**UNITED STATESSECURITIES AND EXCHANGE COMMISSION**

**WASHINGTON,D.C. 20549**

**FORM 10‐K**

(Mark one)

**/X/ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIESEXCHANGE ACT OF 1934**

**    For the fiscal year endedDecember 31, 2017 OR**

**//TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIESEXCHANGE ACT OF 1934**

**For the transition period from****            ****to****            **

 

 

 

**Commission file number of issuing entity:333-207132-10**

 

**Central Index Key Number of the issuing entity:0001693368**

 

**CD 2017-CD3 Mortgage Trust**

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

 

**Central Index Key Number of the depositor:0001258361**

 

**Citigroup Commercial Mortgage Securities Inc.**

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

 

**Central Index Key Number of the sponsor:0001541001**

 

**Citigroup Global Markets Realty Corp.**

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

 

**Central Index Key Number of the sponsor:0001541294**

 

**German American Capital Corporation**

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

 

 

** **

 

| **New York**                                                         | **38‐4021846**                       |
|---------------------------------------------------------------------------|--------------------------------------------|
|                                                                      | **38‐4021847**

**38‐7170532** |
| **(State or other jurisdiction of  incorporation  or organization)** | **(I.R.S. Employer Identification No.)**   |

** **

** **

**c/o Wells Fargo Bank, N.A.**

**9062 Old Annapolis Road**

** Columbia, MD**

**(Address of principal executive offices)**

 

**21045**

**(Zip Code)**

 

**Telephone number, including area code:**

**(410) 884‐2000**

 

Securitiesregistered pursuant to Section 12(b) of the Act:

 

  NONE.

 

Securitiesregistered pursuant to Section 12(g) of the Act:

 

  NONE.

 

Indicateby check mark if the registrant is a well-known seasoned issuer, as defined inRule 405 of the Securities Act.

 

  Yes___ No X

 

Indicateby check mark if the registrant is not required to file reports pursuant toSection 13 or Section 15(d) of the Act.

 

  Yes___ No X

 

Note- Checking the box above will not relieve any registrant required to filereports pursuant to Section 13 or 15(d) of the Exchange Act from theirobligations under those Sections.

 

Indicate by check mark whether the registrant (1) has filed all reportsrequired to be filed by Section 13 or 15(d) of the Securities Exchange Act of1934 during the preceding 12 months (or for such shorter period that theregistrant was required to file such reports), and (2) has been subject to suchfiling requirements for the past 90 days.

 

  YesX No ___

 

Indicateby check mark if disclosure of delinquent filers pursuant to Item 405 ofRegulation S-K (Section 229.405 of this chapter) is not contained herein, andwill not be contained, to the best of registrant's knowledge, in definitiveproxy or information statements incorporated by reference in Part III of thisForm 10-K or any amendment to this Form 10-K.

 

  Notapplicable.

 

Indicateby check mark whether the registrant is a large accelerated filer, anaccelerated filer, a non-accelerated filer, a smaller reporting company, or anemerging growth company. See the definitions of “large acceleratedfiler,” “accelerated filer,” “smaller reportingcompany,” and “emerging growth company” in Rule 12b-2 of theExchange Act.

 

 Largeaccelerated filer ___ Accelerated filer ___ Non-accelerated filer X (Do not check if a smaller reporting company)Smaller reporting company ___

 

Emerginggrowth company ___

 

Ifan emerging growth company, indicate by check mark if the registrant haselected not to use the extended transition period for complying with any new orrevised financial accounting standards provided pursuant to Section 13(a) ofthe Exchange Act.

 

Indicateby check mark whether the registrant is a shell company (as defined in Rule12b-2 of the Act).

 

  Yes___ No X

 

Statethe aggregate market value of the voting and non-voting common equity held bynon-affiliates computed by reference to the price at which the common equitywas last sold, or the average bid and asked price of such common equity, as ofthe last business day of the registrant's most recently completed second fiscalquarter.

 

  Notapplicable.

 

Indicateby check mark whether the registrant has filed all documents and reportsrequired to be filed by Section 12, 13 or 15(d) of the Securities Exchange Actof 1934 subsequent to the distribution of securities under a plan confirmed bya court.

 

  Notapplicable.

 

Indicatethe number of shares outstanding of each of the registrant's classes of commonstock, as of the latest practicable date.

 

  Notapplicable.

 

DOCUMENTSINCORPORATED BY REFERENCE

 

Listhereunder the following documents if incorporated by reference and the Part ofthe Form 10-K (e.g., Part I, Part II, etc.) into which the document isincorporated: (1)Any annual report to security holders; (2) Any proxy orinformation statement; and (3)Any prospectus filed pursuant to Rule 424(b) or(c) under the Securities Act of 1933. The listed documents should be clearlydescribed for identification purposes (e.g., annual report to security holdersfor fiscal year ended December 24, 1980).

 

SeeItem 15.

