**UNITED STATESSECURITIES AND EXCHANGE COMMISSION**

**Washington, D.C. 20549**

**FORM 10-K**

(Mark One)

**x****  ANNUAL REPORT PURSUANT TO SECTION13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934**

**For the fiscal year ended December 31, 2023or**

**o**** ****TRANSITIONREPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934**

**For the transition period from _____ to _____Commission file number of the issuing entity: 333-191331-11**

**Central Index Key Number of the issuing entity:0001656839**

**GS Mortgage Securities Trust2015-GS1**

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

** **

**Central Index Key Number of the depositor: 0001004158**

**GS Mortgage Securities CorporationII**

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

** **

**Central Index Key Number of the sponsor: 0001541502**

**Goldman Sachs Mortgage Company**

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

** **

**Central Index Key Number of the sponsor: 0001558761**

**Cantor Commercial Real EstateLending, L.P.**

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

** **

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

**the issuing entity)** | **38-3984605**

**38-3984606**

**38-7143656**

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

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

**c/o Computershare Trust Company, National Association, as agent for**

**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 telephone number,including area code:**

**(212) 902-1000**

Securities registered pursuant to Section 12(b) of the Act:

| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
|---------------------|-------------------|-------------------------------------------|
| 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.  o Yes ⌧No

Indicate by check mark if the registrant is not required tofile reports pursuant to Section 13 or Section 15(d) of the Act.  o Yes ⌧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.  ⌧ Yes oNo

Indicate by check mark whether the registrant has submittedelectronically every Interactive Data File required to be submitted pursuant toRule 405 of Regulation S-T (Section 232.405 of this chapter) during thepreceding 12 months (or for such shorter period that the registrant wasrequired to submit such files).

Not applicable.

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

Large acceleratedfiler        o                                                                                                       Accelerated filer                                     o

Non-acceleratedfiler          ⌧                                                                                                     Smaller reportingcompany                    o

                                                                                                                                                       Emerging growthcompany                    o

If an emerging growth company, indicate by check mark if theregistrant has elected not to use the extended transition period for complyingwith any new or revised financial accounting standards provided pursuant toSection 13(a) of the Exchange Act.  o

Indicate by check mark whether the registrant has filed areport on and attestation to its management’s assessment of the effectivenessof its internal control over financial reporting under Section 404(b) of theSarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firmthat prepared or issued its audit report. o

If securities are registered pursuant to Section 12(b) of theAct, indicate by check mark whether the financial statements of the registrantincluded in the filing reflect the correction of an error to previously issuedfinancial statements. o

Indicate by check mark whether any of those error correctionsare restatements that required a recovery analysis of incentive-basedcompensation received by any of the registrant’s executive officers during therelevant recovery period pursuant to §240.10D-1(b). o

Indicate by check mark whether the registrant is a shellcompany (as defined in Rule 12b-2 of the Act).  o Yes ⌧ 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.  oYes oNo

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 by referenceand the Part of the Form 10-K (e.g., Part I, Part II, etc.) into which thedocument is incorporated: (1) Any annual report to security holders; (2) Anyproxy or information statement; and (3) Any prospectus filed pursuant to Rule424(b) or (c) under the Securities Act of 1933. The listed documents should beclearly described for identification purposes (e.g., annual report to securityholders for fiscal year ended December 24, 1980).

Not applicable.

 

** **

**EXPLANATORY NOTES**

The Westin Boston Waterfront Mortgage Loan,the South Plains Mall Mortgage Loan and the Glenbrook Square Mortgage Loan,which constituted approximately 8.5%, 8.5% and 7.3%, respectively, of the assetpool of the issuing entity as of its cut-off date, are each an asset of theissuing entity and are each part of a loan combination that includes (a) withrespect to the Westin Boston Waterfront Mortgage Loan, two other *pari passu*loans, which are not assets of the issuing entity, (b) with respect to theSouth Plains Mall Mortgage Loan, two other *pari passu* loans, which arenot assets of the issuing entity and (c) with respect to the Glenbrook SquareMortgage Loan, one other *pari passu* loan, which is not an asset of theissuing entity. These loan combinations, including the Westin Boston WaterfrontMortgage Loan, the South Plains Mall Mortgage Loan and the Glenbrook SquareMortgage Loan, are being serviced and administered pursuant to the Pooling andServicing Agreement, which is incorporated by reference as Exhibit 4.1 to thisAnnual Report on Form 10-K.

The Exhibit Index describesexhibits provided by certain parties (in their capacities indicated on theExhibit Index) with respect to the Hammons Hotel Portfolio Mortgage Loan, whichconstituted approximately 5.5% of the asset pool of the issuing entity as ofits cut-off date.  The Hammons Hotel Portfolio Mortgage Loan is an assetof the issuing entity and is part of a loan combination that includes theHammons Hotel Portfolio Mortgage Loan and three other *pari passu* loans,which are not assets of the issuing entity. A *pari passu* portion of theloan combination was securitized in the Citigroup Commercial Mortgage Trust2015-GC33 transaction, Commission File Number 333-189017-11 (the “CGCMT2015-GC33 Transaction”). This loan combination, including the Hammons HotelPortfolio Mortgage Loan, is being serviced and administered pursuant to thepooling and servicing agreement for the CGCMT 2015-GC33 Transaction, which isincorporated by reference as Exhibit 4.2 to this Annual Report on Form 10-K.

The Exhibit Index describesexhibits provided by certain parties (in their capacities indicated on theExhibit Index) with respect to the DoubleTree Hotel Universal Mortgage Loan,which constituted approximately 2.4% of the asset pool of the issuing entity asof its cut-off date.  The DoubleTree Hotel Universal Mortgage Loan is anasset of the issuing entity and is part of a loan combination that includes theDoubleTree Hotel Universal Mortgage Loan and two other *pari passu* loans,which are not assets of the issuing entity. A *pari passu* portion of theloan combination was securitized in the GS Mortgage Securities Trust 2015-GC34transaction, Commission File Number 333-191331-10 (the “GSMS 2015-GC34Transaction”). This loan combination, including the DoubleTree HotelUniversal Mortgage Loan, is being serviced and administered pursuant to thepooling and servicing agreement for the GSMS 2015-GC34 Transaction, which isincorporated by reference as Exhibit 4.3 to this Annual Report on Form 10-K.

The Exhibit Index describesexhibits provided by certain parties (in their capacities indicated on theExhibit Index) with respect to the 590 Madison Avenue Mortgage Loan, whichconstituted approximately 12.2% of the asset pool of the issuing entity as ofits cut-off date.  The 590 Madison Avenue Mortgage Loan is an asset of theissuing entity and is part of a loan combination that includes the 590 MadisonAvenue Mortgage Loan, two other *pari passu* loans and one subordinatecompanion loan, which are not assets of the issuing entity. A *pari passu*portion of the loan combination was securitized in the GS Mortgage SecuritiesCorporation Trust 2015-590M transaction (the “GSMSC 2015-590M Transaction”).This loan combination, including the 590 Madison Avenue Mortgage Loan, is beingserviced and administered pursuant to the trust and servicing agreement for theGSMSC 2015-590M Transaction, which is incorporated by reference as Exhibit 4.4to this Annual Report on Form 10-K.

