
laws, the escheatment will generally be treated as a taxable distribution to
you; federal and any applicable state income tax will be withheld. This may
apply to your Roth IRA as well.
17
Customer
Identification Program. Federal law
requires the Fund to obtain, verify and record identifying information for
certain investors, which will be reviewed solely for customer identification
purposes, which may include the name, residential or business street address,
date of birth (for an individual), Social Security Number or taxpayer
identification number or other information, for each investor who opens an
account directly with the Fund. Applications without the required information
may not be accepted by the Fund. Throughout the life of your account, the Fund
may request updated identifying information in accordance with their Customer
Identification Program. After accepting an application, to the extent permitted
by applicable law or their Customer Identification Program, the Fund reserves
the right to: (i) place limits on transactions in any account until the identity
of the investor is verified; (ii) refuse an investment in the Fund; or (iii)
involuntarily redeem an investor’s shares and close an account in the event that
the Fund is unable to verify an investor’s identity or are unable to obtain all
required information. The Fund and its agents will not be responsible for any
loss or any tax liability in an investor’s account resulting from the investor’s
delay in providing all required information or from closing an account and
redeeming an investor’s shares pursuant to their Customer Identification
Program.
How Are Shares
Priced?
The price
you pay when you buy shares is the Fund’s next-determined NAV per share after
the Transfer Agent (or, if applicable, an Authorized Institution) has received
and accepted your order in proper form. The price you receive when you sell
shares is the Fund’s next-determined NAV per share after the Transfer Agent (or,
if applicable, an Authorized Institution) has received and accepted your order
in proper form, with the redemption proceeds reduced by any applicable charges.
The Fund generally calculates NAV as follows:
|
NAV
= |
(Value
of Assets of the Class)
–
(Liabilities of the Class) |
|
|
Number
of Outstanding Shares of the
Class |
The Fund
seeks to maintain a stable NAV per share of $1.00 based on the amortized cost
method of valuation. This method involves valuing an instrument at its cost and
thereafter applying a constant amortization to maturity of any discount or
premium, regardless of the impact of fluctuating interest rates on the market
value of the investment. Amortized cost will normally approximate market value.
There can be no assurance that the Fund will be able at all times to maintain a
stable NAV per share of $1.00. Please note the following with respect to the
price at which your transactions are processed:
◼
The NAV per
share of each share class of the Fund is generally calculated by the Fund’s
accounting agent on each business day as of 5:00 p.m. Eastern Time. Shares of
the Fund will also generally be priced throughout the day by the Fund’s
accounting agent for the purpose of fulfilling intra-day purchase or redemption
orders. Except as provided below, Fund shares will be priced on any day the New
York Stock Exchange is open, including days on which the Federal Reserve Bank is
closed for local holidays (i.e., Columbus Day and Veterans Day). Fund shares
will generally not be priced on any day the New York Stock Exchange is closed,
although Fund shares may be priced on days when the New York Stock Exchange is
closed if the Securities Industry and Financial Markets Association (“SIFMA”)
recommends that the bond markets remain open for all or part of the
day.
◼
On any
business day when the SIFMA recommends that the bond markets close early, the
Fund reserves the right to close at or prior to the SIFMA recommended closing
time. If the Fund does so, it will cease granting same business day credit for
purchase and redemption orders received after the Fund’s closing time and credit
will be given on the next business day.
◼
The Trust
reserves the right to advance the time by which purchase and redemption orders
must be received for same business day credit as otherwise permitted by the
SEC.
Most money
market securities settle on the same day as they are traded and are required to
be recorded and factored into the Fund’s NAV on the trade date (T). Investment
transactions not settling on the same day as they are traded may be recorded and
factored into the Fund’s first scheduled NAV calculation on the business day
following trade date (T+1), consistent with industry practice. The use of T+1
accounting generally does not, but may, result in a NAV that differs materially
from the NAV that would result if all transactions were reflected on their trade
dates.
Note:
The time at which transactions and shares are priced and the time by which
orders must be received may be changed in case of an emergency or if regular
trading on the New York Stock Exchange and/or the bond markets stopped at a time
other than its regularly scheduled closing time. In the event the New York Stock
Exchange and/or the bond markets do not open for business, the Trust may, but is
not required to, open the Fund for purchase, redemption and exchange
transactions if the Federal Reserve wire payment system is open. To learn
whether the Fund is open for business during this situation, please call the
appropriate phone number found on the back cover of the Prospectus.
18
Shareholder
Guide
Each Fund
relies on various sources to calculate its NAV. The ability of the Fund’s
accounting agent to calculate the NAV per share of each share class of the Fund
is subject to operational risks associated with processing or human errors,
systems or technology failures, and errors caused by third party service
providers, data sources, or trading counterparties. Such failures may result in
delays in the calculation of the Fund’s NAV and/or the inability to calculate
NAV over extended time periods. The Fund may be unable to recover any losses
associated with such failures, and it may be necessary for alternative
procedures to be followed to price portfolio securities when determining the
Fund’s NAV.
