**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, 2022or**

**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          ⌧  (Do not check if asmaller reporting company)                          Smaller reporting company                    o

                                                                                                                                                       Emerging growth company                    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 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 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 GSA Portfolio Mortgage Loan, previouslyan asset of the issuing entity being serviced under the Pooling and ServicingAgreement, was not an asset of the issuing entity during the reporting periodand is omitted from this Annual Report on Form 10-K and will be omitted fromsubsequent Annual Reports 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 issuingentity.This loan combination, including the Element LA Mortgage Loan, wasserviced under the Pooling and Servicing Agreement for the issuing entity priorto the closing of the securitization of a *pari passu* portion of theElement LA loan combination in the CFCRE 2016-C3 Mortgage Trust transaction,Commission File Number 333-207567-01 (the “CFCRE 2016-C3 Transaction”). After the closing of the CFCRE 2016-C3 Transaction on January 28, 2016, thisloan combination, including the Element LA Mortgage Loan was, and will continueto be, 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 servicingmortgage loans that constituted 10% or more of the assets of the issuing entityas of its 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 2015-590M Transactionand the pooling and servicing agreement for the CFCRE 2016-C3 Transaction, thetrustee is required to provide an assessment of compliance with applicableservicing criteria solely with respect to Item 1122(d)(2)(iii) of Regulation AB(regarding advances of funds or guarantees regarding collections, cash flows ordistributions, and any interest or other fees charged for such advances, aremade, reviewed and approved as specified in the transaction agreements).However, during the reporting period, the trustee did not perform any servicingfunction with respect to the servicing criteria specified in Item1122(d)(2)(iii) of Regulation AB.  The master servicer or the specialservicer, to the extent required, performed the servicing function identifiedwith respect to Item 1122(d)(2)(iii) of Regulation AB, and each such partyincluded Item 1122(d)(2)(iii) of Regulation AB in the assessment of compliancewith applicable servicing criteria and accountant’s attestation report for thesubject transaction.  As a result, this Annual Report on Form 10-K doesnot include an assessment of compliance with applicable servicing criteria ofthe trustee. One or more other servicers of  the mortgage loans servicedunder the Pooling and Servicing Agreement, the 590 Madison Avenue Mortgage Loanand the Element LA Mortgage Loan have delivered one or more assessments ofcompliance with respect to Item 1122(d)(2)(iii) of Regulation AB.

U.S. Bank National Associationacts as trustee of the DoubleTree Hotel Universal Mortgage Loan prior toOctober 17, 2022, and U.S. Bank Trust Company, National Association acts astrustee of the DoubleTree Hotel Universal Mortgage Loan on and after October17, 2022.  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 criteria specifiedin Item 1122(d)(2)(iii) of Regulation AB.  The master servicer or thespecial servicer, to the extent required, performed the servicing functionidentified with respect to Item 1122(d)(2)(iii) of Regulation AB, and each suchparty included Item 1122(d)(2)(iii) of Regulation AB in the assessment ofcompliance with applicable servicing criteria and accountant’s attestationreport for the subject transaction.  As a result, this Annual Report onForm 10-K does not include an assessment of compliance with applicableservicing criteria of the trustee. One or more other servicers of theDoubleTree Hotel Universal Mortgage Loan have delivered one or more assessmentsof compliance with respect to Item 1122(d)(2)(iii) of Regulation AB.

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 servicingfunctions are included within the servicing criteria set forth in Items1122(d)(4)(xi) and 1122(d)(4)(xii) of Regulation AB.  Therefore, under theprinciples-based definition of “servicer” set forth in Item 1101(j) of RegulationAB that looks to the functions that an entity performs, this vendor is 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.  SeeCompliance 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 MortgageLoan and Pentalpha Surveillance LLC as operating advisor of the DoubleTreeHotel Universal Mortgage Loan, listed on the Exhibit Index are omitted fromthis Annual 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 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 $63,121,961.54 for the twelve-month period ended December 31, 2022.