The Exhibit Index describesexhibits provided by certain parties (in their capacities indicated on theExhibit Index) with respect to the Element LA Mortgage Loan, which constitutedapproximately 8.5% of the asset pool of the issuing entity as of its cut-offdate.  The Element LA Mortgage Loan is an asset of the issuing entity andis part of a loan combination that includes the Element LA Mortgage Loan andtwo other *pari passu* loans, which are not assets of the issuing entity.This loan combination, including the Element LA Mortgage Loan, was servicedunder the Pooling and Servicing Agreement for the issuing entity prior to theclosing of the securitization of a *pari passu* portion of the Element LAloan combination in the CFCRE 2016-C3 Mortgage Trust transaction, CommissionFile Number 333-207567-01 (the “CFCRE 2016-C3 Transaction”).  Afterthe closing of the CFCRE 2016-C3 Transaction on January 28, 2016, this loancombination, including the Element LA Mortgage Loan was, and will continue tobe, serviced and administered pursuant to the pooling and servicing agreementwith respect to the CFCRE 2016-C3 Transaction, which is incorporated byreference as Exhibit 4.5 to this Annual Report on Form 10-K.

The master servicer of a poolingand servicing agreement or trust and servicing agreement also functions as theprimary servicer of the related mortgage loans serviced and administeredpursuant to such agreement unless a separate primary servicer is identifiedherein.  If this report does not identify a separate primary servicer, theservicer compliance statement provided by the master servicer under any suchagreement also encompasses its responsibilities as primary servicer of therelated mortgage loan or mortgage loans.

Wells Fargo Bank, NationalAssociation is the certificate administrator of the mortgage loans servicedunder the Pooling and Servicing Agreement and the primary servicer of the 590Madison Avenue Mortgage Loan, the Hammons Hotel Portfolio Mortgage Loan and theDoubleTree Hotel Universal Mortgage Loan. As a result, Wells Fargo Bank,National Association is a “servicer” as defined in Item 1108(a)(2)(iii) ofRegulation AB, in the capacities described above, because it is servicing mortgageloans that constituted 10% or more of the assets of the issuing entity as ofits cut-off date. The assessments of compliance with applicable servicingcriteria, accountants’ attestation reports and servicer compliance statementsdelivered by Wells Fargo Bank, National Association in the capacities describedabove are listed in the Exhibit Index.

Wells Fargo Bank, NationalAssociation is the custodian of the mortgage loans serviced under the Poolingand Servicing Agreement, the 590 Madison Avenue Mortgage Loan and the ElementLA Mortgage Loan.  As a result, Wells Fargo Bank, National Association isa servicing function participant in the capacities described above, because itis servicing mortgage loans that constituted 5% or more of the assets of theissuing entity as of its cut-off date. The assessments of compliance withapplicable servicing criteria and accountants’ attestation reports delivered byWells Fargo Bank, National Association in the capacities described above arelisted in the Exhibit Index.

LNR Partners, LLC is the specialservicer of the Hammons Hotel Portfolio Mortgage Loan and the DoubleTree HotelUniversal Mortgage Loan.  These mortgage loans constitute more than 5%,but less than 10%, of the pool assets of the issuing entity.  Therefore,the Depositor included in this Annual Report on Form 10-K an assessment ofcompliance with applicable servicing criteria for LNR Partners, LLC and anaccountants’ attestation report pursuant to Item 1122 of Regulation AB becauseLNR Partners, LLC is servicing more than 5% of the pool assets.  However,the Depositor is not required to include in this Annual Report on Form 10-K aservicer compliance statement pursuant to Item 1123 of Regulation AB of LNRPartners, LLC because LNR Partners, LLC is an unaffiliated servicer servicingless than 10% of pool assets.

Wilmington Trust, NationalAssociation acts as trustee of  the mortgage loans serviced under thePooling and Servicing Agreement, the 590 Madison Avenue Mortgage Loan and theElement LA Mortgage Loan.  Pursuant to the Pooling and ServicingAgreement, the trust and servicing agreement for the GSMSC 2015-590MTransaction and the pooling and servicing agreement for the CFCRE 2016-C3Transaction, the trustee is required to provide an assessment of compliancewith applicable servicing criteria solely with respect to Item 1122(d)(2)(iii)of Regulation AB (regarding advances of funds or guarantees regardingcollections, cash flows or distributions, and any interest or other feescharged for such advances, are made, reviewed and approved as specified in thetransaction agreements). However, during the reporting period, the trustee didnot perform any servicing function with respect to the servicing criteriaspecified in Item 1122(d)(2)(iii) of Regulation AB.  The master serviceror the special servicer, to the extent required, performed the servicingfunction identified with respect to Item 1122(d)(2)(iii) of Regulation AB, andeach such party included Item 1122(d)(2)(iii) of Regulation AB in theassessment of compliance with applicable servicing criteria and accountant’sattestation report for the subject transaction.  As a result, this AnnualReport on Form 10-K does not include an assessment of compliance withapplicable servicing criteria of the trustee. One or more other servicersof  the mortgage loans serviced under the Pooling and Servicing Agreement,the 590 Madison Avenue Mortgage Loan and the Element LA Mortgage Loan havedelivered one or more assessments of compliance with respect to Item 1122(d)(2)(iii)of Regulation AB.

U.S. Bank Trust Company, NationalAssociation acts as trustee of the DoubleTree Hotel Universal MortgageLoan.  Pursuant to the pooling and servicing agreement for the GSMS2015-GC34 Transaction, the trustee is required to provide an assessment ofcompliance with applicable servicing criteria solely with respect to Item1122(d)(2)(iii) of Regulation AB (regarding advances of funds or guaranteesregarding collections, cash flows or distributions, and any interest or otherfees charged for such advances, are made, reviewed and approved as specified inthe transaction agreements). However, during the reporting period, the trusteedid not perform any servicing function with respect to the servicing criteriaspecified in Item 1122(d)(2)(iii) of Regulation AB.  The master serviceror the special servicer, to the extent required, performed the servicingfunction identified with respect to Item 1122(d)(2)(iii) of Regulation AB, andeach such party included Item 1122(d)(2)(iii) of Regulation AB in theassessment of compliance with applicable servicing criteria and accountant’sattestation report for the subject transaction.  As a result, this AnnualReport on Form 10-K does not include an assessment of compliance withapplicable servicing criteria of the trustee. One or more other servicers ofthe DoubleTree Hotel Universal Mortgage Loan have delivered one or moreassessments of compliance with respect to Item 1122(d)(2)(iii) of RegulationAB.

This Annual Report on Form 10-Kincludes assessments of compliance with applicable servicing criteria andaccountants’ attestation reports from CoreLogic Solutions, LLC.  Thisentity was engaged by the primary servicer of the Hammons Hotel PortfolioMortgage Loan, the DoubleTree Hotel Universal Mortgage Loan and the 590 MadisonAvenue Mortgage Loan to remit tax payments received from the escrow accounts ofborrowers to local taxing authorities, to report tax amounts due, to verify taxparcel information, and to verify non-escrow tax payments. These servicing functionsare included within the servicing criteria set forth in Items 1122(d)(4)(xi)and 1122(d)(4)(xii) of Regulation AB.  Therefore, under theprinciples-based definition of “servicer” set forth in Item 1101(j) ofRegulation AB that looks to the functions that an entity performs, this vendoris a “servicer” for the purposes of Item 1122 of Regulation AB.  *See*Compliance and Disclosure Interpretations, Section 301.01 (Item 1101(j)).