When Do Shares Begin
Earning Dividends?
If a
purchase order is received by the Transfer Agent (or, if applicable, the
Authorized Institution) on a business day by 5:00 p.m. Eastern Time and payment
in federal funds is wired to and received by the Fund by the close of the
Federal Reserve wire transfer system (normally, 6:00 p.m. Eastern Time), then
dividends will begin to accrue on the same business day that the wire purchase
order is received.
If payment
is received on a business day after the deadline specified above, you will not
earn dividends on the day the purchase order is received. Also, in the event a
purchase order is placed by the deadline specified above but an anticipated wire
payment is not received by the Fund by the close of the Federal Reserve wire
transfer system that same day, your purchase will be cancelled and you may be
liable for any resulting losses or fees incurred by the Fund, the Transfer
Agent, or the Fund’s custodian. For purchase orders accompanied by check,
dividends will normally begin to accrue within two business days of the Transfer
Agent’s receipt of the check.
|
How
to Sell Shares |
How Can I Sell Class
R6 Shares Of The Fund?
Generally,
Class R6 Shares may be sold (redeemed) only through Intermediaries. Customers of
an Intermediary will normally give their redemption instructions to the
Intermediary, and the Intermediary will, in turn, place the order with the
Transfer Agent. On any business day the Fund is open, the Fund will generally
redeem its Class R6 Shares upon request at their NAV per share next-determined
after the Transfer Agent (or, if applicable, the Authorized Institution) has
received and accepted a redemption order in proper form, as described under “How
To Buy Shares—How Can I Purchase Class R6 Shares Of The Fund?”
above.
Redemptions
may be requested via electronic trading platform (through your Intermediary), in
writing or by telephone (unless the Intermediary opts out of the telephone
redemption privilege on the account application). The Fund may transfer
redemption proceeds to an account with your Intermediary. In the alternative,
your Intermediary may request that redemption proceeds be sent to you by check
or wire (if the wire instructions are designated in the current records of the
Transfer Agent). You should contact your Intermediary to discuss redemptions and
redemption proceeds.
When Do I Need A
Medallion Signature To Redeem Shares?
Generally,
a redemption request must be in writing and signed by an authorized person with
a Medallion signature guarantee if:
◼
You would
like the redemption proceeds sent to an address that is not your address of
record; or
◼
You would
like the redemption proceeds sent to a domestic bank account that is not
designated in the current records of the Transfer Agent.
A Medallion
signature guarantee must be obtained from a bank, brokerage firm or other
financial intermediary that is a member of an approved Medallion Guarantee
Program or that is otherwise approved by the Trust. A notary public cannot
provide a Medallion signature guarantee. The written request may be confirmed by
telephone with both the requesting party and the designated Intermediary to
verify instructions. Additional documentation may be required.
What Do I Need To
Know About Telephone Redemption Requests?
The Trust,
the Distributor and the Transfer Agent will not be liable for any loss you may
incur in the event that the Trust accepts unauthorized telephone redemption
requests that the Trust reasonably believes to be genuine. The Trust may accept
telephone redemption instructions from any person identifying himself or herself
as the owner of an account or the owner’s registered representative where the
owner has not declined in writing to use this service. Thus, you risk possible
losses if a telephone redemption is not authorized by you.
In an
effort to prevent unauthorized or fraudulent redemption and exchange requests by
telephone, Goldman Sachs and SS&C Global Investor and Distributor Solutions,
Inc. (“SS&C”) each employ reasonable procedures specified by the Trust to
confirm that such instructions are genuine. The following general policies are
currently in effect:
◼
Telephone
requests are recorded.
19
◼
Proceeds of
telephone redemption requests will be sent to your address of record or
authorized account designated in the current records of the Transfer Agent
(unless you provide written instructions and a Medallion signature guarantee,
indicating another address or account).
◼
For the
30-day period following a change of address, telephone redemptions will only be
filled by a wire transfer to the authorized account designated in the current
records of the Transfer Agent (see immediately preceding bullet point). In order
to receive the redemption by check during this time period, the redemption
request must be in the form of a written letter (a Medallion signature guarantee
may be required).
◼
The
telephone redemption option does not apply to Class R6 Shares held in an account
maintained and serviced by your Intermediary. If your Class R6 Shares are held
in an account with an Intermediary, you should contact your registered
representative of record, who may make telephone redemptions on your
behalf.
◼
The
telephone redemption option may be modified or terminated at any time without
prior notice.
Note:
It may be difficult to make telephone redemptions in times of unusual economic
or market conditions.
When Will Redemption
Proceeds Be Paid?