**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 Deutsche Bank TrustCompany Americas, as Trustee and Custodian, U.S. Bank National Association, asTrustee, Certificate Administrator and Custodian, Wells Fargo Bank, NationalAssociation, as Certificate Administrator and Custodian, and CWCapital AssetManagement LLC, as Special Servicer.

Deutsche Bank Trust Company Americas(“DBTCA”) and Deutsche Bank National Trust Company (“DBNTC”) have been sued byinvestors in civil litigation concerning their role as trustees of certainresidential mortgage-backed securities (“RMBS”) trusts. 

 

On June 18, 2014, a group of investors,including funds managed by Blackrock Advisors, LLC, PIMCO-Advisors, L.P., andothers, filed an action against DBNTC and DBTCA in New York State Supreme Courtalleging that DBNTC and DBTCA failed to perform purported duties, as trusteesfor 544 private-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.District Court for the Southern District of New York (the “*BlackRock*SDNYCase”) and the other in the Superior Court of California, Orange County (the “*BlackRock*California Case”).  Pursuant to a settlement among the parties, the *BlackRock*SDNY Case was dismissed on December 6, 2018, and the *BlackRock*CaliforniaCase was dismissed on January 11, 2019.

 

On September 27, 2017, DBTCA was addedas a defendant to a case brought by certain special purpose entities includingPhoenix Light SF Limited in the U.S. District Court for the Southern Districtof New York, in which the plaintiffs previously alleged incorrectly that DBNTCserved as trustee for all 43 of the trusts at issue.  On September 27,2017, plaintiffs filed a third amended complaint that names DBTCA as a defendantin addition 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 summary judgmentrelating to plaintiffs’ standing.  On February 8, 2022, the court issuedan order in which it granted DBNTC and DBTCA’s supplemental motion for summaryjudgment, 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 March 10, 2022, plaintiffs filed a notice of appeal to the UnitedStates Court of Appeals for the Second Circuit with respect to the court’sorders on the motions to dismiss and for summary judgment.

 

On November 30, 2017, DBTCA was addedas a defendant to a case brought by Commerzbank AG (“Commerzbank”) in the U.S.District Court for the Southern District of New York, in which Commerzbankpreviously alleged incorrectly that DBNTC served as trustee for all 50 of thetrusts at issue.  On November 30, 2017, Commerzbank filed a second amendedcomplaint that names DBTCA as a defendant in addition to DBNTC.  DBTCAserves as trustee for 1 of the 50 trusts at issue.  DBNTC serves astrustee for the other 49 trusts at issue.  Commerzbank’s second amendedcomplaint brings claims for violation of the TIA; breach of contract; breach offiduciary duty; negligence; violation of the Streit Act; and breach of thecovenant of good faith.  However, in the second amended complaint,Commerzbank acknowledges that, before DBTCA was added to the case, the courtdismissed Commerzbank’s TIA claims for the trusts governed by pooling andservicing agreements, as well as its Streit Act claims and claims for breach ofthe covenant of good faith, and Commerzbank only includes these claims topreserve any rights on appeal.  The second amended complaint alleges thatDBNTC and DBTCA caused Commerzbank to suffer “hundreds of millions of dollarsin losses,” but the complaint does not include a demand for money damages in asum certain.  On January 29, 2018, DBNTC and DBTCA filed an answer to thesecond amended complaint.  On December 7, 2018, DBNTC and DBTCA filed a motionfor summary judgment.  Also on December 7, 2018, Commerzbank, jointly withthe *Phoenix Light*plaintiffs, filed a motion for partial summaryjudgment.  On February 8, 2022, the court issued anorder in which it granted in part DBNTC and DBTCA’s motion for summary judgmentand denied plaintiffs’ motion for partial summary judgment.  As a resultof that order, many of plaintiffs’ claims and theories were dismissed withprejudice.  Discovery is ongoing.