This AnnualReport on Form 10-K includes an assessment of compliance with applicableservicing criteria, accountants’ attestation report and servicer compliancestatement from Computershare Trust Company, National Association (“CTCNA”). CTCNA was engaged by Wells Fargo Bank, National Association (“Wells Fargo”),in its capacity as certificate administrator and custodian, to perform certainspecified servicing functions identified in the assessment of compliance withapplicable servicing criteria and accountants’ attestation reports.  WellsFargo engaged CTCNA in connection with the sale of Wells Fargo’s corporatetrust services business to CTCNA and its affiliates.  Further, under theprinciples-based definition of “servicer” set forth in Item 1101(j) ofRegulation AB that looks to the functions that an entity performs, this partyis a “servicer” for the purposes of Item 1123 of Regulation AB.  *See*Compliance and Disclosure Interpretations, Section 301.01 (Item 1101(j)).

The assessments of compliance withapplicable servicing criteria, accountants’ attestation reports and servicercompliance statements of the certificate administrator of the 590 MadisonAvenue Mortgage Loan, the Element LA Mortgage Loan, the Hammons Hotel PortfolioMortgage Loan and the DoubleTree Hotel Universal Mortgage Loan are omitted fromthis Annual Report on Form 10-K as the certificate administrator pursuant tothe related pooling and servicing agreement or trust and servicing agreementdoes not perform any activities that address servicing criteria with respect tothe issuing entity and because they are each not a “servicer” that meets thecriteria in Item 1108(a)(2)(i) through (iii) of Regulation AB.

With respect to the *pari passu*loan combinations that include the Hammons Hotel Portfolio Mortgage Loan, theDoubleTree Hotel Universal Mortgage Loan and the Element LA Mortgage Loan, (i)the reports on assessment of compliance with servicing criteria and attestationreports on assessment of compliance with servicing criteria of U.S. BankNational Association as custodian of the DoubleTree Hotel Universal Mortgage Loanand Pentalpha Surveillance LLC as operating advisor of the DoubleTree HotelUniversal Mortgage Loan, listed on the Exhibit Index are omitted from thisAnnual Report on Form 10-K as they are not required to be included on thisAnnual Report on Form 10-K per Instruction 3 to Item 1122 of Regulation ABbecause they are parties performing activities that address servicing criteriarelating to 5% or less of the assets of the issuing entity; and (ii) theservicer compliance statements of LNR Partners, LLC as special servicer of theHammons Hotel Portfolio Mortgage Loan and the DoubleTree Hotel UniversalMortgage Loan and CWCapital Asset Management LLC as special servicer of theElement LA Mortgage Loan, listed on the Exhibit Index are omitted from thisAnnual Report on Form 10-K as they are not required by Item 1123 of RegulationAB to be included on this Annual Report on Form 10-K because they are each anunaffiliated party that is not a “servicer” that meets the criteria in Item1108(a)(2)(i) through (iii) of Regulation AB.

**PART I**

**Item 1.  Business.**

Omitted.

**Item 1A.  Risk Factors.**

Omitted.

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

None.

**Item 1C.  Cybersecurity.**

Omitted.

**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. **

[Reserved]

**Item 7.  Management’s Discussion and Analysis ofFinancial 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.

**Item 9C.  Disclosure Regarding Foreign Jurisdictionsthat Prevent Inspections.**

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 Accountant Fees and Services.**

Omitted.

**ADDITIONAL DISCLOSURE ITEMS FOR REGULATION AB**

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

The 590 Madison Avenue MortgageLoan (Control Number 1 on Annex A of the prospectus supplement of theregistrant relating to the issuing entity filed on December 1, 2015 pursuant toRule 424(b)(5)) constitutes a significant obligor within the meaning of Item1101(k)(2) of Regulation AB as disclosed in the prospectus supplement. Inaccordance with Item 1112(b) of Regulation AB, the most recent unaudited netoperating income of the significant obligor was $66,088,230.45 for the twelve-month period ended December 31, 2023.

**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 nomaterial pending legal proceeding involving the trust or any party related tothe trust, other than routine litigation incidental to the duties of thoserespective parties, and the following, with respect to Wells Fargo Bank,National Association, as certificate administrator and as custodian, U.S. BankTrust Company, National Association, as trustee and as certificateadministrator, U.S. Bank National Association, as custodian, and Deutsche BankTrust Company Americas, as trustee and as custodian.

In December 2014, Phoenix Light SFLimited (Phoenix Light) and certain related entities filed a complaint in theUnited States District Court for the Southern District of New York allegingclaims against Wells Fargo Bank, N.A., in its capacity as trustee for a numberof residential mortgage-backed securities (RMBS) trusts. Complaints raisingsimilar allegations have been filed by Commerzbank AG in the Southern Districtof New York, IKB International and IKB Deutsche Industriebank (together, IKB)in New York state court, and Park Royal I LLC and Park Royal II LLC in New Yorkstate court. In each case, the plaintiffs allege that Wells Fargo Bank, N.A.,as trustee, caused losses to investors, and plaintiffs assert causes of actionbased upon, among other things, the trustee’s alleged failure to notify andenforce repurchase obligations of mortgage loan sellers for purported breachesof representations and warranties, notify investors of alleged events ofdefault, and abide by appropriate standards of care following alleged events ofdefault. In July 2022, the district court dismissed Phoenix Light’s claims andcertain of the claims asserted by Commerzbank AG, and subsequently enteredjudgment in each case in favor of Wells Fargo Bank, N.A. In August 2022,Phoenix Light and Commerzbank AG each appealed the district court’s decision tothe United States Court of Appeals for the Second Circuit. Phoenix Lightdismissed its appeal in May 2023, terminating its case. In November 2023, WellsFargo Bank, N.A. entered into an agreement with IKB to resolve IKB’s claims.Wells Fargo Bank, N.A. previously settled two class actions filed byinstitutional investors and an action filed by the National Credit UnionAdministration with similar allegations.

U.S. Bank National Association (“U.S. Bank”) and other largefinancial institutions have been sued in their capacity as trustee or successortrustee for certain residential mortgage backed securities ("RMBS")trusts.  The complaints, primarily filed by investors or investor groupsagainst U.S. Bank and similar institutions, allege the trustees caused lossesto investors as a result of alleged failures by the sponsors, mortgage loansellers and servicers to comply with the governing agreements for these RMBStrusts.  Plaintiffs generally assert causes of action based upon thetrustees’ purported failures to enforce repurchase obligations of mortgage loansellers for alleged breaches of representations and warranties, notifysecurityholders of purported events of default allegedly caused by breaches ofservicing standards by mortgage loan servicers and abide by a heightenedstandard of care following alleged events of default.  

U.S. Bank denies liability and believes that it has performedits obligations under the RMBS trusts in good faith, that its actions were notthe cause of losses to investors, that it has meritorious defenses, and it hascontested and intends to continue contesting the plaintiffs’ claimsvigorously.  However, U.S. Bank cannot assure you as to the outcome of anyof the litigation, or the possible impact of these litigations on the trusteeor the RMBS trusts.  

