Compensation Matters | Non-Employee Director Compensation Program

DIRECTOR SUMMARY COMPENSATION TABLE

The following table sets forth the 2018 compensation for our non-employee directors as determined by SEC rules, which require us to include equity awards granted during 2018 and cash compensation earned for 2018. Generally, we grant equity-based awards and pay any cash compensation to our non-employee directors for a particular year shortly after that year’s end. Accordingly, this table includes RSUs granted in January 2018 for services performed in 2017 and cash paid in January 2019 for services performed in 2018 for those directors who received cash payments.

FEES EARNED OR STOCK AWARDS ($) (b) ALL OTHER TOTAL ($) PAID IN CASH ($) (a) COMPENSATION ($) (c) Michele Burns 100,000 500,184 19,986 620,170 Drew Faust 37,500 0 17,500 55,000 Mark Flaherty 75,000 500,184 20,000 595,184 William George 0 600,321 20,000 620,321 James Johnson 10,417 500,184 20,000 530,601 Ellen Kullman 0 575,224 20,000 595,224 0 575,224 0 575,224 0 600,321 20,000 620,321 0 600,321 20,000 620,321

David Viniar(d) 75,000 500,184 20,000 595,184 Mark Winkelman 0 575,224 45,000 620,224

(a) For 2018, Ms. Burns elected to receive her annual retainer and Committee Chair fee in cash, Mr. Johnson elected to receive his prorated Committee Chair fee in cash, and Messrs. Flaherty and Viniar and Dr. Faust elected to receive their annual retainers (prorated for Dr. Faust) in cash. (b)The grant date fair value of RSUs granted on January 18, 2018 for service in 2017 was based on the closing price per share of Common Stock on the NYSE on the date of grant ($250.97). These RSUs were vested upon grant and provide for delivery of the underlying shares of Common Stock on the first eligible trading day in the third quarter of the year following the year of the director’s retirement from our Board. (c) These values reflect the amounts that were donated to charities by our firm to match personal donations made by non-employee directors in connection with requests by these directors made prior to March 4, 2019 under the employee matching gift program for 2018. We allow our directors to participate in our employee matching gift program on the same terms as our non-PMD employees, matching gifts of up to $20,000 per participating individual. For Mr. Winkelman, the amount also represents an annual cash fee of $25,000 for his service as a member of the board of directors of our subsidiary, Goldman Sachs International, during 2018. (d)Due to his prior employment as CFO, Mr. Viniar continued to be able to recommend not-for-profit organizations that should receive donations from GS Gives as discussed in Compensation Matters—Compensation Discussion and Analysis—GS Gives. The amount donated to not-for- profit organizations by GS Gives based on Mr. Viniar’s recommendations in 2018 was $3,995,000.

Please refer to page 86 for information pertaining to the outstanding equity awards (all of which are vested) held by each non-employee director as of March 4, 2019, including RSUs granted in January 2019 for services performed in 2018. For more information on the work of our Board and its Committees, see Corporate Governance.

74 Goldman Sachs | Proxy Statement for the 2019 Annual Meeting of Shareholders