 

On December 30, 2015, IKBInternational, S.A. in Liquidation and IKB Deutsche Industriebank A.G.(collectively, “IKB”), as an investor in 37 RMBS trusts, filed a summons withnotice in the Supreme Court of the State of New York, New York County, againstDBNTC and DBTCA as trustees of the trusts.  On May 27, 2016, IKB servedits complaint asserting claims for breach of contract, breach of fiduciaryduty, breach of duty to avoid conflicts of interest, violation of the StreitAct, violation of the TIA, violation of Regulation AB, and violation of Section9 of the Uniform Commercial Code.  IKB alleges that DBNTC and DBTCA areliable for over U.S. $268 million in damages.  On October 5, 2016, DBNTCand DBTCA, together with several other trustees defending lawsuits by IKB,filed a joint motion to dismiss.  On January 6, 2017 and June 20, 2017,IKB voluntarily dismissed with prejudice all claims as to seven trusts.  On January 27, 2021, the court granted in part and deniedin part DBNTC and DBTCA’s motion to dismiss.  The court granted the motionto dismiss with respect to IKB’s claims for violations of the Streit Act,Regulation AB, and Section 9 of the Uniform Commercial Code, as well as certainaspects of IKB’s claims for breach of contract, breach of fiduciary duty, andviolation of the TIA.  The court denied the remainder of the motion todismiss.  IKB’s remaining claims for breachof contract, breach of fiduciary duty, breach of duty to avoid conflicts ofinterest, and violation of the TIA will proceed.  On May 10, 2021, DBNTC and DBTCA filed a notice of appealwith the New York Supreme Court Appellate Division, First Department, regardingcertain 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 other aspects of thatorder.  On August 30, 2022, the New York Supreme Court, AppellateDivision, First Department affirmed in part and reversed in part the court’sorder on the motion to dismiss.  On November 10, 2022, the FirstDepartment granted DBNTC and DBTCA’s motion for leave to appeal to the Court ofAppeals, and denied IKB’s separate motion for reargument and leave toappeal.  On June 2, 2021, IKB filed a motion for re-argument regardingcertain aspects of the court’s order on the motionto dismiss, which the court denied on August 3, 2021.  On May 13,2021, DBNTC and DBTCA filed an answer to the complaint.  On October 28,2021, the parties filed a stipulation, voluntarily dismissing with prejudiceall claims as to seven additional trusts.  OnDecember 29, 2021, the parties filed a stipulation, voluntarily dismissing withprejudice all claims as to one additional trust.  On April 22, 2022,the parties filed a stipulation, voluntarily dismissing with prejudice allclaims as to 17 certificates at issue (including all claims as to 5 trusts),leaving 17 trusts at issue.  Discovery is ongoing.

It is DBTCA’s belief that it has nopending legal proceedings (including, based on DBTCA’s present evaluation, thelitigation disclosed in the foregoing paragraphs) that would materially affectits ability to perform its duties under the related servicing agreement.

In the last several years, U.S. BankNational Association (“U.S. Bank”) and other large financial institutions havebeen sued in their capacity as trustee or successor trustee for certain residentialmortgage backed securities ("RMBS") trusts.  The complaints,primarily filed by investors or investor groups against U.S. Bank and similarinstitutions, allege the trustees caused losses to investors as a result ofalleged failures by the sponsors, mortgage loan sellers and servicers to complywith the governing agreements for these RMBS trusts.  Plaintiffs generallyassert causes of action based upon the trustees’ purported failures to enforcerepurchase obligations of mortgage loan sellers for alleged breaches ofrepresentations and warranties, notify securityholders of purported events ofdefault allegedly caused by breaches of servicing standards by mortgage loanservicers and abide by a heightened standard of care following alleged events ofdefault.  

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 as indenturetrustee and successor special servicer, and three other institutions in theirrespective transaction capacities, with respect to the DSTs and the StudentLoans.  This lawsuit is captioned The National Collegiate Student LoanMaster 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 believes that it has performed its obligations asindenture trustee and special servicer in good faith and in compliance in allmaterial respects with the terms of the agreements governing the DSTs (the“Governing Agreements”), and accordingly that the claims against it in theNCMSLT Action are without merit.  

