**UNITED STATESSECURITIES AND EXCHANGE COMMISSION**

**Washington, D.C. 20549**

**FORM 10-K**

 

(Mark One)

**/X/ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF1934**

**For the fiscal year ended December 31, 2016or**

**/ /  ****TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OFTHE SECURITIES EXCHANGE ACT OF 1934**

**For the transition period from _____ to _____Commission file number of the issuing entity: 333-165147-05**

**Central Index Key Number of the issuing entity:0001563166**

**J.P. Morgan Chase CommercialMortgage Securities Trust 2012-LC9**

**(exact name of the issuing entity as specified in itscharter)**

** **

**Central Index Key Number of the depositor: 0001013611**

**J.P. Morgan Chase CommercialMortgage Securities Corp.**

**(exact name of the depositor as specified in itscharter)**

** **

**Central Index Key Number of the sponsor: 0000835271**

**JPMorgan Chase Bank, NationalAssociation**

**(exact name of the sponsor as specified in its charter)**

** **

**Central Index Key Number of the sponsor: 0001541468**

**Ladder Capital Finance LLC**

**(exact name of the sponsor as specified in its charter)**

** **

| **New York****(State or other jurisdiction of  incorporation or organization of**

**the issuing entity)** | **38-3895993**

**38-3895994**

**38-7064544**

**(I.R.S. Employer**

**Identification Numbers)** |
|------------------------------------------------------------------------------------------------------------|---------------------------------------------------------------------------------------------------|

**c/o Wells Fargo Bank, National Association**

**as Certificate Administrator**

**9062 Old Annapolis Road**

**Columbia, MD**

**(Address of principalexecutive offices of the issuing entity)**

**21045**

**(Zip Code)**

**Registrant’s telephonenumber, including area code:**

**(212) 272-6858**

Securities registered pursuant to Section 12(b) of theAct:  None.

Securities registered pursuant to Section 12(g) of theAct:  None.

Indicate by check mark if the registrant is a well-knownseasoned issuer, as defined in Rule 405 of the Securities Act.  / / Yes/X/No

Indicate by check mark if the registrant is not required tofile reports pursuant to Section 13 or Section 15(d) of the Act.  / / Yes/X/No

Indicate by check mark whether the registrant (1) has filedall reports required to be filed by Section 13 or 15(d) of the SecuritiesExchange Act of 1934 during the preceding 12 months (or for such shorter periodthat the registrant was required to file such reports), and (2) has beensubject to such filing requirements for the past 90 days.  /X/Yes / /No

Indicate by check mark whether the registrant has submittedelectronically and posted on its corporate Web site, if any, every InteractiveData File required to be submitted and posted pursuant to Rule 405 ofRegulation S-T (Section 232.405 of this chapter) during the preceding 12 months(or for such shorter period that the registrant was required to submit and postsuch files).

Not applicable.

Indicate by check mark if disclosure of delinquent filerspursuant to Item 405 of Regulation S-K (Section 229.405 of this chapter) is notcontained herein, and will not be contained, to the best of registrant’sknowledge, in definitive proxy or information statements incorporated byreference in Part III of this Form 10-K or any amendment to this Form 10-K.  

Not applicable.

Indicate by check mark whether the registrant is a largeaccelerated filer, an accelerated filer, a non-accelerated filer, or a smallerreporting company. See definitions of “large accelerated filer”,“accelerated filer” and “smaller reporting company” inRule 12b-2 of the Exchange Act.

Large acceleratedfiler          //                                                                                                        Accelerated filer                                     / /

Non-acceleratedfiler           /X/  (Donot check if a smaller reporting company)                          Smaller reportingcompany                    / /

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

State the aggregate market value of the voting and non-votingcommon equity held by non-affiliates computed by reference to the price atwhich the common equity was last sold, or the average bid and asked price ofsuch common equity, as of the last business day of the registrant’s mostrecently completed second fiscal quarter.

Not applicable.

Indicate by check mark whether the registrant has filed alldocuments and reports required to be filed by Section 12, 13 or 15(d) of theSecurities Exchange Act of 1934 subsequent to the distribution of securitiesunder a plan confirmed by a court.  / / Yes / /No

Not applicable.