On March 9, 2018, a law firm purporting to represent fifteenDelaware statutory trusts (the “DSTs”) that issued securities backed by studentloans (the “Student Loans”) filed a lawsuit in the Delaware Court of Chanceryagainst U.S. Bank National Association (“U.S. Bank”) in its capacities asindenture trustee and successor special servicer, and three other institutionsin their respective transaction capacities, with respect to the DSTs and theStudent Loans.  This lawsuit is captioned The National Collegiate StudentLoan Master Trust I, et al. v. U.S. Bank National Association, et al., C.A. No.2018-0167-JRS (Del. Ch.) (the “NCMSLT Action”).  The complaint, as amendedon June 15, 2018, alleged that the DSTs have been harmed as a result ofpurported misconduct or omissions by the defendants concerning administrationof the trusts and special servicing of the Student Loans.  Since thefiling of the NCMSLT Action, certain Student Loan borrowers have madeassertions against U.S. Bank concerning special servicing that appear to bebased on certain allegations made on behalf of the DSTs in the NCMSLT Action.

U.S. Bank has filed a motion seeking dismissal of theoperative complaint in its entirety with prejudice pursuant to Chancery CourtRules 12(b)(1) and 12(b)(6) or, in the alternative, a stay of the case whileother prior filed disputes involving the DSTs and the Student Loans arelitigated.  On November 7, 2018, the Court ruled that the case should bestayed in its entirety pending resolution of the first-filed cases.  OnJanuary 21, 2020, the Court entered an order consolidating for pretrialpurposes the NCMSLT Action and three other lawsuits pending in the DelawareCourt of Chancery concerning the DSTs and the Student Loans, which remainspending.  

U.S. Bank denies liability in the NCMSLT Action and believesit has performed its obligations as indenture trustee and special servicer ingood faith and in compliance in all material respects with the terms of theagreements governing the DSTs and that it has meritorious defenses.  Ithas contested and intends to continue contesting the plaintiffs’ claimsvigorously.  

Deutsche Bank Trust Company Americas (“DBTCA”) and Deutsche Bank National TrustCompany (“DBNTC”) have been sued by investors in civil litigation concerningtheir role as trustees of certain residential mortgage-backed securities(“RMBS”) trusts. 

 

On June 18, 2014, a group of investors, including fundsmanaged by Blackrock Advisors, LLC, PIMCO-Advisors, L.P., and others, filed anaction against DBNTC and DBTCA in New York State Supreme Court alleging thatDBNTC and DBTCA failed to perform purported duties, as trustees for 544private-label RMBS trusts, to enforce breaches of representations andwarranties as to mortgage loans held by the trusts and to enforce breaches byservicers of their mortgage loan servicing obligations for the trusts. During the course of the litigation, plaintiffs dismissed the case from NewYork State Supreme Court and refiled two separate cases, one in the U.S. DistrictCourt for the Southern District of New York (the “BlackRock SDNY Case”) and theother in the Superior Court of California, Orange County (the “BlackRockCalifornia Case”).  Pursuant to a settlement among the parties, theBlackRock SDNY Case was dismissed on December 6, 2018, and the BlackRockCalifornia Case was dismissed on January 11, 2019.

 

On September 27, 2017, DBTCA was added as a defendant to acase brought by certain special purpose entities including Phoenix Light SFLimited in the U.S. District Court for the Southern District of New York, inwhich the plaintiffs previously alleged incorrectly that DBNTC served astrustee for all 43 of the trusts at issue.  On September 27, 2017,plaintiffs filed a third amended complaint that names DBTCA as a defendant inaddition to DBNTC.  DBTCA serves as trustee for one of the 43 trusts atissue.  DBNTC serves as trustee for the other 42 trusts at issue. Plaintiffs’ third amended complaint brings claims for violation of the U.S.Trust Indenture Act of 1939 (“TIA”); breach of contract; breach of fiduciaryduty; negligence and gross negligence; violation of New York’s Streit Act; andbreach of the covenant of good faith.  However, in the third amendedcomplaint, plaintiffs acknowledge that, before DBTCA was added to the case, thecourt dismissed plaintiffs’ TIA Act claims, negligence and gross negligenceclaims, Streit Act claims, claims for breach of the covenant of good faith, andcertain theories of plaintiffs’ breach of contract claims, and plaintiffs onlyinclude these claims to preserve any rights on appeal.  Plaintiffs allegedamages of “hundreds of millions of dollars.”  On November 13, 2017, DBNTCand DBTCA filed an answer to the third amended complaint.  On December 7,2018, DBNTC and DBTCA filed a motion for summary judgment.  Also onDecember 7, 2018, plaintiffs, jointly with Commerzbank AG (see description ofCommerzbank case below), filed a motion for partial summary judgment.  OnOctober 27, 2021, DBNTC and DBTCA filed a supplemental motion for summaryjudgment relating to plaintiffs’ standing.  On February 8, 2022, the courtissued an order in which it granted DBNTC and DBTCA’s supplemental motion forsummary judgment, granted in part DBNTC and DBTCA’s initial motion for summaryjudgment, and denied plaintiffs’ motion for partial summary judgment.  Asa result of that order, all of plaintiffs’ claims were dismissed withprejudice. On April 26, 2023, the United States Court of Appeals for the SecondCircuit affirmed the court’s summary judgment order.

 

On November 30, 2017, DBTCA was added as a defendant to acase brought by Commerzbank AG (“Commerzbank”) in the U.S. District Court forthe Southern District of New York, in which Commerzbank previously allegedincorrectly that DBNTC served as trustee for all 50 of the trusts atissue.  On November 30, 2017, Commerzbank filed a second amended complaintthat names DBTCA as a defendant in addition to DBNTC.  DBTCA serves astrustee for 1 of the 50 trusts at issue.  DBNTC serves as trustee for theother 49 trusts at issue.  Commerzbank’s second amended complaint bringsclaims for violation of the TIA; breach of contract; breach of fiduciary duty;negligence; violation of the Streit Act; and breach of the covenant of goodfaith.  However, in the second amended complaint, Commerzbank acknowledgesthat, before DBTCA was added to the case, the court dismissed Commerzbank’s TIAclaims for the trusts governed by pooling and servicing agreements, as well asits Streit Act claims and claims for breach of the covenant of good faith, andCommerzbank only includes these claims to preserve any rights on appeal. The second amended complaint alleges that DBNTC and DBTCA caused Commerzbank tosuffer “hundreds of millions of dollars in losses,” but the complaint does not includea demand for money damages in a sum certain.  On January 29, 2018, DBNTCand DBTCA filed an answer to the second amended complaint.  On December 7,2018, DBNTC and DBTCA filed a motion for summary judgment.  Also onDecember 7, 2018, Commerzbank, jointly with the Phoenix Light plaintiffs, fileda motion for partial summary judgment.  On February 8, 2022, the courtissued an order in which it granted in part DBNTC and DBTCA’s motion forsummary judgment and denied plaintiffs’ motion for partial summaryjudgment.  As a result of that order, many of plaintiffs’ claims andtheories were dismissed with prejudice.  Discovery is ongoing.