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 (the “ConsolidatedAction”).  U.S. Bank and other parties to the Consolidated Action havebriefed and argued motions for judgment on the pleadings pursuant to ChanceryCourt Rule 12(c) regarding disputed issues of contractual interpretation atissue in one or more of the cases comprising the Consolidated Action, includingthe NCMSLT Action.  The Court has not yet ruled on these motions or onU.S. Bank’s dismissal motion in the NCMSLT Action.

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 and by IKB International and IKB Deutsche Industriebank 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 appealed the district court’s decision to theUnited States Court of Appeals for the Second Circuit. The Company previously settledtwo class actions filed by institutional investors and an action filed by theNational Credit Union Administration with similar allegations. In addition,Park Royal I LLC and Park Royal II LLC have filed substantially similarlawsuits in New York state court alleging Wells Fargo Bank, N.A., as trustee,failed to take appropriate actions upon learning of defective mortgage loandocumentation.

Fromtime to time, CWCapital Asset Management LLC, a Delaware limited liabilitycompany (“CWCAM”), is a party to lawsuits and other legal proceedings as partof its duties as a special servicer (e.g., enforcement of loan obligations)and/or arising in the ordinary course of business. Other than as set forth inthe following paragraphs, there are currently no legal proceedings pending, andno legal proceedings known to be contemplated by governmental authorities,against CWCAM or of which any of its property is the subject, that are materialto the certificateholders. 

On December 17, 2015, U.S. Bank National Association, thetrustee under five pooling and servicing agreements for (i) Wachovia BankCommercial Mortgage Trust 2007-C30, (ii) COBALT CMBS Commercial Trust 2007-C2,(iii) Wachovia Bank Commercial Mortgage Trust 2007-C31, (iv) ML-CFC CommercialMortgage Trust 2007-5 and (v) ML-CFC Commercial Mortgage Trust 2007-6 commenceda proceeding with the Second Judicial District Court of Ramsey County,Minnesota (the “State Court”) for a declaratory judgment as to the properallocation of certain proceeds (“Disputed Proceeds”) received by CWCAM inconnection with the sale of the Peter Cooper Village and Stuyvesant Townproperty in New York, New York securing loans held by those trusts.  CWCAMwas the special servicer of such property.  The petition requests theState Court to instruct the trustee, the trust beneficiaries, and any otherinterested parties as to the amount of the Disputed Proceeds, if any, thatconstitute penalty interest and/or the amount of the Disputed Proceeds, if any,that constitute gain-on-sale proceeds, with respect to each trust.  OnFebruary 24, 2016, CWCAM made a limited appearance with the State Court to filea motion to dismiss this proceeding based on lack of jurisdiction, mootness,standing and forum non conveniens.  On July 19, 2016, the State Courtdenied CWCAM’s motion to dismiss.  On July 22, 2016, the action wasremoved to federal court in Minnesota (“Federal Court”).  On October 21,2016, the Federal Court held a hearing on the motion to transfer the action tothe United States District Court for the Southern District of New York (“SDNYCourt”), a motion to remand to state court and a motion to hear CWCAM’s requestfor reconsideration of the motion to dismiss.  On March 14, 2017, theFederal Court reserved the determination on the motion to hear CWCAM’s requestfor reconsideration of the motion to dismiss, denied the motion to remand thematter to state court and granted the motion to transfer the proceeding to theSDNY Court.  Cross motions for judgment on the pleadings were filed butthe SDNY Court was unable to decide the case based on the pleadings and theSDNY Court ordered discovery.  All fact discovery was completed inDecember, 2018 and expert discovery was completed on March 15, 2019.  Theparties submitted cross motions for summary judgment, and on March 19, 2020,the SDNY Court entered an opinion and order in which it granted summaryjudgment in CWCAM’s favor and held that CWCAM was entitled to the entire amountof penalty interest and that CWCAM’s determination of Yield Maintenance wascorrect.  In the 127-page opinion, the SDNY Court found for CWCAM on everyissue presented by the trustee’s petition, namely, that the funds in disputeconstitute penalty interest and yield maintenance, not gain-on-sale proceeds,and that the amount of penalty interest and yield maintenance was correctlycalculated. An appeal of the SDNY Court’s decision was taken on April 29,2020.  Oral argument on the appeal occurred on June 21, 2021.  OnJuly 14, 2022, the Second Circuit entered a decision affirming in part andreversing in part the SDNY Court’s decision and remanding to the SDNY Court forfurther proceedings.  The Second Circuit affirmed the SDNY’s Court holdingthat Penalty Interest and Yield Maintenance are paid before Gain-On-SaleProceeds.  The Second Circuit reversed and remanded for furtherproceedings that portion of the SDNY Court’s decision related to approximately$67.2 million in interest on advances.   On January 13, 2023, theparties entered into a settlement agreement, in which (among other things) theyagreed to stipulate that the amount of interest on advances that accrued on orbefore June 3, 2014 is $27.5 million, and that CWCAM would pay that amount intoescrow for distribution to certificateholders upon the entry of an order by theCourt approving the settlement.  U.S. Bank National Association, asTrustee for the trusts, provided notice of the settlement to all parties ininterest via a notice program approved by the Court.  A hearing on thesettlement is scheduled for March 16, 2023.