Indicate the number of shares outstanding of each of theregistrant’s classes of common stock, as of the latest practicable date.

Not applicable.

**DOCUMENTS INCORPORATED BY REFERENCE**

** **

List hereunder the following documents if incorporated byreference and the Part of the Form 10-K (e.g., Part I, Part II, etc.) intowhich the document is incorporated: (1) Any annual report to security holders;(2) Any proxy or information statement; and (3) Any prospectus filed pursuantto Rule 424(b) or (c) under the Securities Act of 1933. The listed documentsshould be clearly described for identification purposes (e.g., annual report tosecurity holders for fiscal year ended December 24, 1980).

Not applicable.

 

 

**EXPLANATORY NOTE**

 

The West County CenterMortgage Loan, which constituted approximately 12.1% of the asset pool of theissuing entity as of its cut-off date, is an asset of the issuing entity and ispart of a loan combination that includes the West County Center Mortgage Loanwhich is an asset of the issuing entity and one other *pari passu* loan,which is not an asset of the issuing entity. This loan combination, includingthe West County Center Mortgage Loan, is being serviced and administeredpursuant to the Pooling and Servicing Agreement, which is incorporated byreference as Exhibit 4 to this Annual Report on Form 10-K. Midland LoanServices, a Division of PNC Bank, National Association is the master servicerunder the Pooling and Servicing Agreement.  The responsibilities ofMidland Loan Services, a Division of PNC Bank, National Association, as primaryservicer of the loan combination with respect to the issuing entity, are subsumedwithin its responsibilities as master servicer under the Pooling and ServicingAgreement.  Thus, the servicer compliance statement provided by MidlandLoan Services, a Division of PNC Bank, National Association, as master servicerunder the Pooling and Servicing Agreement, encompasses its roles as both masterservicer and primary servicer with respect to the loan combination.

**PART I**

**Item 1.  Business.**

Omitted.

**Item 1A.  Risk Factors.**

Omitted.

**Item 1B.  Unresolved Staff Comments.**

None.

**Item 2.  Properties.**

Omitted.

**Item 3.  Legal Proceedings.**

Omitted.

**Item 4.  Mine Safety Disclosures.**

Not applicable.

**PART II**

**Item 5.  Market for Registrant’s Common Equity,Related Stockholder Matters and Issuer Purchases of Equity Securities.**

Omitted.

**Item 6.  Selected Financial Data.**

Omitted.

**Item 7.  Management’s Discussion and Analysisof Financial Condition and Results of Operations.**

Omitted.

**Item 7A.  Quantitative and Qualitative DisclosuresAbout Market Risk.**

Omitted.

**Item 8.  Financial Statements and Supplementary Data.**

Omitted.

**Item 9.  Changes in and Disagreements WithAccountants on Accounting and Financial Disclosure.**

Omitted.

**Item 9A.  Controls and Procedures.**

Omitted.

**Item 9B.  Other Information.**

None.

**PART III**

**Item 10.  Directors, Executive Officers and CorporateGovernance.**

Omitted.

**Item 11.  Executive Compensation.**

Omitted.

**Item 12.  Security Ownership of Certain BeneficialOwners and Management and Related Stockholder Matters.**

Omitted.

**Item 13.  Certain Relationships and RelatedTransactions, and Director Independence.**

Omitted.

**Item 14.  Principal Accounting Fees and Services.**

Omitted.

**ADDITIONAL DISCLOSURE ITEMS FOR REGULATION AB**

**Item 1112(b) of Regulation AB, Significant ObligorFinancial Information.**

The West County Center Mortgage Loan (Loan # 1 on Annex A-1of the prospectus supplement of the registrant relating to the issuing entityfiled on December 18, 2012 pursuant to Rule 424(b)(5)) constitutes asignificant obligor within the meaning of Item 1101(k)(2) of Regulation AB asdisclosed in the prospectus supplement. In accordance with Item 1112(b) ofRegulation AB, the most recent unaudited net operating income of thesignificant obligor was $21,943,251.00 for the twelve- month period endedDecember 31, 2016.