 

On December 30, 2015, IKB International, S.A. in Liquidationand IKB Deutsche Industriebank A.G. (collectively, “IKB”), as an investor in 37RMBS trusts, filed a summons with notice in the Supreme Court of the State ofNew York, New York County, against DBNTC and DBTCA as trustees of thetrusts.  On May 27, 2016, IKB served its complaint asserting claims forbreach of contract, breach of fiduciary duty, breach of duty to avoid conflictsof interest, violation of the Streit Act, violation of the TIA, violation ofRegulation AB, and violation of Section 9 of the Uniform Commercial Code. IKB alleges that DBNTC and DBTCA are liable for over U.S. $268 million indamages.  On October 5, 2016, DBNTC and DBTCA, together with several othertrustees defending lawsuits by IKB, filed a joint motion to dismiss.  OnJanuary 6, 2017 and June 20, 2017, IKB voluntarily dismissed with prejudice allclaims as to seven trusts.  On January 27, 2021, the court granted in partand denied in part DBNTC and DBTCA’s motion to dismiss.  The court grantedthe motion to dismiss with respect to IKB’s claims for violations of the StreitAct, Regulation AB, and Section 9 of the Uniform Commercial Code, as well ascertain aspects of IKB’s claims for breach of contract, breach of fiduciaryduty, and violation of the TIA.  The court denied the remainder of themotion to dismiss.  IKB’s remaining claims for breach of contract, breachof fiduciary duty, breach of duty to avoid conflicts of interest, and violationof the TIA will proceed.  On May 10, 2021, DBNTC and DBTCA filed a noticeof appeal with the New York Supreme Court Appellate Division, First Department,regarding certain aspects of the court’s order on the motion to dismiss. On May 20, 2021, IKB filed a notice of cross appeal with respect to otheraspects of that order.  On August 30, 2022, the New York Supreme Court,Appellate Division, First Department affirmed in part and reversed in part thecourt’s order on the motion to dismiss.  After DBNTC and DBTCA appealedthe First Department’s decision, on June 15, 2023, the New York Court ofAppeals reversed the First Department’s decision in part, dismissing certainadditional contract claims, as well as IKB’s claims for breach of fiduciaryduty and breach of duty to avoid conflicts of interest.  On June 2, 2021,IKB filed a motion for re-argument regarding certain aspects of the court’sorder on the motion to dismiss, which the court denied on August 3, 2021. On May 13, 2021, DBNTC and DBTCA filed an answer to the complaint.  OnOctober 28, 2021, the parties filed a stipulation, voluntarily dismissing withprejudice all claims as to seven additional trusts.  On December 29, 2021,the parties filed a stipulation, voluntarily dismissing with prejudice allclaims as to one additional trust.  On April 22, 2022, the parties filed astipulation, voluntarily dismissing with prejudice all claims as to 17certificates at issue, including all claims as to 5 trusts.  On February28, 2023, the parties filed a stipulation, voluntarily dismissing withprejudice all claims as to two trusts, leaving 15 trusts at issue.  OnNovember 21, 2023, the parties filed a stipulation, voluntarily dismissing withprejudice all claims as to three trusts, leaving 12 trusts at issue. Discovery is ongoing.

 

It is DBTCA’s belief that it has no pending legalproceedings (including, based on DBTCA’s present evaluation, the litigationdisclosed in the foregoing paragraphs) that would materially affect its abilityto perform its duties under the related servicing agreement for thistransaction.

**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 1, 2015 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 Oto the Pooling and Servicing Agreement incorporated by reference as Exhibit 4.1to 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).

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 Hammons Hotel Portfolio MortgageLoan, which is being serviced and administered pursuant to the pooling andservicing agreement for the CGCMT 2015-GC33 Transaction, are attached heretounder Item 15 to this Annual Report on Form 10-K. Attached as Exhibit O to thepooling and servicing agreement for the CGCMT 2015-GC33 Transactionincorporated by reference as Exhibit 4.2 to this Annual Report on Form 10-K isa chart identifying the entities participating in a servicing function for theCGCMT 2015-GC33 Transaction responsible for each applicable servicing criteriaset forth in Item 1122(d).

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 DoubleTree Hotel UniversalMortgage Loan, which is being serviced and administered pursuant to the poolingand servicing agreement for the GSMS 2015-GC34 Transaction, are attached heretounder Item 15 to this Annual Report on Form 10-K. Attached as Exhibit O to thepooling and servicing agreement for the GSMS 2015-GC34 Transaction incorporatedby reference as Exhibit 4.3 to this Annual Report on Form 10-K is a chartidentifying the entities participating in a servicing function for the GSMS2015-GC34 Transaction responsible for each applicable servicing criteria setforth in Item 1122(d).

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 590 Madison Avenue Mortgage Loan,which is being serviced and administered pursuant to the trust and servicingagreement for the GSMSC 2015-590M Transaction, are attached hereto under Item15 to this Annual Report on Form 10-K. Attached as Exhibit L to the trust andservicing agreement for the GSMSC 2015-590M Transaction incorporated byreference as Exhibit 4.4 to this Annual Report on Form 10-K is a chartidentifying the entities participating in a servicing function for the GSMSC2015-590M Transaction responsible for each applicable servicing criteria setforth in Item 1122(d).

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 Element LA Mortgage Loan, whichis being serviced and administered pursuant to the pooling and servicingagreement for the CFCRE 2016-C3 Transaction, are attached hereto under Item 15to this Annual Report on Form 10-K. Attached as Schedule II to the pooling andservicing agreement for the CFCRE 2016-C3 Transaction incorporated by referenceas Exhibit 4.5 to this Annual Report on Form 10-K is a chart identifying theentities participating in a servicing function for the CFCRE 2016-C3 Transactionresponsible for each applicable 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**

**Item 15. Exhibit and Financial Statement Schedules**

(a) The following is a list of documents filed as part ofthis Annual Report on Form 10-K:

(1) Not applicable

(2) Not applicable

(3) See below

 

 

4.1          Pooling and Servicing Agreement, dated as of November 1,2015, by and among GS Mortgage Securities Corporation II, as Depositor, MidlandLoan Services, a Division of PNC Bank, National Association, as MasterServicer, Wells Fargo Bank, National Association, as Special Servicer, SitusHoldings, LLC, as Operating Advisor, Wells Fargo Bank, National Association, asCertificate Administrator and Wilmington Trust, National Association, asTrustee (filed as Exhibit 4.1 to the registrant’s Current Report on Form 8-Kfiled on December 1, 2015 under Commission File No. 333-191331-11 andincorporated by reference herein).

4.2          Pooling and Servicing Agreement, dated as of September 1,2015, by and among Citigroup Commercial Mortgage Securities Inc., as Depositor,Wells Fargo Bank, National Association, as Master Servicer, LNR Partners, LLC,as Special Servicer, Situs Holdings, LLC, as Operating Advisor, Citibank, N.A.,as Certificate Administrator and Deutsche Bank Trust Company Americas, asTrustee (filed as Exhibit 4.3 to the registrant’s Current Report on Form 8-Kfiled on December 1, 2015 under Commission File No. 333-191331-11 andincorporated by reference herein).

4.3          Pooling and Servicing Agreement, dated as of October 1,2015, by and among GS Mortgage Securities Corporation II, as Depositor, WellsFargo Bank, National Association, as Master Servicer, Midland Loan Services, aDivision of PNC Bank, National Association, as Special Servicer, PentalphaSurveillance LLC, as Operating Advisor, U.S. Bank National Association, asCertificate Administrator and U.S. Bank National Association, as Trustee (filedas Exhibit 4.4 to the registrant’s Current Report on Form 8-K filed on December1, 2015 under Commission File No. 333-191331-11 and incorporated by referenceherein).