Redemption
proceeds will normally be paid to the domestic bank account designated in the
current records of the Transfer Agent, on the same day of the redemption order,
if the redemption order is accepted in proper form by the Transfer Agent or your
Authorized Institution, if any, by the times listed in the chart
below:
|
Fund
Receives Redemption Request |
Redemption
Proceeds |
Dividends |
|
◼ Financial
Square Government |
|
|
|
◼ By
5:00 p.m. Eastern Time |
Wired
same business day |
Not
earned on day request is accepted |
|
|
|
|
|
|
Checks
sent next business day |
Earned
on day request is accepted |
Redemption
proceeds will normally be paid by the close of the Federal Reserve wire transfer
system (normally, 6:00 p.m. Eastern Time). You will not earn a dividend on the
day a redemption order is accepted, except for redemption proceeds paid by
check, which earn a dividend on the day a redemption order is
accepted.
◼
Although
redemption proceeds will normally be paid as described above, under certain
circumstances (such as unusual market conditions or in cases of very large
redemptions or excessive trading), redemption proceeds may be paid the next
business day following receipt of a properly executed wire transfer redemption
request. Redemption requests or payments may be postponed or suspended for
longer than one day only for periods during which there is a non-routine closure
of the Federal Reserve wire payment system or applicable Federal Reserve Banks
or as permitted under those circumstances specifically enumerated under Section
22(e) of the Investment Company Act and Rule 22e-3 thereunder, namely if (i) the
New York Stock Exchange is closed for trading or trading is restricted; (ii) an
emergency exists which makes the disposal of securities owned by the Fund or the
fair determination of the value of the Fund’s net assets not reasonably
practicable; (iii) the SEC, by order or regulation, permits the suspension of
the right of redemption; or (iv) the Fund, as part of a liquidation of the Fund,
has suspended redemption of shares.
◼
If you are
selling shares you recently paid for by check, the Fund will pay you when your
check has cleared, which may take up to 15 days.
◼
If the
Federal Reserve Bank is closed on the day that the redemption proceeds would
ordinarily be wired, wiring the redemption proceeds may be delayed until the
Federal Reserve Bank reopens.
◼
To change
the bank wiring instructions designated in the current records of the Transfer
Agent, you must send written instructions signed by an authorized person
designated in the current records of the Transfer Agent. A Medallion signature
guarantee may be required if you are requesting a redemption in conjunction with
the change.
◼
None of the
Trust, Investment Adviser or Goldman Sachs assumes any responsibility for the
performance of your bank or Intermediary in the transfer process. If a problem
with such performance arises, you should deal directly with your bank or
Intermediary.
What Else Do I Need
To Know About Redemptions?
The
following generally applies to redemption requests:
◼
Additional
documentation may be required when deemed appropriate by the Transfer Agent. A
redemption request will not be in proper form until such additional
documentation has been received.
20
Shareholder
Guide
◼
Intermediaries
are responsible for the timely transmittal of redemption requests by their
customers to the Transfer Agent. In order to facilitate the timely transmittal
of redemption requests, Intermediaries may set times by which they must receive
redemption requests. Intermediaries may also require additional documentation
from you. The Trust, Transfer Agent, Investment Adviser and their affiliates
will not be responsible for any loss in connection with orders that are not
transmitted to the Transfer Agent by an Intermediary on a timely
basis.
The Trust
reserves the right to:
◼
Redeem your
shares in the event your Intermediary’s relationship with Goldman Sachs is
terminated and you do not transfer your account to another
Intermediary.
◼
Redeem your
shares if the Fund determines that you do not meet its requirements concerning
investor eligibility as set forth in the Prospectus.
◼
Redeem your
shares in the case of actual or suspected threatening conduct or actual or
suspected fraudulent, suspicious or illegal activity by you or any other
individual associated with your account.
◼
Subject to
applicable law, redeem your shares in other circumstances determined by the
Board to be in the best interest of the Trust.
◼
Pay
redemptions by a distribution in-kind of securities (instead of cash). If you
receive redemption proceeds in-kind, you should expect to incur transaction
costs upon the disposition of those securities. In addition, if you receive
redemption proceeds in-kind, you will be subject to market gains or losses upon
the disposition of those securities.
◼
Reinvest
any amounts (e.g., dividends, distributions or redemption proceeds) which you
have elected to receive by check should your check remain uncashed for more than
180 days. No interest will accrue on amounts represented by uncashed checks.
Your check will be reinvested in your account at the NAV on the day of the
reinvestment. When reinvested, those amounts are subject to the risk of loss
like any Fund investment. If you elect to receive distributions in cash and a
check remains uncashed for more than 180 days, your cash election may be changed
automatically to reinvest and your future dividend and capital gains
distributions will be reinvested in the Fund at the NAV as of the date of
payment of the distribution. This provision may not apply to certain retirement
or qualified accounts, accounts with a non-U.S. address or closed accounts. Your
participation in a systematic withdrawal program may be terminated if a check
remains uncashed.
◼
Charge an
additional fee in the event a redemption is made via wire transfer.