**Item 1114(b)(2) of Regulation AB, Significant EnhancementProvider Financial Information.**

No entity or group of affiliated entities provides any external creditenhancement or other support for the certificates within this transaction asdescribed under Item 1114(a) of Regulation AB.

**Item 1115(b) of Regulation AB, Certain DerivativesInstruments (Financial Information).**

No entity or group of affiliated entities provides anyderivative instruments or other support for the certificates within thistransaction as described under Item 1115 of Regulation AB.

**Item 1117 of Regulation AB, Legal Proceedings.**

The registrant knows of no material pending legal proceedinginvolving the trust or any party related to the trust, other than routinelitigation incidental to the duties of those respective parties, and thefollowing, with respect to Wells Fargo Bank, National Association, as trustee,certificate administrator and custodian:

On June 18, 2014, a group of institutional investors filed acivil complaint in the Supreme Court of the State of New York, New York County,against Wells Fargo Bank, N.A. (“Wells Fargo Bank”), in itscapacity as trustee under 276 residential mortgage backed securities (“RMBS”)trusts, which was later amended on July 18, 2014, to increase the number oftrusts to 284 RMBS trusts. On November 24, 2014, the plaintiffs filed a motionto voluntarily dismiss the state court action without prejudice. That same day,a group of institutional investors filed a putative class action complaint inthe United States District Court for the Southern District of New York (the“District Court”) against Wells Fargo Bank, alleging claimsagainst the bank in its capacity as trustee for 274 RMBS trusts (the “FederalCourt Complaint”). In December 2014, the plaintiffs’ motion tovoluntarily dismiss their original state court action was granted. As with theprior state court action, the Federal Court Complaint is one of six similarcomplaints filed contemporaneously against RMBS trustees (Deutsche Bank,Citibank, HSBC, Bank of New York Mellon and US Bank) by a group ofinstitutional investor plaintiffs. The Federal Court Complaint against WellsFargo Bank alleges that the trustee caused losses to investors and assertscauses of action based upon, among other things, the trustee's alleged failureto: (i) notify and enforce repurchase obligations of mortgage loan sellers forpurported breaches of representations and warranties, (ii) notify investors ofalleged events of default, and (iii) abide by appropriate standards of carefollowing alleged events of default. Relief sought includes money damages in anunspecified amount, reimbursement of expenses, and equitable relief. Othercases alleging similar causes of action have been filed against Wells FargoBank and other trustees in the District Court by RMBS investors in these andother transactions, and these cases against Wells Fargo Bank are proceedingbefore the same District Court judge. A similar complaint was also filed May27, 2016 in New York state court by a different plaintiff investor. On January19, 2016, an order was entered in connection with the Federal Court Complaintin which the District Court declined to exercise jurisdiction over 261 trustsat issue in the Federal Court Complaint; the District Court also allowedplaintiffs to file amended complaints as to the remaining, non-dismissedtrusts, if they so chose, and three amended complaints have been filed. OnDecember 17, 2016, the investor plaintiffs in the 261 trusts dismissed from theFederal Court Complaint filed a new complaint in New York state court (the“State Court Complaint”). Motions to dismiss all of theactions are pending except for the recently filed State Court Complaint. Therecan be no assurances as to the outcome of the litigations, or the possibleimpact of the litigations on the trustee or the RMBS trusts. However, WellsFargo Bank denies liability and believes that it has performed its obligationsunder the RMBS trusts in good faith, that its actions were not the cause of anylosses to investors, and that it has meritorious defenses, and it intends tocontest the plaintiffs’ claims vigorously. 

**Item 1119 of Regulation AB, Affiliations and CertainRelationships and Related Transactions.**

The information regarding this Item has been previouslyprovided in a prospectus supplement of the Registrant relating to the issuingentity filed on December 18, 2012 pursuant to Rule 424(b)(5).

**Item 1122 of Regulation AB, Compliance with ApplicableServicing Criteria.**

The reports on assessments of compliance with the servicingcriteria for asset-backed securities and related attestation reports on suchassessments of compliance with respect to the mortgage loans are attachedhereto under Item 15 to this Annual Report on Form 10-K. Attached as Exhibit AAto the Pooling and Servicing Agreement incorporated by reference as Exhibit 4to this Annual Report on Form 10-K is a chart identifying the entitiesparticipating in a servicing function for the transaction responsible for eachapplicable servicing criteria set forth in Item 1122(d).