 

| **PART I**   |                            |
|-------------------|---------------------------------|
|              |                            |
| **Item 1.**  | **Business.**                   |
|              | Omitted.                        |
| **Item 1A.** | **Risk Factors.**          |
|              | Omitted.                        |
| **Item 1B.** | **Unresolved Staff  Comments.** |
|              | None.                           |
| **Item 2.**  | **Properties.**                 |
|              | Omitted.                        |
| **Item 3.**  | **Legal Proceedings.**     |
|              | Omitted.                        |
| **Item 4.**  | **Mine Safety Disclosures.**    |
|              | Not applicable.            |
|              |                            |   |

 

| **PART II**     |                                                                                                                |
|----------------------|---------------------------------------------------------------------------------------------------------------------|
|                 |                                                                                                                |
| **Item 5.**     | **Market for Registrant's  Common Equity, Related Stockholder Matters and Issuer Purchases of Equity  Securities.** |
|                 | Omitted.                                                                                                            |
| **Item 6.**     | **Selected Financial Data.**                                                                                        |
|                 | Omitted.                                                                                                            |
| **Item 7.**     | **Management's Discussion  and Analysis of Financial Condition and Results of Operation.**                          |
|                 | Omitted.                                                                                                            |
| **Item 7A.**    | **Quantitative and  Qualitative Disclosures About Market Risk.**                                                    |
|                 | Omitted.                                                                                                            |
| **Item 8.**     | **Financial Statements and  Supplementary Data.**                                                                   |
|                 | Omitted.                                                                                                            |
| **Item 9.**     | **Changes in and  Disagreements With Accountants on Accounting and Financial Disclosure.**                          |
|                 | Omitted.                                                                                                            |
| **Item 9A.**    | **Controls and Procedures.**                                                                                        |
|                 | Omitted.                                                                                                            |
| **Item 9A(T).** | **Controls and Procedures.**                                                                                        |
|                 | Omitted.                                                                                                            |
| **Item 9B.**    | **Other Information.**                                                                                         |
|                 | None.                                                                                                               |
|                 |                                                                                                                |   |

 

| **PART III** |                                                                                                 |
|-------------------|------------------------------------------------------------------------------------------------------|
|              |                                                                                                 |
| **Item 10.** | **Directors, Executive  Officers and Corporate Governance.**                                         |
|              | Omitted.                                                                                             |
| **Item 11.** | **Executive Compensation.**                                                                          |
|              | Omitted.                                                                                             |
| **Item 12.** | **Security Ownership of  Certain Beneficial Owners and Management and Related Stockholder Matters.** |
|              | Omitted.                                                                                             |
| **Item 13.** | **Certain Relationships and  Related Transactions, and Director Independence.**                      |
|              | Omitted.                                                                                             |
| **Item 14.** | **Principal Accounting Fees  and Services.**                                                         |
|              | Omitted.                                                                                             |
|              |                                                                                                 |   |

 

**ADDITIONALDISCLOSURE ITEMS FOR REGULATION AB**

 

**Item1112(b) of Regulation AB, Significant Obligor Financial Information.**

 

Withrespect to the pool assets for CD 2017-CD3 Mortgage Trust, there are nosignificant obligors within the meaning of Item 1101(k) of Regulation AB.

 

**Item1114(b)(2) of Regulation AB, Significant Enhancement Provider FinancialInformation.**

 

Noentity or group of affiliated entities provides any external creditenhancement, uses any derivative instruments or other support for thecertificates within this transaction.

 

**Item1115(b) of Regulation AB, Certain Derivatives Instruments (FinancialInformation).**

 

Noentity or group of affiliated entities provides any external creditenhancement, uses any derivative instruments or other support for thecertificates within this transaction.

 

**Item1117 of Regulation AB, Legal Proceedings.**

 

Disclosurefrom Wells Fargo Bank, N.A., as Certificate Administrator:

 

OnJune 18, 2014, a group of institutional investors filed a civil complaint inthe Supreme Court of the State of New York, New York County, against WellsFargo Bank, N.A. (“Wells Fargo Bank”), in its capacity as trusteeunder 276 residential mortgage backed securities (“RMBS”) trusts,which was later amended on July 18, 2014, to increase the number of trusts to284 RMBS trusts. On November 24, 2014, the plaintiffs filed a motion tovoluntarily dismiss the state court action without prejudice. That same day, agroup of institutional investors filed a putative class action complaint in theUnited States District Court for the Southern District of New York (the“District Court”) against Wells Fargo Bank, alleging claims againstthe bank in its capacity as trustee for 274 RMBS trusts (the “FederalCourt Complaint”). In December 2014, the plaintiffs’ motion tovoluntarily dismiss their original state court action was granted. As with theprior state court action, the Federal Court Complaint is one of six similarcomplaints filed contemporaneously against RMBS trustees (Deutsche Bank,Citibank, HSBC, Bank of New York Mellon and US Bank) by a group ofinstitutional investor plaintiffs. The Federal Court Complaint against WellsFargo Bank alleges that the trustee caused losses to investors and assertscauses of action based upon, among other things, the trustee's alleged failureto: (i) notify and enforce repurchase obligations of mortgage loan sellers forpurported breaches of representations and warranties, (ii) notify investors ofalleged events of default, and (iii) abide by appropriate standards of carefollowing alleged events of default. Relief sought includes money damages in anunspecified amount, reimbursement of expenses, and equitable relief. Othercases alleging similar causes of action have been filed against Wells FargoBank and other trustees in the District Court by RMBS investors in these andother transactions, and these cases against Wells Fargo Bank are proceedingbefore the same District Court judge. A similar complaint was also filed May27, 2016 in New York state court by a different plaintiff investor. On January19, 2016, an order was entered in connection with the Federal Court Complaintin which the District Court declined to exercise jurisdiction over 261 trustsat issue in the Federal Court Complaint; the District Court also allowedplaintiffs to file amended complaints as to the remaining, non-dismissedtrusts, if they so chose, and three amended complaints have been filed. OnDecember 17, 2016, the investor plaintiffs in the 261 trusts dismissed from theFederal Court Complaint filed a new complaint in New York state court (the“State Court Complaint”). In September 2017, Royal Park InvestmentsSA/NV (“Royal Park”), one of the plaintiffs in the District Courtcases against Wells Fargo Bank, filed a putative class action complaintrelating to two trusts seeking declaratory and injunctive relief and moneydamages based on Wells Fargo Bank’s indemnification from trust funds forlegal fees and expenses Wells Fargo Bank incurs or has incurred in defendingthe District Court case filed by Royal Park. With respect to the foregoinglitigations, Wells Fargo Bank believes plaintiffs' claims are without merit andintends to contest the claims vigorously, but there can be no assurances as tothe outcome of the litigations or the possible impact of the litigations onWells Fargo Bank or the RMBS trusts.