4.4          Trust and Servicing Agreement, dated as of November 10,2015, by and among GS Mortgage Securities Corporation II, as Depositor, WellsFargo Bank, National Association, as Servicer, AEGON USA Realty Advisors, LLC,as Special Servicer, Wells Fargo Bank, National Association, as CertificateAdministrator and Wilmington Trust, National Association, as Trustee (filed asExhibit 4.2 to the registrant’s Current Report on Form 8-K filed on December 1,2015 under Commission File No. 333-191331-11 and incorporated by referenceherein).

4.5          Pooling and Servicing Agreement, dated as of January 1, 2016,by and among CCRE Commercial Mortgage Securities, L.P., as Depositor, WellsFargo Bank, National Association, as Master Servicer, CWCapital AssetManagement LLC, as Special Servicer, Wilmington Trust, National Association, asTrustee, Wells Fargo Bank, National Association, as Certificate Administrator,Paying Agent and Custodian, Park Bridge Lender Services LLC, as OperatingAdvisor and Park Bridge Lender Services LLC, as Asset Representations Reviewer(filed as Exhibit 4.1 to the registrant’s Current Report on Form 8-K filed onFebruary 3, 2016 under Commission File No. 333-191331-11 and incorporated byreference herein).

4.6          Co-Lender Agreement, dated as of September 23, 2015, byand among Goldman Sachs Mortgage Company, as Initial Note A-1 Holder, GoldmanSachs Mortgage Company, as Initial Note A-2 Holder, Goldman Sachs MortgageCompany, as Initial Note A-3 Holder, and Goldman Sachs Mortgage Company, asInitial Note B Holder (filed as Exhibit 4.5 to the registrant’s Current Reporton Form 8-K filed on December 1, 2015 under Commission File No. 333-191331-11and incorporated by reference herein).

4.7          Co-Lender Agreement, dated as of December 1, 2015, by andamong Goldman Sachs Mortgage Company, as Initial Note A-1 Holder, Goldman SachsMortgage Company, as Initial Note A-2 Holder, and Goldman Sachs MortgageCompany, as Initial Note A-3 Holder (filed as Exhibit 4.6 to the registrant’sCurrent Report on Form 8-K filed on December 1, 2015 under Commission File No.333-191331-11 and incorporated by reference herein).

4.8          Co-Lender Agreement, dated as of December 1, 2015, by andamong Goldman Sachs Mortgage Company, as Initial Note A-1 Holder, Goldman SachsMortgage Company, as Initial Note A-2 Holder, and Goldman Sachs MortgageCompany, as Initial Note A-3 Holder (filed as Exhibit 4.7 to the registrant’sCurrent Report on Form 8-K filed on December 1, 2015 under Commission File No.333-191331-11 and incorporated by reference herein).

4.9          Amended and Restated Co-Lender Agreement, dated as ofOctober 9, 2015, between Cantor Commercial Real Estate Lending, L.P., asInitial Note A-1A Holder, Cantor Commercial Real Estate Lending, L.P., asInitial Note A-1B Holder, Goldman Sachs Mortgage Company, as Initial Note A-2AHolder, and Goldman Sachs Mortgage Company, as Initial Note A-2B Holder (filedas Exhibit 4.8 to the registrant’s Current Report on Form 8-K filed on December1, 2015 under Commission File No. 333-191331-11 and incorporated by referenceherein).

4.10         Co-Lender Agreement, dated as of December 1, 2015, by andbetween Goldman Sachs Mortgage Company, as Initial Note A-1 Holder, and GoldmanSachs Mortgage Company, as Initial Note A-2 Holder (filed as Exhibit 4.9 to theregistrant’s Current Report on Form 8-K filed on December 1, 2015 underCommission File No. 333-191331-11 and incorporated by reference herein).

4.11         Co-Lender Agreement, dated as of September 1, 2015, byand between Goldman Sachs Mortgage Company, as Initial Note A-1 Holder, GoldmanSachs Mortgage Company, as Initial Note A-2 Holder, Goldman Sachs MortgageCompany, as Initial Note A-3 Holder, and Goldman Sachs Mortgage Company, asInitial Note A-4 Holder (filed as Exhibit 4.11 to the registrant’s Current Reporton Form 8-K filed on December 1, 2015 under Commission File No. 333-191331-11and incorporated by reference herein).

4.12         Amended and Restated Co-Lender Agreement, dated as ofDecember 1, 2015, by and among U.S. Bank National Association, as Trustee, forthe benefit of the registered holders of the GS Mortgage Securities CorporationII, Commercial Mortgage Pass-Through Certificates, Series 2015-GC34, as NoteA-1 Holder, Goldman Sachs Mortgage Company, as Initial Note A-2 Holder, andGoldman Sachs Mortgage Company, as Initial Note A-3 Holder (filed as Exhibit4.12 to the registrant’s Current Report on Form 8-K filed on December 1, 2015under Commission File No. 333-191331-11 and incorporated by reference herein).

10.1         Mortgage Loan Purchase Agreement, dated as of November 1,2015, between GS Mortgage Securities Corporation II and Goldman Sachs MortgageCompany (filed as Exhibit 10.1 to the registrant’s Current Report on Form 8-Kfiled on December 1, 2015 under Commission File No. 333-191331-11 andincorporated by reference herein).

10.2         Mortgage Loan Purchase Agreement, dated as of November 1,2015, between GS Mortgage Securities Corporation II and Cantor Commercial RealEstate Lending, L.P. (filed as Exhibit 10.2 to the registrant’s Current Reporton Form 8-K filed on December 1, 2015 under Commission File No. 333-191331-11and incorporated by reference herein).

10.3         Primary Servicing Agreement, dated as of January 1, 2016,by and between Wells Fargo Bank, National Association, as Master Servicer, andBerkeley Point Capital LLC, as Primary Servicer (filed as Exhibit 4.1 to theregistrant’s Current Report on Form 8-K filed on March 10, 2017 underCommission File No. 333-191331-11 and incorporated by reference herein).

 

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

33           Reports 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        Greystone Servicing Company LLC, as SpecialServicer

33.3        Wilmington Trust, National Association, as Trustee (Omitted. See ExplanatoryNotes.)

33.4        Wells Fargo Bank, National Association, asCertificate Administrator

33.5        Wells Fargo Bank, National Association, asCustodian

33.6        Situs Holdings, LLC, as Operating Advisor

33.7        Computershare Trust Company, National Association,as Servicing Function Participant for the Certificate Administrator

33.8        Computershare Trust Company, National Association,as Servicing Function Participant for the Custodian

33.9        Midland Loan Services, a Division of PNC Bank,National Association, as Primary Servicer of the Westin Boston WaterfrontMortgage Loan (see Exhibit 33.1)

33.10      Greystone Servicing Company LLC, as SpecialServicer of the Westin Boston Waterfront Mortgage Loan (see Exhibit 33.2)

33.11      Wilmington Trust, National Association, as Trustee of the Westin BostonWaterfront Mortgage Loan (Omitted. See Explanatory Notes.)