On December 1, 2017, a complaint against CWCAM and others wasfiled in the United States District Court for the Southern District of New Yorkstyled as CWCapital Cobalt Vr Ltd. v. CWCapital Investments LLC, et al., No.17-cv-9463 (the “Original Complaint”). The gravamen of the Original Complaint alleged breaches of a contract and fiduciary duties by CWCAM’saffiliate, CWCapital Investments LLC in its capacity as collateral manager forthe collateralized debt obligation transaction involving CWCapital Cobalt Vr,Ltd. In total, there are 14 counts pled in the Original Complaint. Of those 14,5 claims were asserted against CWCAM for aiding and abetting breach offiduciary duty, conversion and unjust enrichment. On May 23, 2018, the OriginalComplaint was dismissed for lack of subject matter jurisdiction.   OnJune 28, 2018, CWCapital Cobalt Vr Ltd. filed a substantially similar complaintin the Supreme Court of the State of New York, County of New York styled asCWCapital Cobalt Vr Ltd. v. CWCapital Investments LLC, et al., Index No.653277/2018 (the “New Complaint”).  The gravamen of the New Complaint isthe same as the previous complaint filed in the United State District Court forthe Southern District of New York.  In total there are 16 counts pled in theNew Complaint. Of those 16 counts, 5 claims were asserted against CWCAM foraiding and abetting breach of fiduciary duty, conversion and unjust enrichment,1 count seeks a declaratory judgement that the plaintiff has the right toenforce the contracts in question and 1 count seeks an injunction requiring thedefendants to recognize the plaintiff as the directing holder for the trusts inquestion. On January 11, 2019, the plaintiff dismissed with prejudice thedeclaratory judgment and injunction counts.  The New Complaint and relatedsummons was not served on the defendants until July 13, 2018 and July 16,2018.  The plaintiff’s motion for a preliminary injunction was denied bythe court on July 31, 2018.  On August 3, 2018, the defendants, includingCWCAM, filed a motion to dismiss the New Complaint in its entirety. On August20, 2019, the court entered an order granting defendants’ motion almost in itsentirety, dismissing 11 of the 16 counts and partially dismissing 2 additionalcounts.  Of the remaining counts, 2 are asserted against CWCAM for aidingand abetting breach of fiduciary duty and unjust enrichment.  On September19, 2019, CWCapital Cobalt Vr Ltd. filed a notice of appeal relating to theAugust 20, 2019 dismissal order and on September 26, 2019, filed an amendedcomplaint against CWCI and CWCAM attempting to address deficiencies relating tocertain of the claims dismissed by the August 20, 2019 order.  CWCI andCWCAM filed its Motion to Dismiss the amended complaint on October 28, 2019. The court heard argument on the Motion to Dismiss the amended complaint onJanuary 22, 2020 and on October 23, 2020, the court granted the motiondismissing the amended claims.  On November 30, 2020, CWCapital Cobalt VrLtd filed a notice of appeal relating to the October 23, 2020 dismissalorder.  On April 27, 2021, the First Department affirmed the dismissal asto claims against CWCAM that were part of the August 20, 2019 dismissal, butreversed the dismissal of two counts for breach of the Collateral ManagementAgreement against CWCI.  CWCI sought leave to file an appeal of thedecision. The plaintiff also sought leave to appeal the dismissal of the claimsagainst CWCAM.  Both requests for leave were denied by the FirstDepartment.  On May 15, 2020, CWCI and CWCAM filed a motion to renew itsmotion to dismiss as to 4 of the remaining counts (including the remaining twocounts against CWCAM for aiding and abetting breach of fiduciary duty andunjust enrichment), based on a decision entered by Judge Failla in a trustinstruction proceeding  in the US District Court for the Southern Districtof New York awarding summary judgment in favor of CWCAM.  On September 7,2021, the court denied the motion to renew.  CWCI and CWCAM filed a noticeof appeal, which they perfected by the filing of their opening brief on July 1,2022.  On November 15, 2022, the First Department affirmed the court’sdenial of the motion to renew.  On October 1, 2021, CWCI and CWCAM movedto reargue the denial of the motion to renew (or alternatively, the motion todismiss) with respect to certain of Cobalt’s claims, including the remaining 2claims against CWCAM, based on the First Department’s April 27, 2021decision.  On March 24, 2022, the court denied the relief sought in themotion to reargue.  CWCI and CWCAM have appealed the court’s decision onthe motion to reargue and filed their opening brief on July 11, 2022.  Theappeal was dismissed as being non-appealable on August 30, 2022.  CWCAMbelieves that it has performed its obligations under the related pooling andservicing agreements in good faith and the remaining allegations in the NewComplaint are without merit.