 

Disclosurefrom KeyBank National Association, as special servicer for the 229 West 43rdStreet Retail Condo mortgage loan and the 8 Times Square & 1460 Broadwaymortgage loan under the CD 2016-CD2 PSA (as defined in Item 15(a)(3) below):

 

OnFebruary 23, 2016, a certificateholder of the J.P. Morgan Chase CommercialMortgage Securities Trust, Series 2007-CIBC18 (the “Trust”) filedsuit in the Supreme Court of New York, County of New York, against KeyBankNational Association and Berkadia Commercial Mortgage LLC (collectively, the“Servicers”).  The suit was filed derivatively on behalf ofthe Trust.  The action was brought in connection with the Servicers’determination of the fair value of a loan, secured by the Bryant Park Hotel inNew York City, held by the Trust and sold to an assignee of the Trust’sdirecting certificateholder, pursuant to an exercise of the fair value optionset forth in the pooling and servicing agreement governing the Trust. There can be no assurances as to the outcome of the action or the possibleimpact of the litigation on the Servicers.  Both Servicers deny liability,believe that they performed their obligations in accordance with the terms ofthe pooling and servicing agreement, and have contested the claims assertedagainst them, filing a motion to dismiss the case.  On November 28, 2016,the Servicers’ motion to dismiss was granted.  The plaintiffcertificateholder has filed a notice of appeal, and the appeal is pending.

 

**Item1119 of Regulation AB, Affiliations and Certain Relationships and RelatedTransactions.**

 

Providedpreviously in the prospectus of the Registrant relating to the issuing entityand filed on February 14, 2017 pursuant to Rule 424(b)(2) of the Securities Actof 1933, as amended.

 

**Item1122 of Regulation AB, Compliance with Applicable Servicing Criteria.**

 

Thereports on assessment of compliance with the servicing criteria forasset-backed securities and the related attestation reports on such assessmentsof compliance are attached hereto under Item 15.

 

**Item1123 of Regulation AB, Servicer Compliance Statement.**

 

Theservicer compliance statements are attached hereto under Item 15.

 

**Part IV**

 

**Item15. Exhibits, Financial Statement Schedules.**

 

(a)List the following documents filed as part of the report:

 

(1)Not Applicable

 

(2)Not Applicable

 

(3)Exhibits listed below are either included or incorporated by reference asindicated below:

 

(4.1)Poolingand Servicing Agreement, dated as of February 1, 2017, by and among CitigroupCommercial Mortgage Securities Inc., as depositor, Midland Loan Services, a Divisionof PNC Bank, National Association, as master servicer, Midland Loan Services, aDivision of PNC Bank, National Association, as special servicer, Park BridgeLender Services LLC, as operating advisor and asset representations reviewer,and Wells Fargo Bank, National Association, as certificate administrator andtrustee (filed as Exhibit 4.1 to the registrant's Current Report on Form 8-K/Adated February 28, 2017, and filed by the registrant on March 26, 2017 underCommission File No. 333-207132-10, and is incorporated by reference herein).

 

(4.2)Poolingand Servicing Agreement, dated as of December 1, 2016 ("CD 2016-CD2PSA"), by and among Deutsche Mortgage & Asset Receiving Corporation,as depositor, Wells Fargo Bank, National Association, as master servicer,KeyBank National Association, as special servicer, Park Bridge Lender ServicesLLC, as operating advisor and asset representations reviewer, Wells Fargo Bank,National Association, as certificate administrator, paying agent and custodian,and Wilmington Trust, National Association, as trustee (filed as Exhibit 4.2 tothe registrant's Current Report on Form 8-K dated February 14, 2017, and filedby the registrant on February 14, 2017 under Commission File No. 333-207132-10,and is incorporated by reference herein).1

 