**Item 1123 of Regulation AB, Servicer Compliance Statement.**

The servicer compliance statements are attached as Exhibitsto this Annual Report on Form 10-K.

** **

**PART IV**

 

**Item15. Exhibits, Financial Statement Schedules**

 

(a)The following is a list of documents filed as part of this Annual Report onForm 10-K:

 

(1)Not applicable

 

(2)Not applicable

 

(3)See below

 

4Pooling and Servicing Agreement, dated as of December 1, 2012, by and amongJ.P. Morgan Chase Commercial Mortgage Securities Corp., as Depositor, MidlandLoan Services, a Division of PNC Bank, National Association, as MasterServicer, Rialto Capital Advisors, LLC, as Special Servicer, Wells Fargo Bank,National Association, as Certificate Administrator, Wells Fargo Bank, NationalAssociation, as Trustee, and Pentalpha Surveillance LLC, as Senior TrustAdvisor (filed as Exhibit 4.1 to the registrant’s Current Report on Form8-K filed on December 21, 2012 under Commission File No. 333-165147-05 andincorporated by reference herein).

 

31Rule 13a-14(d)/15d-14(d) Certifications.

 

33Reports on assessment of compliance with servicing criteria for asset-backedsecurities.

| 33.1 Midland Loan Services,   a Division of PNC Bank, National Association, as Master Servicer                                                             |
|------------------------------------------------------------------------------------------------------------------------------------------------------------|
| 33.2 Rialto Capital  Advisors, LLC, as Special Servicer                                                                                                    |
| 33.3 Wells Fargo Bank,  National Association, as Trustee and Certificate Administrator                                                                     |
| 33.4 Wells Fargo Bank,  National Association, as Custodian                                                                                                 |
| 33.5 Pentalpha Surveillance LLC,  as Senior Trust Advisor                                                                                                  |
| 33.6 Midland Loan Services,  a Division of PNC Bank, National Association, as Primary Servicer of the West  County Center Mortgage Loan (see Exhibit 33.1) |
| 33.7 Rialto Capital  Advisors, LLC, as Special Servicer of the West County Center Mortgage Loan  (see Exhibit 33.2)                                        |
| 33.8 Wells Fargo Bank,  National Association, as Trustee and Certificate Administrator of the West  County Center Mortgage Loan (see Exhibit 33.3)         |
| 33.9 Wells Fargo Bank, National  Association, as Custodian of the West County Center Mortgage Loan (see  Exhibit 33.4)                                     |
| 33.10 Pentalpha Surveillance  LLC, as Senior Trust Advisor of the West County Center Mortgage Loan (see  Exhibit 33.5)                                     |

 

34Attestation reports on assessment of compliance with servicing criteria forasset-backed securities.

| 34.1 Midland Loan Services,   a Division of PNC Bank, National Association, as Master Servicer                                                             |
|------------------------------------------------------------------------------------------------------------------------------------------------------------|
| 34.2 Rialto Capital  Advisors, LLC, as Special Servicer                                                                                                    |
| 34.3 Wells Fargo Bank, National  Association, as Trustee and Certificate Administrator                                                                     |
| 34.4 Wells Fargo Bank,  National Association, as Custodian                                                                                                 |
| 34.5 Pentalpha Surveillance  LLC, as Senior Trust Advisor                                                                                                  |
| 34.6 Midland Loan Services,  a Division of PNC Bank, National Association, as Primary Servicer of the West  County Center Mortgage Loan (see Exhibit 34.1) |
| 34.7 Rialto Capital  Advisors, LLC, as Special Servicer of the West County Center Mortgage Loan  (see Exhibit 34.2)                                        |
| 34.8 Wells Fargo Bank, National  Association, as Trustee and Certificate Administrator of the West County  Center Mortgage Loan (see Exhibit 34.3)         |
| 34.9 Wells Fargo Bank,  National Association, as Custodian of the West County Center Mortgage Loan  (see Exhibit 34.4)                                     |
| 34.10 Pentalpha Surveillance  LLC, as Senior Trust Advisor of the West County Center Mortgage Loan (see  Exhibit 34.5)                                     |
|                                                                                                                                                       |   |