The Fund
typically expects to meet redemption requests by using holdings of cash or cash
equivalents and/or proceeds from the sale of portfolio holdings. In addition,
under stressed market conditions, as well as for other temporary or emergency
purposes, the Fund may distribute redemption proceeds in-kind (instead of cash),
access a line of credit or overdraft facility, or borrow through other sources
to meet redemption requests.
None of the
Trust, Investment Adviser, or Goldman Sachs will be responsible for any loss in
an investor’s account or tax liability resulting from an involuntary
redemption.
While the Board has no
current intention to subject the Fund to liquidity fees, the Board reserves the
ability to subject the Fund to liquidity fees in the future after providing at
least sixty days’ prior notice to shareholders.
Can I Exchange My
Investment From One Goldman Sachs Fund To Another Goldman Sachs
Fund?
You may
exchange Class R6 Shares of a Goldman Sachs Fund at NAV for certain shares of
another Goldman Sachs Fund.
The
exchange privilege may be materially modified or withdrawn at any time upon 60
days written notice. You should contact your Intermediary to arrange for
exchanges of shares of the Fund for shares of another Goldman Sachs
Fund.
You should
keep in mind the following factors when making or considering an
exchange:
◼
You should
obtain and carefully read the prospectus of the Goldman Sachs Fund you are
acquiring before making an exchange. You should be aware that not all Goldman
Sachs Funds offer all share classes.
◼
Currently,
the Fund does not impose any charge for exchanges, although the Fund may impose
a charge in the future.
◼
All
exchanges which represent an initial investment in a Goldman Sachs Fund must
satisfy the minimum initial investment requirement of that Fund. This
requirement may be waived at the discretion of the Trust. Exchanges into the
Fund need not meet the traditional minimum initial investment requirements for
that Fund if the entire balance of the original Goldman Sachs Fund account is
exchanged.
◼
Exchanges
are available only in states where exchanges may be legally made.
◼
It may be
difficult to make telephone exchanges in times of unusual economic or market
conditions.
◼
Goldman
Sachs and SS&C may use reasonable procedures described above in “How
To Sell Shares—What Do I Need To Know About Telephone Redemption
Requests?” in an
effort to prevent unauthorized or fraudulent telephone exchange
requests.
◼
Normally, a
telephone exchange will be made only to an identically registered
account.
◼
A Medallion
signature guarantee may be required.
21
◼
Exchanges
into a Goldman Sachs Fund or certain shares of a Goldman Sachs Fund that are
closed to new or certain types of investors, in accordance with its investor
eligibility requirements, may be restricted.
For federal
income tax purposes, an exchange from one Goldman Sachs Fund to another is
treated as a redemption of the shares surrendered in the exchange, on which you
may be subject to tax, followed by a purchase of shares received in the
exchange. You should consult your tax adviser concerning the tax consequences of
an exchange.
What Types Of Reports
Will I Be Sent Regarding My Investments In Class R6 Shares?
Intermediaries
are responsible for providing any communication from the Fund to shareholders,
including but not limited to prospectuses, prospectus supplements, proxy
materials and notices regarding the sources of dividend payments under Section
19 of the Investment Company Act. They may charge additional fees not described
in the Prospectus to their customers for such services.
You will be
provided with a monthly account statement. If your account is held through your
Intermediary, you may receive your statements and confirmations from your
Intermediary on a different schedule.
You will
also receive an annual shareholder report containing audited financial
statements and a semi-annual shareholder report. If you have consented to the
delivery of a single copy of shareholder reports, prospectuses and other
information to all shareholders who share the same mailing address with your
account, you may revoke your consent at any time by contacting your Intermediary
or Goldman Sachs Funds at the appropriate phone number or address found on the
back cover of the Prospectus. The Fund will begin sending individual copies to
you within 30 days after receipt of your revocation. If your account is held
through an Intermediary, please contact the Intermediary to revoke your
consent.
22
Taxation
As with any
investment, you should consider how your investment in the Fund will be taxed.
The tax information below is provided as general information. More tax
information is available in the SAI. You should consult your tax adviser about
the federal, state, local or foreign tax consequences of your investment in the
Fund. Except as otherwise noted, the tax information provided assumes that you
are a U.S. citizen or resident.
Unless your
investment is through an IRA or other tax-advantaged account, you should
carefully consider the possible tax consequences of Fund
distributions.
|
DISTRIBUTIONS |
The Fund
contemplates declaring as dividends each year all or substantially all of its
net investment income. However, the Fund reserves the right to reduce or
withhold income and/or gains. Fund distributions of investment income are
generally taxable as ordinary income for federal tax purposes, and may also be
subject to state or local taxes. This is true whether you reinvest your
distributions in additional Fund shares or receive them in cash. Distributions
of short-term capital gains are taxable to you as ordinary income. Any long-term
capital gain distributions are taxable as long-term capital gains, no matter how
long you have owned your Fund shares.
It is anticipated that
substantially all of the distributions by the Fund will be taxable as ordinary
income. You should note that these distributions will not qualify for the
reduced tax rate applicable to certain qualified dividends or for the corporate
dividends-received deduction because the Fund’s investment income will consist
generally of interest income rather than corporate dividends.