(4.3)Poolingand Servicing Agreement, dated as of December 6, 2016 ("DBWF 2016-85TTSA"), by and among Deutsche Mortgage & Asset Receiving Corporation,as depositor, Wells Fargo Bank, National Association, as master servicer, AEGONUSA Realty Advisors, LLC, as special servicer, Deutsche Bank Trust CompanyAmericas, as certificate administrator, paying agent and custodian, andWilmington Trust, National Association, as trustee (filed as Exhibit 4.3 to theregistrant's Current Report on Form 8-K dated February 14, 2017, and filed by theregistrant on February 14, 2017 under Commission File No. 333-207132-10, and isincorporated by reference herein).2

 

(4.4)Poolingand Servicing Agreement, dated as of October 1, 2015 ("COMM 2015-CCRE26PSA"), by and among Deutsche Mortgage & Asset Receiving Corporation,as depositor, Wells Fargo Bank, National Association, as master servicer,CWCapital Asset Management LLC, as special servicer, Park Bridge LenderServices LLC, as operating advisor, Wells Fargo Bank, National Association, ascertificate administrator, paying agent and custodian, and Wilmington Trust,National Association, as trustee (filed as Exhibit 4.4 to the registrant'sCurrent Report on Form 8-K dated February 14, 2017, and filed by the registranton February 14, 2017 under Commission File No. 333-207132-10, and isincorporated by reference herein).3

 

(4.5)Trustand Servicing Agreement, dated as of November 28, 2016 ("Hilton USA Trust2016-HHV TSA"), by and among J.P. Morgan Chase Commercial MortgageSecurities Corp., as depositor, Wells Fargo Bank, National Association, asservicer, AEGON USA Realty Advisors, LLC, as special servicer, Wells FargoBank, National Association, as certificate administrator, and Wilmington Trust,National Association, as trustee (filed as Exhibit 4.5 to the registrant'sCurrent Report on Form 8-K dated February 14, 2017, and filed by the registranton February 14, 2017 under Commission File No. 333-207132-10, and isincorporated by reference herein).4

 

(4.6)Poolingand Servicing Agreement, dated as of December 1, 2016 2015 ("MSC2016-UBS12 PSA"), by and among Morgan Stanley Capital I Inc., asdepositor, Midland Loan Services, a Division of PNC Bank, National Association,as master servicer, Rialto Capital Advisors, LLC, as special servicer, ParkBridge Lender Services LLC, as operating advisor and asset representationsreviewer, Wells Fargo Bank, National Association, as certificate administratorand trustee (filed as Exhibit 4.6 to the registrant's Current Report on Form8-K dated February 14, 2017, and filed by the registrant on February 14, 2017under Commission File No. 333-207132-10, and is incorporated by referenceherein).5

 

(4.7)Poolingand Servicing Agreement, dated as of December 1, 2016 ("WFCM 2016-LC25PSA"), by and among Wells Fargo Commercial Mortgage Securities, Inc., asdepositor, Wells Fargo Bank, National Association, as general master servicer,CWCapital Asset Management LLC, as general special servicer, NationalCooperative Bank, N.A., as NCB master servicer and as NCB special servicer,Pentalpha Surveillance LLC, as operating advisor and asset representationsreviewer, Wells Fargo Bank, National Association, as certificate administrator,and Wilmington Trust, National Association, as trustee (filed as Exhibit 4.7 tothe registrant's Current Report on Form 8-K dated February 14, 2017, and filedby the registrant on February 14, 2017 under Commission File No. 333-207132-10,and is incorporated by reference herein).6

 

1 The 229 West 43rd Street Retail Condo mortgage loan,which represented approximately 7.5% of the initial pool balance of the issuingentity, is part of a loan combination comprised of the subject mortgage loanincluded in the issuing entity and one or more companion loans that are heldoutside the issuing entity. The 8 Times Square & 1460 Broadway mortgageloan, which represented approximately 1.9% of the initial pool balance of theissuing entity, is part of a loan combination comprised of the subject mortgageloan included in the issuing entity and one or more companion loans that areheld outside the issuing entity. The 229 West 43rd Street Retail Condo mortgageloan and 8 Times Square & 1460 Broadway mortgage loan are serviced pursuantto the CD 2016-CD2 PSA.

 

2 The 85 Tenth Avenue mortgage loan, which representedapproximately 5.6% of the initial pool balance of the issuing entity, is part ofa loan combination comprised of the subject mortgage loan included in theissuing entity and one or more companion loans that are held outside theissuing entity. The 85 Tenth Avenue mortgage loan is serviced pursuant to theDBWF 2016-85T TSA.

 

3 The Prudential Plaza mortgage loan, which representedapproximately 5.3% of the initial pool balance of the issuing entity, is partof a loan combination comprised of the subject mortgage loan included in theissuing entity and one or more companion loans that are held outside theissuing entity. The Prudential Plaza mortgage loan is serviced pursuant to theCOMM 2015-CCRE26 PSA.

 

4The Hilton Hawaiian Village WaikikiBeach Resort mortgage loan, which represented approximately 4.5% of the initialpool balance of the issuing entity, is part of a loan combination comprised ofthe subject mortgage loan included in the issuing entity and one or morecompanion loans that are held outside the issuing entity. The Hilton HawaiianVillage Waikiki Beach Resort loan is serviced pursuant to the Hilton USA Trust2016-HHV TSA.