33.12      Wells Fargo Bank, National Association, asCustodian of the Westin Boston Waterfront Mortgage Loan (see Exhibit 33.5)

33.13      Situs Holdings, LLC, as Operating Advisor of theWestin Boston Waterfront Mortgage Loan (see Exhibit 33.6)

33.14       Computershare Trust Company, National Association, as ServicingFunction Participant for the Custodian (see Exhibit 33.8)

33.15      Midland Loan Services, a Division of PNC Bank,National Association, as Primary Servicer of the South Plains Mall MortgageLoan (see Exhibit 33.1)

33.16      Greystone Servicing Company LLC, as SpecialServicer of the South Plains Mall Mortgage Loan (see Exhibit 33.2)

33.17      Wilmington Trust, National Association, as Trustee of the South Plains MallMortgage Loan (Omitted. See Explanatory Notes.)

33.18      Wells Fargo Bank, National Association, asCustodian of the South Plains Mall Mortgage Loan (see Exhibit 33.5)

33.19      Situs Holdings, LLC, as Operating Advisor of theSouth Plains Mall Mortgage Loan (see Exhibit 33.6)

33.20      Computershare Trust Company, National Association,as Servicing Function Participant for the Custodian (see Exhibit 33.8)

33.21      Midland Loan Services, a Division of PNC Bank,National Association, as Primary Servicer of the Glenbrook Square Mortgage Loan(see Exhibit 33.1)

33.22      Greystone Servicing Company LLC, as SpecialServicer of the Glenbrook Square Mortgage Loan (see Exhibit 33.2)

33.23      Wilmington Trust, National Association, as Trustee of the Glenbrook SquareMortgage Loan (Omitted. See Explanatory Notes.)

33.24      Wells Fargo Bank, National Association, asCustodian of the Glenbrook Square Mortgage Loan (see Exhibit 33.5)

33.25      Situs Holdings, LLC, as Operating Advisor of theGlenbrook Square Mortgage Loan (see Exhibit 33.6)

33.26      Computershare Trust Company, National Association,as Servicing Function Participant for the Custodian (see Exhibit 33.8)

33.27      Wells Fargo Bank, National Association, as PrimaryServicer of the Hammons Hotel Portfolio Mortgage Loan

33.28      LNR Partners, LLC, as Special Servicer of theHammons Hotel Portfolio Mortgage Loan

33.29      Deutsche Bank Trust Company Americas, as Trusteeand Custodian of the Hammons Hotel Portfolio Mortgage Loan

33.30      Situs Holdings, LLC, as Operating Advisor of theHammons Hotel Portfolio Mortgage Loan (see Exhibit 33.6)

33.31      CoreLogic Solutions, LLC, as Servicing FunctionParticipant of the Hammons Hotel Portfolio Mortgage Loan

33.32      Wells Fargo Bank, National Association, as PrimaryServicer of the DoubleTree Hotel Universal Mortgage Loan (see Exhibit 33.27)

33.33      LNR Partners, LLC, as Special Servicer of theDoubleTree Hotel Universal Mortgage Loan (see Exhibit 33.28)

33.34      U.S. Bank Trust Company, National Association, as Trustee of the DoubleTreeHotel Universal Mortgage Loan (Omitted. See Explanatory Notes.)

33.35      U.S. Bank National Association, as Custodian of the DoubleTree Hotel UniversalMortgage Loan (Omitted. See Explanatory Notes.)

33.36      Pentalpha Surveillance LLC, as Operating Advisor of the DoubleTree HotelUniversal Mortgage Loan (Omitted. See Explanatory Notes.)

33.37      CoreLogic Solutions, LLC, as Servicing FunctionParticipant of the DoubleTree Hotel Universal Mortgage Loan (see Exhibit 33.31)

33.38      Wells Fargo Bank, National Association, as PrimaryServicer of the 590 Madison Avenue Mortgage Loan (see Exhibit 33.27)

33.39      Torchlight Loan Services, LLC, as Special Servicerof the 590 Madison Avenue Mortgage Loan

33.40      Wilmington Trust, National Association, as Trustee of the 590 Madison AvenueMortgage Loan (Omitted. See Explanatory Notes.)

33.41      Wells Fargo Bank, National Association, asCustodian of the 590 Madison Avenue Mortgage Loan (see Exhibit 33.5)

33.42      CoreLogic Solutions, LLC, as Servicing FunctionParticipant of the 590 Madison Avenue Mortgage Loan (see Exhibit 33.31)

33.43      Computershare Trust Company, National Association,as Servicing Function Participant for the Custodian (see Exhibit 33.8)

33.44      Berkeley Point Capital LLC d/b/a Newmark, asPrimary Servicer of the Element LA Mortgage Loan

33.45      CWCapital Asset Management LLC, as SpecialServicer of the Element LA Mortgage Loan

33.46      Wilmington Trust, National Association, as Trustee of the Element LA MortgageLoan (Omitted. See Explanatory Notes.)

33.47      Wells Fargo Bank, National Association, asCustodian of the Element LA Mortgage Loan (see Exhibit 33.5)

33.48      Park Bridge Lender Services LLC, as OperatingAdvisor of the Element LA Mortgage Loan

33.49      Computershare Trust Company, National Association,as Servicing Function Participant for the Custodian (see Exhibit 33.8)

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        Greystone Servicing Company LLC, as SpecialServicer

34.3        Wilmington Trust, National Association, as Trustee (Omitted. See ExplanatoryNotes.)

34.4        Wells Fargo Bank, National Association, asCertificate Administrator

34.5        Wells Fargo Bank, National Association, asCustodian

34.6        Situs Holdings, LLC, as Operating Advisor

34.7         Computershare Trust Company, National Association, asServicing Function Participant for the Certificate Administrator

34.8        Computershare Trust Company, National Association,as Servicing Function Participant for the Custodian

34.9        Midland Loan Services, a Division of PNC Bank,National Association, as Primary Servicer of the Westin Boston WaterfrontMortgage Loan (see Exhibit 34.1)

34.10      Greystone Servicing Company LLC, as SpecialServicer of the Westin Boston Waterfront Mortgage Loan (see Exhibit 34.2)

34.11      Wilmington Trust, National Association, as Trustee of the Westin BostonWaterfront Mortgage Loan (Omitted. See Explanatory Notes.)

34.12      Wells Fargo Bank, National Association, asCustodian of the Westin Boston Waterfront Mortgage Loan (see Exhibit 34.5)

34.13      Situs Holdings, LLC, as Operating Advisor of theWestin Boston Waterfront Mortgage Loan (see Exhibit 34.6)

34.14      Computershare Trust Company, National Association,as Servicing Function Participant for the Custodian (see Exhibit 34.8)

34.15      Midland Loan Services, a Division of PNC Bank,National Association, as Primary Servicer of the South Plains Mall MortgageLoan (see Exhibit 34.1)

34.16      Greystone Servicing Company LLC, as SpecialServicer of the South Plains Mall Mortgage Loan (see Exhibit 34.2)

34.17      Wilmington Trust, National Association, as Trustee of the South Plains MallMortgage Loan (Omitted. See Explanatory Notes.)