 

35Servicer compliance statements.

| 35.1 Midland Loan Services,   a Division of PNC Bank, National Association, as Master Servicer                                                             |
|------------------------------------------------------------------------------------------------------------------------------------------------------------|
| 35.2 Rialto Capital  Advisors, LLC, as Special Servicer                                                                                                    |
| 35.3 Wells Fargo Bank,  National Association, as Certificate Administrator                                                                                 |
| 35.4 Midland Loan Services,  a Division of PNC Bank, National Association, as Primary Servicer of the West  County Center Mortgage Loan (see Exhibit 35.1) |
| 35.5 Rialto Capital  Advisors, LLC, as Special Servicer of the West County Center Mortgage Loan  (see Exhibit 35.2)                                        |
| 35.6 Wells Fargo Bank, National  Association, as Certificate Administrator of the West County Center Mortgage  Loan (see Exhibit 35.3)                     |
|                                                                                                                                                       |   |

 

99.1Mortgage Loan Purchase Agreement, dated as of December 21, 2012, between J.P. MorganChase Commercial Mortgage Securities Corp., as Purchaser, and JPMorgan ChaseBank, National Association, as Seller (filed as Exhibit 99.1 to theregistrant’s Current Report on Form 8-K filed on December 21, 2012 underCommission File No. 333-165147-05 and incorporated by reference herein)

 

99.2Mortgage Loan Purchase Agreement, dated as of December 21, 2012, among J.P.Morgan Chase Commercial Mortgage Securities Corp., as Purchaser, Ladder CapitalFinance LLC, as Seller, and Ladder Capital Finance Holdings LLLP (filed asExhibit 99.2 to the registrant’s Current Report on Form 8-K filed onDecember 21, 2012 under Commission File No. 333-165147-05 and incorporated byreference herein)

 

(b)The exhibits required to be filed by the Registrant pursuant to Item 601 ofRegulation S-K are listed above and in the Exhibit Index that immediatelyfollows the signature page hereof.

 

(c)Not Applicable.

** **

**SIGNATURES**

 

Pursuantto the requirements of Section 13 or 15(d) of the Securities Exchange Act of1934, the registrant has duly caused this report to be signed on its behalf bythe undersigned, thereunto duly authorized.

 

J.P.Morgan Chase Commercial Mortgage Securities Corp.

(Depositor)

 

/s/Kunal K. Singh

KunalK. Singh, President and Chief Executive Officer 

(seniorofficer in charge of securitization of the depositor)

 

Date:March 23, 2017

 

 

Exhibit Index

 

Exhibit No.

 

4Pooling and Servicing Agreement, dated as of December 1, 2012, by and among J.P.Morgan Chase Commercial Mortgage Securities Corp., as Depositor, Midland LoanServices, a Division of PNC Bank, National Association, as Master Servicer,Rialto Capital Advisors, LLC, as Special Servicer, Wells Fargo Bank, NationalAssociation, as Certificate Administrator, Wells Fargo Bank, NationalAssociation, as Trustee, and Pentalpha Surveillance LLC, as Senior TrustAdvisor (filed as Exhibit 4.1 to the registrant’s Current Report on Form8-K filed on December 21, 2012 under Commission File No. 333-165147-05 andincorporated by reference herein).

 

31Rule 13a-14(d)/15d-14(d) Certifications.

 

33Reports on assessment of compliance with servicing criteria for asset-backedsecurities.