 

5 The 681 Fifth Avenue mortgage loan, which representedapproximately 2.1% of the initial pool balance of the issuing entity, is partof a loan combination comprised of the subject mortgage loan included in theissuing entity and one or more companion loans that are held outside theissuing entity. The 681 Fifth Avenue mortgage loan is serviced pursuant to theMSC 2016-UBS12 PSA.

 

6The Marriott Hilton Head Resort& Spa mortgage loan, which represented approximately 1.1% of the initialpool balance of the issuing entity, is part of a loan combination comprised ofthe subject mortgage loan included in the issuing entity and one or morecompanion loans that are held outside the issuing entity. The Marriott HiltonHead Resort & Spa mortgage loan is serviced pursuant to the WFCM 2016-LC25PSA.

 

99.1MortgageLoan Purchase Agreement, dated as of February 1, 2017, between Citigroup GlobalMarkets Realty Corp. and Citigroup Commercial Mortgage Securities Inc.,pursuant to which Citigroup Global Markets Realty Corp. sold certain mortgageloans to Citigroup Commercial Mortgage Securities Inc. (filed as Exhibit 99.1to the registrant's Current Report on Form 8-K dated February 14, 2017, andfiled by the registrant on February 14, 2017 under Commission File No.333-207132-10, and is incorporated by reference herein).

 

99.2MortgageLoan Purchase Agreement, dated as of February 1, 2017, between German AmericanCapital Corporation and Citigroup Commercial Mortgage Securities Inc., pursuantto which German American Capital Corporation sold certain mortgage loans toCitigroup Commercial Mortgage Securities Inc. (filed as Exhibit 99.2 to theregistrant's Current Report on Form 8-K dated February 14, 2017, and filed bythe registrant on February 14, 2017 under Commission File No. 333-207132-10,and is incorporated by reference herein).

 

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

 

(33)Reports on assessment of compliance with servicing criteria for asset-backedsecurities. 7

 

33.1  Midland Loan Services, a Division of PNC Bank,National Association, as master servicer

33.2  Midland Loan Services, a Division of PNC Bank, NationalAssociation, as special servicer (see Exhibit 33.1) 

33.3  Park Bridge Lender Services LLC, as operating advisor

33.4  Wells Fargo Bank, National Association, as certificateadministrator

33.5  Wells Fargo Bank, National Association, as custodian

33.6  Wells Fargo Bank, National Association, as master servicerfor the 229 West 43rd Street Retail Condo mortgage loan and the 8 Times Square& 1460 Broadway mortgage loan under the CD 2016-CD2 PSA.

33.7  KeyBank National Association, as special servicer forthe 229 West 43rd Street Retail Condo mortgage loan and the 8 Times Square& 1460 Broadway mortgage loan under the CD 2016-CD2 PSA.

33.8  Park Bridge Lender Services LLC, as operating advisorfor the 229 West 43rd Street Retail Condo mortgage loan and the 8 Times Square& 1460 Broadway mortgage loan under the CD 2016-CD2 PSA. (see Exhibit 33.3)

33.9  Wells Fargo Bank, National Association, as certificateadministrator for the 229 West 43rd Street Retail Condo mortgage loan and the 8Times Square & 1460 Broadway mortgage loan under the CD 2016-CD2 PSA. (seeExhibit 33.4) 

33.10  Wells Fargo Bank, National Association, as custodianfor the 229 West 43rd Street Retail Condo mortgage loan and the 8 Times Square& 1460 Broadway mortgage loan under the CD 2016-CD2 PSA. (see Exhibit 33.5)

33.11  CoreLogic Commercial Real Estate Services, Inc., asservicing function participant for the 229 West 43rd Street Retail Condomortgage loan and the 8 Times Square & 1460 Broadway mortgage loan underthe CD 2016-CD2 PSA.

33.12  National Tax Search, LLC,, as servicing functionparticipant for the 229 West 43rd Street Retail Condo mortgage loan and the 8Times Square & 1460 Broadway mortgage loan under the CD 2016-CD2 PSA.

33.13  Wells Fargo Bank, National Association, as servicerfor the 85 Tenth Avenue mortgage loan under the DBWF 2016-85T TSA. (see Exhibit33.6) 

33.14  Aegon USA Realty Advisors, LLC, as special servicerfor the 85 Tenth Avenue mortgage loan under the DBWF 2016-85T TSA.

33.15  Deutsche Bank Trust Company Americas, as certificateadministrator for the 85 Tenth Avenue mortgage loan under the DBWF 2016-85TTSA.

33.16  Deutsche Bank Trust Company Americas, as custodianfor the 85 Tenth Avenue mortgage loan under the DBWF 2016-85T TSA. (see Exhibit33.15) 

33.17  CoreLogic Commercial Real Estate Services, Inc., asservicing function participant for the 85 Tenth Avenue mortgage loan under theDBWF 2016-85T TSA. (see Exhibit 33.11) 

33.18  National Tax Search, LLC, as servicing functionparticipant for the 85 Tenth Avenue mortgage loan under the DBWF 2016-85T TSA.(see Exhibit 33.12) 

33.19  Wells Fargo Bank, National Association, as masterservicer for the 8 Prudential Plaza mortgage loan under the COMM 2015-CCRE26PSA. (see Exhibit 33.6) 

33.20  CWCapital Asset Management LLC, as special servicerfor the 8 Prudential Plaza mortgage loan under the COMM 2015-CCRE26 PSA.