34.18      Wells Fargo Bank, National Association, asCustodian of the South Plains Mall Mortgage Loan (see Exhibit 34.5)

34.19      Situs Holdings, LLC, as Operating Advisor of theSouth Plains Mall Mortgage Loan (see Exhibit 34.6)

34.20      Computershare Trust Company, National Association,as Servicing Function Participant for the Custodian (see Exhibit 34.8)

34.21      Midland Loan Services, a Division of PNC Bank,National Association, as Primary Servicer of the Glenbrook Square Mortgage Loan(see Exhibit 34.1)

34.22      Greystone Servicing Company LLC, as SpecialServicer of the Glenbrook Square Mortgage Loan (see Exhibit 34.2)

34.23      Wilmington Trust, National Association, as Trustee of the Glenbrook SquareMortgage Loan (Omitted. See Explanatory Notes.)

34.24      Wells Fargo Bank, National Association, asCustodian of the Glenbrook Square Mortgage Loan (see Exhibit 34.5)

34.25      Situs Holdings, LLC, as Operating Advisor of theGlenbrook Square Mortgage Loan (see Exhibit 34.6)

34.26      Computershare Trust Company, National Association,as Servicing Function Participant for the Custodian (see Exhibit 34.8)

34.27      Wells Fargo Bank, National Association, as PrimaryServicer of the Hammons Hotel Portfolio Mortgage Loan

34.28      LNR Partners, LLC, as Special Servicer of theHammons Hotel Portfolio Mortgage Loan

34.29      Deutsche Bank Trust Company Americas, as Trusteeand Custodian of the Hammons Hotel Portfolio Mortgage Loan

34.30      Situs Holdings, LLC, as Operating Advisor of theHammons Hotel Portfolio Mortgage Loan (see Exhibit 34.6)

34.31      CoreLogic Solutions, LLC, as Servicing FunctionParticipant of the Hammons Hotel Portfolio Mortgage Loan

34.32      Wells Fargo Bank, National Association, as PrimaryServicer of the DoubleTree Hotel Universal Mortgage Loan (see Exhibit 34.27)

34.33      LNR Partners, LLC, as Special Servicer of theDoubleTree Hotel Universal Mortgage Loan (see Exhibit 34.28)

34.34      U.S. Bank Trust Company, National Association, as Trustee of the DoubleTreeHotel Universal Mortgage Loan (Omitted. See Explanatory Notes.)

34.35      U.S. Bank National Association, as Custodian of the DoubleTree Hotel UniversalMortgage Loan (Omitted. See Explanatory Notes.)

34.36      Pentalpha Surveillance LLC, as Operating Advisor of the DoubleTree HotelUniversal Mortgage Loan (Omitted. See Explanatory Notes.)

34.37      CoreLogic Solutions, LLC, as Servicing FunctionParticipant of the DoubleTree Hotel Universal Mortgage Loan (see Exhibit 34.31)

34.38      Wells Fargo Bank, National Association, as PrimaryServicer of the 590 Madison Avenue Mortgage Loan (see Exhibit 34.27)

34.39      Torchlight Loan Services, LLC, as Special Servicerof the 590 Madison Avenue Mortgage Loan

34.40      Wilmington Trust, National Association, as Trustee of the 590 Madison AvenueMortgage Loan (Omitted. See Explanatory Notes.)

34.41      Wells Fargo Bank, National Association, asCustodian of the 590 Madison Avenue Mortgage Loan (see Exhibit 34.5)

34.42      CoreLogic Solutions, LLC, as Servicing FunctionParticipant of the 590 Madison Avenue Mortgage Loan (see Exhibit 34.31)

34.43      Computershare Trust Company, National Association,as Servicing Function Participant for the Custodian (see Exhibit 34.8)

34.44      Berkeley Point Capital LLC d/b/a Newmark, asPrimary Servicer of the Element LA Mortgage Loan

34.45      CWCapital Asset Management LLC, as SpecialServicer of the Element LA Mortgage Loan

34.46      Wilmington Trust, National Association, as Trustee of the Element LA MortgageLoan (Omitted. See Explanatory Notes.)

34.47      Wells Fargo Bank, National Association, asCustodian of the Element LA Mortgage Loan (see Exhibit 34.5)

34.48      Park Bridge Lender Services LLC, as OperatingAdvisor of the Element LA Mortgage Loan

34.49      Computershare Trust Company, National Association,as Servicing Function Participant for the Custodian (see Exhibit 34.8)

35           Servicer compliance statements.

35.1        Midland Loan Services, a Division of PNC Bank,National Association, as Master Servicer

35.2        Greystone Servicing Company LLC, as SpecialServicer

35.3        Wells Fargo Bank, National Association, asCertificate Administrator

35.4        Computershare Trust Company, National Association,as Servicing Function Participant for the Certificate Administrator

35.5        Midland Loan Services, a Division of PNC Bank,National Association, as Primary Servicer of the Westin Boston WaterfrontMortgage Loan (see Exhibit 35.1)

35.6        Greystone Servicing Company LLC, as SpecialServicer of the Westin Boston Waterfront Mortgage Loan (see Exhibit 35.2)

35.7        Midland Loan Services, a Division of PNC Bank,National Association, as Primary Servicer of the South Plains Mall MortgageLoan (see Exhibit 35.1)

35.8        Greystone Servicing Company LLC, as SpecialServicer of the South Plains Mall Mortgage Loan (see Exhibit 35.2)

35.9        Midland Loan Services, a Division of PNC Bank,National Association, as Primary Servicer of the Glenbrook Square Mortgage Loan(see Exhibit 35.1)

35.10      Greystone Servicing Company LLC, as SpecialServicer of the Glenbrook Square Mortgage Loan (see Exhibit 35.2)

35.11      Wells Fargo Bank, National Association, as PrimaryServicer of the Hammons Hotel Portfolio Mortgage Loan

35.12      LNR Partners, LLC, as Special Servicer of the Hammons Hotel Portfolio MortgageLoan (Omitted. See Explanatory Notes.)

35.13      Wells Fargo Bank, National Association, as PrimaryServicer of the DoubleTree Hotel Universal Mortgage Loan (see Exhibit 35.11)

35.14      LNR Partners, LLC, as Special Servicer of the DoubleTree Hotel UniversalMortgage Loan (Omitted. See Explanatory Notes.)

35.15      Wells Fargo Bank, National Association, as PrimaryServicer of the 590 Madison Avenue Mortgage Loan (see Exhibit 35.11)

35.16      Torchlight Loan Services, LLC, as Special Servicerof the 590 Madison Avenue Mortgage Loan

35.17      Berkeley Point Capital LLC d/b/a Newmark, as PrimaryServicer of the Element LA Mortgage Loan

35.18      CWCapital Asset Management LLC, as Special Servicer of the Element LA MortgageLoan (Omitted. See Explanatory Notes.)

(b)   The exhibits required to be filed by theRegistrant pursuant to Item 601 of Regulation S-K are listed above.

(c)    Not Applicable.

 

**SIGNATURES**

Pursuant to the requirements of Section 13 or 15(d) of theSecurities Exchange Act of 1934, the registrant has duly caused this report tobe signed on its behalf by the undersigned, thereunto duly authorized.

GS Mortgage Securities CorporationII(Depositor)

/s/ Scott Epperson

ScottEpperson, Chief Executive Officer

(senior officer in charge ofsecuritization of the depositor)

Date: March 19, 2024

** **