**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-C3Transaction responsible for each applicable servicing criteria set forth inItem 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 Master Servicer, AEGON USA RealtyAdvisors, LLC, as Special Servicer, Wells Fargo Bank, National Association, asCertificate Administrator and Wilmington Trust, National Association, as Trustee(filed as Exhibit 4.2 to the registrant’s Current Report on Form 8-K filed onDecember 1, 2015 under Commission File No. 333-191331-11 and incorporated byreference herein).

4.5          Pooling and Servicing Agreement, dated as of January 1,2016, by and among CCRE Commercial Mortgage Securities, L.P., as Depositor,Wells Fargo 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 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 4.10 tothe registrant’s Current Report on Form 8-K filed on December 1, 2015 underCommission File No. 333-191331-11 and incorporated by reference herein).

4.12         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 CurrentReport on Form 8-K filed on December 1, 2015 under Commission File No.333-191331-11 and incorporated by reference herein).

4.13         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, asServicing Function 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 National Association, as Trustee of the DoubleTree Hotel UniversalMortgage Loan prior to October 17, 2022 (Omitted. See Explanatory Notes.)

33.35      U.S. Bank Trust Company, National Association, as Trustee of the DoubleTreeHotel Universal Mortgage Loan on and after October 17, 2022 (Omitted. SeeExplanatory Notes.)

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

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

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

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

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

33.41      Wilmington Trust, National Association, as Trustee of the 590 Madison Avenue MortgageLoan (Omitted. See Explanatory Notes.)

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

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

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

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

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

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

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

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

33.50      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. BankNational Association, as Trustee of the DoubleTree Hotel Universal MortgageLoan prior to October 17, 2022 (Omitted. See Explanatory Notes.)

34.35      U.S. Bank Trust Company, National Association, as Trustee of the DoubleTreeHotel Universal Mortgage Loan on and after October 17, 2022 (Omitted. SeeExplanatory Notes.)

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

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

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

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

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

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

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

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

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

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

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

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

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

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

34.50      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, asPrimary Servicer 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 to besigned on its behalf by the undersigned, thereunto duly authorized.

GS Mortgage Securities CorporationII(Depositor)

/s/ ScottEpperson

ScottEpperson, Chief Executive Officer

(senior officer in charge ofsecuritization of the depositor)

Date: March 17, 2023

** **