33.21  Wells Fargo Bank, National Association, as certificateadministrator for the 8 Prudential Plaza mortgage loan under the COMM 2015-CCRE26PSA. (see Exhibit 33.4) 

33.22  Wells Fargo Bank, National Association, as custodianfor the 8 Prudential Plaza mortgage loan under the COMM 2015-CCRE26 PSA. (seeExhibit 33.5) 

33.23  Park Bridge Lender Services LLC, as operating advisorfor the 8 Prudential Plaza mortgage loan under the COMM 2015-CCRE26 PSA. (seeExhibit 33.3) 

33.24  CoreLogic Commercial Real Estate Services, Inc., asservicing function participant for the 8 Prudential Plaza mortgage loan underthe COMM 2015-CCRE26. (see Exhibit 33.11) 

33.25  National Tax Search, LLC, as servicing functionparticipant for the 8 Prudential Plaza mortgage loan under the COMM2015-CCRE26. (see Exhibit 33.12) 

33.26  Wells Fargo Bank, National Association, as servicerfor the Hilton Hawaiian Village Waikiki Beach Resort mortgage loan under theHilton USA Trust 2016-HHV TSA. (see Exhibit 33.6) 

33.27  Aegon USA Realty Advisors, LLC, as special servicerfor the Hilton Hawaiian Village Waikiki Beach Resort mortgage loan under theHilton USA Trust 2016-HHV TSA. (see Exhibit 33.14) 

33.28  Wells Fargo Bank, National Association, as certificateadministrator for the Hilton Hawaiian Village Waikiki Beach Resort mortgageloan under the Hilton USA Trust 2016-HHV TSA. (see Exhibit 33.4) 

33.29  CoreLogic Commercial Real Estate Services, Inc., asservicing function participant for the Hilton Hawaiian Village Waikiki BeachResort mortgage loan under the Hilton USA Trust 2016-HHV TSA. (see Exhibit33.11) 

33.30  National Tax Search, LLC, as servicing functionparticipant for the Hilton Hawaiian Village Waikiki Beach Resort mortgage loanunder the Hilton USA Trust 2016-HHV TSA. (see Exhibit 33.12) 

33.31  Midland Loan Services, a Division of PNC Bank,National Association, as master servicer for the 681 Fifth Avenue mortgage loanunder the MSC 2016-UBS12 PSA. (see Exhibit 33.1) 

33.32  Park Bridge Lender Services LLC, as operating advisorfor the 681 Fifth Avenue mortgage loan under the MSC 2016-UBS12 PSA. (seeExhibit 33.3) 

33.33  Wells Fargo Bank, National Association, as certificateadministrator for the 681 Fifth Avenue mortgage loan under the MSC 2016-UBS12PSA. (see Exhibit 33.4) 

33.34  Wells Fargo Bank, National Association, as custodianfor the 681 Fifth Avenue mortgage loan under the MSC 2016-UBS12 PSA. (seeExhibit 33.5) 

33.35  Wells Fargo Bank, National Association, as generalmaster servicer for the Marriott Hilton Head Resort & Spa mortgage loanunder the WFCM 2016-LC25 PSA. (see Exhibit 33.6) 

33.36  CWCapital Asset Management LLC, as general specialservicer for the Marriott Hilton Head Resort & Spa mortgage loan under theWFCM 2016-LC25 PSA. (see Exhibit 33.20) 

33.37  Wells Fargo Bank, National Association, as certificateadministrator for the Marriott Hilton Head Resort & Spa mortgage loan underthe WFCM 2016-LC25 PSA. (see Exhibit 33.4) 

33.38  Pentalpha Surveillance LLC, as operating advisor forthe Marriott Hilton Head Resort & Spa mortgage loan under the WFCM2016-LC25 PSA.

33.39  CoreLogic Commercial Real Estate Services, Inc., asservicing function participant for the Marriott Hilton Head Resort & Spamortgage loan under the WFCM 2016-LC25 PSA. (see Exhibit 33.11) 

33.40  National Tax Search, LLC, as servicing functionparticipant for the Marriott Hilton Head Resort & Spa mortgage loan underthe WFCM 2016-LC25 PSA. (see Exhibit 33.12) 

 

7  Pursuant to Instruction 3 to Item 1122 ofRegulation AB, the report on assessment of compliance with servicing criteriaand attestation report on assessment of compliance with servicing criteria ofRialto Capital Advisors, LLC, as special servicer for the 681 Fifth Avenuemortgage loan under the MSC 2016-UBS12 PSA, are not included in this report onForm 10-K because Rialto Capital Advisors, LLC performed activities thataddress the servicing criteria specified in Item 1122(d) of Regulation AB withrespect to less than 5% of the pool assets of the issuing entity.

 

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

 

34.1  Midland Loan Services, a Division of PNC Bank, NationalAssociation, as master servicer

34.2  Midland Loan Services, a Division of PNC Bank,National Association, as special servicer (see Exhibit 34.1) 

34.3  Park Bridge Lender Services LLC, as operating advisor

34.4  Wells Fargo Bank, National Association, as certificateadministrator

34.5  Wells Fargo Bank, National Association, as custodian

34.6  Wells Fargo Bank, National Association, as masterservicer for the 229 West 43rd Street Retail Condo mortgage loan and the 8Times Square & 1460 Broadway mortgage loan under the CD 2016-CD2 PSA.