An
additional 3.8% Medicare tax is imposed on certain net investment income
(including ordinary dividends and capital gain distributions received from the
Fund and net gains from redemptions or other taxable dispositions of Fund
shares) of U.S. individuals, estates and trusts to the extent that such person’s
“modified adjusted gross income” (in the case of an individual) or “adjusted
gross income” (in the case of an estate or trust) exceeds certain threshold
amounts.
Although
distributions are generally treated as taxable to you in the year they are paid,
distributions declared in December but paid in January will be taxable as if
they were paid in December. The Fund will inform shareholders of the character
and tax status of all distributions promptly after the close of each calendar
year.
To the
extent that Fund distributions are attributable to interest on certain federal
obligations or interest on obligations of your state of residence or its
municipalities or authorities, they will in most cases be exempt from state and
local income taxes.
|
SALES |
Generally,
your sale of Fund shares is a taxable transaction for federal income tax
purposes, and may also be subject to state and local taxes. Because the Fund
intends to maintain a stable NAV of $1.00 per share, shareholders will typically
not recognize a gain or loss when they sell or exchange their shares of the
Fund, because the amount realized will be the same as their tax basis in the
shares.
|
OTHER
INFORMATION |
When you
open your account, you should provide your social security or tax identification
number on your account application. By law, the Fund must withhold 24% of your
taxable distributions and any redemption proceeds if you do not provide your
correct Taxpayer Identification Number, or certify that it is correct, or if the
Internal Revenue Service instructs the Fund to do so.
Non-U.S. investors will
generally be subject to U.S. withholding tax with respect to dividends received
from the Fund and may be subject to estate tax with respect to their Fund
shares. However, withholding is generally not required on properly
reported
distributions
to non-U.S. investors of long-term capital gains. Likewise, non-U.S. investors
generally are not subject to U.S. federal income tax withholding on
distributions paid in respect of certain U.S. source interest income or
short-term capital gains that are so reported by the Fund. However, depending
upon its circumstances, the Fund may report all, some or none of its potentially
eligible dividends as U.S. source interest income or short-term capital gains
and/or treat such dividends, in whole or in part, as ineligible for this
exemption from withholding. In the case of shares held through an intermediary,
the intermediary may withhold even if the Fund reports the payment from U.S.
source interest income or short-term capital gain.
The Fund is
required to withhold U.S. tax (at a 30% rate) on payments of taxable dividends
made to certain non-U.S. entities that fail to comply (or be deemed compliant)
with extensive reporting and withholding requirements designed to inform the
U.S. Department of the Treasury of U.S.-owned foreign investment accounts.
Shareholders may be requested to provide additional information to the Fund to
enable the Fund to determine whether withholding is
required.
23
Appendix
A
Additional
Information on the Fund
This
section provides further information on certain types of securities and
investment techniques that may be used by the Fund, including its associated
risks. Additional information is provided in the SAI, which is available upon
request. Among other things, the SAI describes certain fundamental policies and
investment restrictions that cannot be changed without shareholder approval. You
should note, however, that all investment policies not specifically designated
as fundamental are non-fundamental and may be changed without shareholder
approval. If there is a change in the Fund’s investment objective, you should
consider whether the Fund remains an appropriate investment in light of your
then current financial position and needs. The Fund may purchase other types of
securities or instruments similar to those described in this section if
otherwise consistent with the Fund’s investment objective and
policies.
U.S.
Treasury Obligations and U.S. Government Securities. The Fund
may invest in U.S. Treasury Obligations, which include, among other things, the
separately traded principal and interest components of securities guaranteed or
issued by the U.S. Treasury if such components are traded independently under
the Separate Trading of Registered Interest and Principal of Securities program
(“STRIPS”). U.S. Treasury Obligations may also include Treasury
inflation-protected securities whose principal value is periodically adjusted
according to the rate of inflation.
The Fund
may invest in U.S. Government Securities. Unlike U.S. Treasury Obligations, U.S.
Government Securities can be supported by either (i) the full faith and credit
of the U.S. Treasury (such as the Government National Mortgage Association
(“Ginnie Mae”)); (ii) the right of the issuer to borrow from the U.S. Treasury;
(iii) the discretionary authority of the U.S. government to purchase certain
obligations of the issuer; or (iv) only the credit of the issuer.
U.S.
Government Securities are deemed to include (i) securities for which the payment
of principal and interest is backed by an irrevocable letter of credit issued by
the U.S. government, its agencies, authorities or instrumentalities; and (ii)
participations in loans made to foreign governments or their agencies that are
so guaranteed. Certain of these participations may be regarded as illiquid. U.S.
Government Securities also include zero coupon bonds.