| 33.1 Midland Loan Services,   a Division of PNC Bank, National Association, as Master Servicer                                                             |
|------------------------------------------------------------------------------------------------------------------------------------------------------------|
| 33.2 Rialto Capital  Advisors, LLC, as Special Servicer                                                                                                    |
| 33.3 Wells Fargo Bank,  National Association, as Trustee and Certificate Administrator                                                                     |
| 33.4 Wells Fargo Bank,  National Association, as Custodian                                                                                                 |
| 33.5 Pentalpha Surveillance  LLC, as Senior Trust Advisor                                                                                                  |
| 33.6 Midland Loan Services,  a Division of PNC Bank, National Association, as Primary Servicer of the West  County Center Mortgage Loan (see Exhibit 33.1) |
| 33.7 Rialto Capital Advisors,  LLC, as Special Servicer of the West County Center Mortgage Loan (see Exhibit  33.2)                                        |
| 33.8 Wells Fargo Bank,  National Association, as Trustee and Certificate Administrator of the West  County Center Mortgage Loan (see Exhibit 33.3)         |
| 33.9 Wells Fargo Bank,  National Association, as Custodian of the West County Center Mortgage Loan  (see Exhibit 33.4)                                     |
| 33.10 Pentalpha Surveillance  LLC, as Senior Trust Advisor of the West County Center Mortgage Loan (see  Exhibit 33.5)                                     |
|                                                                                                                                                       |   |

34 Attestationreports on assessment of compliance with servicing criteria for asset-backedsecurities.

| 34.1 Midland Loan Services,   a Division of PNC Bank, National Association, as Master Servicer                                                             |
|------------------------------------------------------------------------------------------------------------------------------------------------------------|
| 34.2 Rialto Capital  Advisors, LLC, as Special Servicer                                                                                                    |
| 34.3 Wells Fargo Bank,  National Association, as Trustee and Certificate Administrator                                                                     |
| 34.4 Wells Fargo Bank,  National Association, as Custodian                                                                                                 |
| 34.5 Pentalpha Surveillance  LLC, as Senior Trust Advisor                                                                                                  |
| 34.6 Midland Loan Services, a  Division of PNC Bank, National Association, as Primary Servicer of the West  County Center Mortgage Loan (see Exhibit 34.1) |
| 34.7 Rialto Capital  Advisors, LLC, as Special Servicer of the West County Center Mortgage Loan  (see Exhibit 34.2)                                        |
| 34.8 Wells Fargo Bank,  National Association, as Trustee and Certificate Administrator of the West  County Center Mortgage Loan (see Exhibit 34.3)         |
| 34.9 Wells Fargo Bank,  National Association, as Custodian of the West County Center Mortgage Loan  (see Exhibit 34.4)                                     |
| 34.10 Pentalpha Surveillance  LLC, as Senior Trust Advisor of the West County Center Mortgage Loan (see  Exhibit 34.5)                                     |
|                                                                                                                                                       |   |

35Servicer compliance statements.

| 35.1 Midland Loan Services,   a Division of PNC Bank, National Association, as Master Servicer                                                             |
|------------------------------------------------------------------------------------------------------------------------------------------------------------|
| 35.2 Rialto Capital  Advisors, LLC, as Special Servicer                                                                                                    |
| 35.3 Wells Fargo Bank,  National Association, as Certificate Administrator                                                                                 |
| 35.4 Midland Loan Services, a  Division of PNC Bank, National Association, as Primary Servicer of the West  County Center Mortgage Loan (see Exhibit 35.1) |
| 35.5 Rialto Capital  Advisors, LLC, as Special Servicer of the West County Center Mortgage Loan  (see Exhibit 35.2)                                        |
| 35.6 Wells Fargo Bank,  National Association, as Certificate Administrator of the West County Center  Mortgage Loan (see Exhibit 35.3)                     |
|                                                                                                                                                       |   |

 

99.1Mortgage Loan Purchase Agreement, dated as of December 21, 2012, between J.P. MorganChase Commercial Mortgage Securities Corp., as Purchaser, and JPMorgan ChaseBank, National Association, as Seller (filed as Exhibit 99.1 to theregistrant’s Current Report on Form 8-K filed on December 21, 2012 underCommission File No. 333-165147-05 and incorporated by reference herein)

 

99.2Mortgage Loan Purchase Agreement, dated as of December 21, 2012, among J.P.Morgan Chase Commercial Mortgage Securities Corp., as Purchaser, Ladder CapitalFinance LLC, as Seller, and Ladder Capital Finance Holdings LLLP (filed asExhibit 99.2 to the registrant’s Current Report on Form 8-K filed onDecember 21, 2012 under Commission File No. 333-165147-05 and incorporated byreference herein)