34.7  KeyBank National Association, as special servicer forthe 229 West 43rd Street Retail Condo mortgage loan and the 8 Times Square& 1460 Broadway mortgage loan under the CD 2016-CD2 PSA.

34.8  Park Bridge Lender Services LLC, as operating advisorfor the 229 West 43rd Street Retail Condo mortgage loan and the 8 Times Square& 1460 Broadway mortgage loan under the CD 2016-CD2 PSA. (see Exhibit 34.3)

34.9  Wells Fargo Bank, National Association, as certificateadministrator for the 229 West 43rd Street Retail Condo mortgage loan and the 8Times Square & 1460 Broadway mortgage loan under the CD 2016-CD2 PSA. (seeExhibit 34.4) 

34.10  Wells Fargo Bank, National Association, as custodianfor the 229 West 43rd Street Retail Condo mortgage loan and the 8 Times Square& 1460 Broadway mortgage loan under the CD 2016-CD2 PSA. (see Exhibit 34.5)

34.11  CoreLogic Commercial Real Estate Services, Inc., asservicing function participant for the 229 West 43rd Street Retail Condomortgage loan and the 8 Times Square & 1460 Broadway mortgage loan underthe CD 2016-CD2 PSA.

34.12  National Tax Search, LLC,, as servicing functionparticipant for the 229 West 43rd Street Retail Condo mortgage loan and the 8Times Square & 1460 Broadway mortgage loan under the CD 2016-CD2 PSA.

34.13  Wells Fargo Bank, National Association, as servicerfor the 85 Tenth Avenue mortgage loan under the DBWF 2016-85T TSA. (see Exhibit34.6) 

34.14  Aegon USA Realty Advisors, LLC, as special servicerfor the 85 Tenth Avenue mortgage loan under the DBWF 2016-85T TSA.

34.15  Deutsche Bank Trust Company Americas, as certificateadministrator for the 85 Tenth Avenue mortgage loan under the DBWF 2016-85TTSA.

34.16  Deutsche Bank Trust Company Americas, as custodianfor the 85 Tenth Avenue mortgage loan under the DBWF 2016-85T TSA. (see Exhibit34.15) 

34.17  CoreLogic Commercial Real Estate Services, Inc., asservicing function participant for the 85 Tenth Avenue mortgage loan under theDBWF 2016-85T TSA. (see Exhibit 34.11) 

34.18  National Tax Search, LLC, as servicing functionparticipant for the 85 Tenth Avenue mortgage loan under the DBWF 2016-85T TSA.(see Exhibit 34.12) 

34.19  Wells Fargo Bank, National Association, as masterservicer for the 8 Prudential Plaza mortgage loan under the COMM 2015-CCRE26PSA. (see Exhibit 34.6) 

34.20  CWCapital Asset Management LLC, as special servicerfor the 8 Prudential Plaza mortgage loan under the COMM 2015-CCRE26 PSA.

34.21  Wells Fargo Bank, National Association, as certificateadministrator for the 8 Prudential Plaza mortgage loan under the COMM2015-CCRE26 PSA. (see Exhibit 34.4) 

34.22  Wells Fargo Bank, National Association, as custodianfor the 8 Prudential Plaza mortgage loan under the COMM 2015-CCRE26 PSA. (seeExhibit 34.5) 

34.23  Park Bridge Lender Services LLC, as operating advisorfor the 8 Prudential Plaza mortgage loan under the COMM 2015-CCRE26 PSA. (seeExhibit 34.3) 

34.24  CoreLogic Commercial Real Estate Services, Inc., asservicing function participant for the 8 Prudential Plaza mortgage loan underthe COMM 2015-CCRE26. (see Exhibit 34.11) 

34.25  National Tax Search, LLC, as servicing functionparticipant for the 8 Prudential Plaza mortgage loan under the COMM2015-CCRE26. (see Exhibit 34.12) 

34.26  Wells Fargo Bank, National Association, as servicerfor the Hilton Hawaiian Village Waikiki Beach Resort mortgage loan under theHilton USA Trust 2016-HHV TSA. (see Exhibit 34.6) 

34.27  Aegon USA Realty Advisors, LLC, as special servicerfor the Hilton Hawaiian Village Waikiki Beach Resort mortgage loan under theHilton USA Trust 2016-HHV TSA. (see Exhibit 34.14) 

34.28  Wells Fargo Bank, National Association, as certificateadministrator for the Hilton Hawaiian Village Waikiki Beach Resort mortgageloan under the Hilton USA Trust 2016-HHV TSA. (see Exhibit 34.4) 

34.29  CoreLogic Commercial Real Estate Services, Inc., asservicing function participant for the Hilton Hawaiian Village Waikiki BeachResort mortgage loan under the Hilton USA Trust 2016-HHV TSA. (see Exhibit34.11) 

34.30  National Tax Search, LLC, as servicing functionparticipant for the Hilton Hawaiian Village Waikiki Beach Resort mortgage loanunder the Hilton USA Trust 2016-HHV TSA. (see Exhibit 34.12) 