The Fund
invests in U.S. Treasury Obligations and certain U.S. Government Securities, the
interest from which is generally exempt from state income taxation. Securities
generally eligible for this exemption include those issued by the U.S. Treasury
and certain agencies, authorities or instrumentalities of the U.S. government,
including the Federal Home Loan Banks, Federal Farm Credit Banks and Tennessee
Valley Authority.
U.S.
Treasury Obligations have historically involved little risk of loss of principal
if held to maturity. However, no assurance can be given that the U.S. government
will be able or willing to repay the principal or interest when due or provide
financial support to U.S. government agencies, authorities, instrumentalities or
sponsored enterprises that issue U.S. Government Securities if it is not
obligated to do so by law.
Repurchase
Agreements. The Fund
may enter into repurchase agreements with counterparties approved by the
Investment Adviser pursuant to procedures approved by the Board of Trustees.
Repurchase agreements are similar to collateralized loans, but are structured as
a purchase of securities by the Fund, subject to the seller’s agreement to
repurchase the securities at a mutually agreed upon date and price. The
difference between the original purchase price and the repurchase price is
normally based on prevailing short-term interest rates. Under a repurchase
agreement, the seller is required to furnish collateral at least equal in value
or market price to the amount of the seller’s repurchase obligation.
If the
seller under a repurchase agreement defaults, the Fund could suffer a loss to
the extent that the proceeds from the sale of the underlying securities and
other collateral held by the Fund are less than the repurchase price and the
Fund’s cost associated with delay and enforcement of the repurchase agreement.
In addition, in the event of bankruptcy or insolvency proceedings concerning the
seller, the Fund could suffer additional losses if the collateral held by the
Fund is subject to a court “stay” that prevents the Fund from promptly selling
the collateral. If this occurs, the Fund will bear the risk that the value of
the collateral will decline below the repurchase price. Furthermore, the Fund
could experience a loss if a court determines that the Fund’s interest in the
collateral is not enforceable.
In
evaluating whether to enter into a repurchase agreement, the Investment Adviser
will carefully consider the creditworthiness of the seller. Distributions of the
income from repurchase agreements will be taxable to the Fund’s shareholders. In
addition, interest generated by repurchase agreements with foreign
counterparties may, under certain circumstances, be considered U.S. source
interest income. The Fund, together with other registered investment companies
having advisory agreements with the Investment Adviser or any of its affiliates,
may transfer uninvested cash balances into a single joint account, the daily
aggregate balance of which will be invested in one or more repurchase
agreements.
24
Appendix
A
The Fund
currently enters into repurchase agreements with a variety of eligible
counterparties, including the Federal Reserve Bank of New York. Reduced
participation in the repurchase agreement market by these counterparties,
particularly the Federal Reserve Bank of New York, may affect the Fund’s
investment strategy, operations and/or return potential. The Fund considers
repurchase agreements with the Federal Reserve Bank of New York to be U.S.
Government Securities for purposes of Rule 2a-7.
Floating
and Variable Rate Obligations. The Fund
may purchase various floating and variable rate obligations. The value of these
obligations is generally more stable than that of a fixed rate obligation in
response to changes in interest rate levels. Subject to certain conditions under
Rule 2a-7 under the Investment Company Act, the Fund may consider the maturity
of a variable or floating rate obligation to be shorter than its ultimate stated
maturity if the obligation is a U.S. Government Security, if the obligation has
a remaining maturity of 397 calendar days or less, or if the obligation has a
demand feature that permits the Fund to receive payment at any time or at
specified intervals not exceeding 397 calendar days. The issuers or financial
intermediaries providing demand features may support their ability to purchase
the obligations by obtaining credit with liquidity supports. These may include
lines of credit, which are conditional commitments to lend, and letters of
credit, which will ordinarily be irrevocable, both of which may be issued by
domestic banks or foreign banks. The Fund may purchase variable or floating rate
obligations from the issuers or may purchase certificates of participation, a
type of floating or variable rate obligation, which are interests in a pool of
debt obligations held by a bank or other financial institution.
For floating and variable
rate obligations, there may be a lag between an actual change in the underlying
interest rate benchmark and the reset time for an interest payment of such an
obligation, which could harm or benefit a Fund, depending on the interest rate
environment or other circumstances. In a rising interest rate environment, for
example, a floating or variable rate obligation that does not reset immediately
would prevent a Fund from taking full advantage of the rising interest rates in
a timely manner. However, in a declining interest rate environment, a Fund may
benefit from a lag due to an obligation’s interest rate payment not being
immediately impacted by a decline in interest rates.
Certain floating and
variable rate obligations have an interest rate floor feature, which prevents
the interest rate payable by the security from dropping below a specified level
as compared to a reference interest rate (the “reference rate”), such as SOFR,
Term SOFR or another rate determined using SOFR. Such a floor protects a Fund
from losses resulting from a decrease in the reference rate below the specified
level. However, if the reference rate is below the floor, there will be a lag
between a rise in the reference rate and a rise in the interest rate payable by
the obligation, and a Fund may not benefit from increasing interest rates for a
significant amount of time.
Other
Investment Companies. The Fund
may invest in securities of other investment companies that are money market
funds, subject to statutory limitations prescribed by the Investment Company
Act, or exemptive relief thereunder. These statutory limitations include in
certain circumstances a prohibition on the Fund acquiring more than 3% of the
voting shares of any other investment company, and a prohibition on investing
more than 5% of the Fund’s total assets in securities of any one investment
company or more than 10% of its total assets in securities of all investment
companies.
Pursuant to
an exemptive order obtained from the SEC or under an exemptive rule adopted by
the SEC, the Fund may invest in other investment companies that are money market
funds beyond the statutory limits described above. Some of those money market
funds may be funds for which the Investment Adviser or any of its affiliates
serves as investment adviser, administrator or distributor.
The Fund
will indirectly bear its proportionate share of any management fees and other
expenses paid by such other investment companies, in addition to the fees and
expenses regularly borne by the Fund. Although the Fund does not expect to do so
in the foreseeable future, the Fund is authorized to invest substantially all of
its assets in a single open-end investment company that is a money market fund
that has substantially the same investment objective, policies and fundamental
restrictions as the Fund.
For
floating and variable rate obligations, there may be a lag between an actual
change in the underlying interest rate benchmark and the reset time for an
interest payment of such an obligation, which could harm or benefit a Fund,
depending on the interest rate environment or other circumstances. In a rising
interest rate environment, for example, the floating or variable rate obligation
that does not reset immediately would prevent the Fund from taking full
advantage of the rising interest rates in a timely manner. However, in a
declining interest rate environment, the Fund may benefit from a lag due to an
obligation’s interest rate payment not being immediately impacted by a decline
in interest rates.
Certain
floating and variable rate obligations have an interest rate floor feature,
which prevents the interest rate payable by the security from dropping below a
specified level as compared to a reference interest rate (the “reference rate”),
such as LIBOR. Such a floor protects the Fund from losses resulting from a
decrease in the reference rate below the specified level. However, if the
reference rate is below the floor, there will be a lag between a rise in the
reference rate and a rise in the interest rate payable by the obligation, and
the Fund may not benefit from increasing interest rates for a significant amount
of time.
25
When-Issued
Securities and Forward Commitments. The Fund
may purchase when-issued securities and make contracts to purchase or sell
securities for a fixed price at a future date beyond customary settlement time.
When-issued securities are securities that have been authorized, but not yet
issued. When-issued securities are purchased in order to secure what is
considered to be an advantageous price or yield to the Fund at the time of
entering into the transaction. A forward commitment involves entering into a
contract to purchase or sell securities for a fixed price at a future date
beyond the customary settlement period.
The
purchase of securities on a when-issued or forward commitment basis involves a
risk of loss if the value of the security to be purchased declines before the
settlement date. Conversely, the sale of securities on a forward commitment
basis involves the risk that the value of the securities sold may increase
before the settlement date. Although the Fund will generally purchase securities
on a when-issued or forward commitment basis with the intention of acquiring the
securities for its portfolio, the Fund may dispose of when-issued securities or
forward commitments prior to settlement if the Investment Adviser deems it
appropriate.
Illiquid
Securities. The Fund
may invest up to 5% of its total assets (measured at the time of purchase) in
illiquid securities (i.e.,
securities that cannot be sold or disposed of in seven days in the ordinary
course of business at approximately the value ascribed to them by the Fund).
Illiquid securities include:
◼
Both
domestic and foreign securities that are not readily marketable
◼
Certain
municipal leases and participation interests
◼
Certain
stripped mortgage-backed securities
◼
Repurchase
agreements and time deposits with a notice or demand period of more than seven
days
◼
Certain
restricted securities, unless it is determined, based upon a review of the
trading markets for a specific restricted security, that such restricted
security is liquid because it is so-called “4(2) commercial paper” or is
otherwise eligible for resale pursuant to Rule 144A under the Securities Act as
amended.
Investing
in restricted securities may decrease the liquidity of the Fund’s portfolio.
Securities purchased by a Fund that are liquid at the time of purchase may
subsequently become illiquid due to events relating to the issuer of the
securities, market events, economic conditions or investor
perception.
Borrowings. The Fund
may borrow up to 33 1∕3% of its
total assets (including the amount borrowed) from banks for temporary or
emergency purposes. For more information, see the SAI.
Downgraded
Securities. After its
purchase, a portfolio security may be assigned a lower rating or cease to be
rated, which may affect the market value and liquidity of the security. If this
occurs, the Fund may continue to hold the security if the Investment Adviser
believes it is in the best interest of the Fund and its
shareholders.
26
Appendix
B
Financial
Highlights
The
financial highlights tables are intended to help you understand the Fund's
financial performance for the past five years (or less if the Fund has
been in operation for less than five years). Certain information reflects
financial results for a single Fund share. The total returns in the table
represent the rate that an investor would have earned or lost on an investment
in the Fund (assuming reinvestment of all dividends and distributions). The
information has been audited by PricewaterhouseCoopers LLP, whose report, along
with the Fund's financial statements, is included in the Fund's most recent
annual report (available upon request).
Effective
September 1, 2020, the Fund’s fiscal year end was changed from August 31 to
November 30.
|
Government
Fund — Class R6 Shares |
Year
Ended
November
30, |
For
the
Period
Ended
November 30, 2020† |
Year
Ended August 31, | |||
|
2023 |
2022 |
2021 |
2020 |
2019 | ||
|
Per
Share Data | ||||||
|
Net
asset value, beginning of period |
$1.00 |
$1.00 |
$1.00 |
$1.00 |
$1.00 |
$1.00 |
|
Net
investment income(a) |
0.048 |
0.012 |
—
(b) |
—
(b) |
0.009 |
0.022 |
|
Net
realized gain |
— |
—
(b) |
—
(b) |
—
(b) |
0.001 |
—
(b) |
|
Total
from investment operations |
0.048 |
0.012 |
—
(b) |
—
(b) |
0.010 |
0.022 |
|
Distributions
to shareholders from net investment
income |
(0.048
) |
(0.012
) |
—
(b) |
—
(b) |
(0.010
) |
(0.022
) |
|
Distributions
to shareholders from net realized gains |
—
(b) |
—
(b) |
—
(b) |
—
(b) |
—
(b) |
—
(b) |
|
Total
distributions(c) |
(0.048
) |
(0.012
) |
—
(b) |
—
(b) |
(0.010
) |
(0.022
) |
|
Net
asset value, end of period |
$1.00 |
$1.00 |
$1.00 |
$1.00 |
$1.00 |
$1.00 |
|
Total
Return(d) |
4.93
% |
1.25
% |
0.03
% |
0.01
% |
0.97
% |
2.23
% |
|
Net
assets, end of year (in 000’s) |
$316,732 |
$268,194 |
$311,454 |
$91,630 |
$115,111 |
$96,804 |
|
Ratio
of net expenses to average net assets |
0.18
% |
0.15
% |
0.07
% |
0.18
%(e) |
0.18
% |
0.18
% |
|
Ratio
of total expenses to average net assets |
0.18
% |
0.18
% |
0.18
% |
0.18
%(e) |
0.18
% |
0.18
% |
|
Ratio
of net investment income to average net assets |
4.83
% |
1.26
% |
0.03
% |
—
%(e)(f) |
0.93
% |
2.20
% |
†
The
Fund changed its fiscal year end from August 31 to November 30.
(a)
Calculated
based on the average shares outstanding methodology.
(b)
Amount
is less than $0.0005 per share.
(c)
Distributions
may not coincide with the current year net investment income or net realized
gains as distributions may be paid from current or prior year
earnings.
(d)
Assumes
reinvestment of all distributions. Returns do not reflect the deduction of taxes
that a shareholder would pay on Fund distributions. Total returns for periods
less than one full year are not annualized.
(e)
Annualized.
(f)
Amount
is less than 0.005%.
27
Money
Market Funds Prospectus (Class
R6 Shares)
|
FOR
MORE INFORMATION |
Annual/Semi-Annual
Report
Additional
information about the Fund’s investments is available in the Fund’s annual and
semi-annual reports to shareholders. In the Fund’s annual reports, you will find
a discussion of the market conditions and investment strategies that
significantly affected the Fund’s performance during the last fiscal
year.
Statement of
Additional Information
Additional
information about the Fund and its policies is also available in the Fund’s SAI.
The SAI is incorporated by reference into the Prospectus (i.e., is legally
considered part of the Prospectus).
The Fund’s
annual and semi-annual reports and the SAI are available free upon request by
calling Goldman Sachs at 1-800-621-2550. You can also access and download the
annual and semi-annual reports and the SAI at the Fund’s website:
www.gsamfunds.com/moneymarketfunds.
From time
to time, certain announcements and other information regarding the Fund may be
found at www.gsamfunds.com/announcements-ind for
individual investors or www.gsamfunds.com/announcements
for
advisers.
To obtain
other information and for shareholder inquiries:
|
◼ By
telephone: |
1-800-621-2550 |
|
|
◼ By
mail: |
Goldman
Sachs Funds
71
South Wacker Drive
Suite
1200
Chicago,
IL 60606 |
|
|
◼ On
the Internet: |
SEC
EDGAR database – http://www.sec.gov |
|
Other
information about the Fund is available on the EDGAR Database on the SEC’s
internet site at http://www.sec.gov. You may
obtain copies of this information, after paying a duplicating fee, by electronic
request at the following e-mail address: [email protected].
The
Fund’s investment company registration number is 811-05349.
Goldman
Sachs Financial Square FundsSM
is a service mark of Goldman Sachs & Co. LLC
GSAM®
is a registered service mark of Goldman Sachs & Co. LLC
FSGOVPROR6-24