34.31  Midland Loan Services, a Division of PNC Bank,National Association, as master servicer for the 681 Fifth Avenue mortgage loanunder the MSC 2016-UBS12 PSA. (see Exhibit 34.1) 

34.32  Park Bridge Lender Services LLC, as operating advisorfor the 681 Fifth Avenue mortgage loan under the MSC 2016-UBS12 PSA. (seeExhibit 34.3) 

34.33  Wells Fargo Bank, National Association, as certificateadministrator for the 681 Fifth Avenue mortgage loan under the MSC 2016-UBS12PSA. (see Exhibit 34.4) 

34.34  Wells Fargo Bank, National Association, as custodianfor the 681 Fifth Avenue mortgage loan under the MSC 2016-UBS12 PSA. (seeExhibit 34.5) 

34.35  Wells Fargo Bank, National Association, as generalmaster servicer for the Marriott Hilton Head Resort & Spa mortgage loanunder the WFCM 2016-LC25 PSA. (see Exhibit 34.6) 

34.36  CWCapital Asset Management LLC, as general specialservicer for the Marriott Hilton Head Resort & Spa mortgage loan under theWFCM 2016-LC25 PSA. (see Exhibit 34.20) 

34.37  Wells Fargo Bank, National Association, as certificateadministrator for the Marriott Hilton Head Resort & Spa mortgage loan underthe WFCM 2016-LC25 PSA. (see Exhibit 34.4) 

34.38  Pentalpha Surveillance LLC, as operating advisor forthe Marriott Hilton Head Resort & Spa mortgage loan under the WFCM2016-LC25 PSA.

34.39  CoreLogic Commercial Real Estate Services, Inc., asservicing function participant for the Marriott Hilton Head Resort & Spamortgage loan under the WFCM 2016-LC25 PSA. (see Exhibit 34.11) 

34.40  National Tax Search, LLC, as servicing functionparticipant for the Marriott Hilton Head Resort & Spa mortgage loan underthe WFCM 2016-LC25 PSA. (see Exhibit 34.12) 

 

(35)Servicer compliance statement.8

 

35.1  Midland Loan Services, a Division of PNC Bank,National Association, as master servicer

35.2  Midland Loan Services, a Division of PNC Bank,National Association, as special servicer (see Exhibit 35.1) 

35.3  Wells Fargo Bank, National Association, as certificateadministrator

35.4  Wells Fargo Bank, National Association, as masterservicer for the 229 West 43rd Street Retail Condo mortgage loan and the 8Times Square & 1460 Broadway mortgage loan under the CD 2016-CD2 PSA.

35.5  Wells Fargo Bank, National Association, as certificateadministrator for the 229 West 43rd Street Retail Condo mortgage loan and the 8Times Square & 1460 Broadway mortgage loan under the CD 2016-CD2 PSA. (seeExhibit 35.3) 

35.6  Wells Fargo Bank, National Association, as servicerfor the 85 Tenth Avenue mortgage loan under the DBWF 2016-85T TSA.

35.7  Aegon USA Realty Advisors, LLC, as special servicerfor the 85 Tenth Avenue mortgage loan under the DBWF 2016-85T TSA.

35.8  Wells Fargo Bank, National Association, as masterservicer for the 8 Prudential Plaza mortgage loan under the COMM 2015-CCRE26PSA.

35.9  Wells Fargo Bank, National Association, as certificateadministrator for the 8 Prudential Plaza mortgage loan under the COMM2015-CCRE26 PSA. (see Exhibit 35.3) 

35.10  Wells Fargo Bank, National Association, as servicerfor the Hilton Hawaiian Village Waikiki Beach Resort mortgage loan under theHilton USA Trust 2016-HHV TSA.

35.11  Aegon USA Realty Advisors, LLC, as special servicerfor the Hilton Hawaiian Village Waikiki Beach Resort mortgage loan under theHilton USA Trust 2016-HHV TSA. (see Exhibit 35.7) 

35.12  Wells Fargo Bank, National Association, as certificateadministrator for the Hilton Hawaiian Village Waikiki Beach Resort mortgageloan under the Hilton USA Trust 2016-HHV TSA. (see Exhibit 35.3) 

35.13  Midland Loan Services, a Division of PNC Bank,National Association, as master servicer for the 681 Fifth Avenue mortgage loanunder the MSC 2016-UBS12 PSA. (see Exhibit 35.1) 

35.14  Wells Fargo Bank, National Association, as certificateadministrator for the 681 Fifth Avenue mortgage loan under the MSC 2016-UBS12PSA. (see Exhibit 35.3) 

35.15  Wells Fargo Bank, National Association, as generalmaster servicer for the Marriott Hilton Head Resort & Spa mortgage loanunder the WFCM 2016-LC25 PSA.

35.16  Wells Fargo Bank, National Association, as certificateadministrator for the Marriott Hilton Head Resort & Spa mortgage loan underthe WFCM 2016-LC25 PSA. (see Exhibit 35.3) 

 

8  This report on Form 10-K does not include theservicer compliance statements of (i) KeyBank National Association, as specialservicer for the 229 West 43rd Street Retail Condo mortgage loan and 8 TimesSquare & 1460 Broadway mortgage loan under the CD 2016-CD2 PSA, (ii)CWCapital Asset Management LLC, as special servicer for the 8 Prudential Plazamortgage loan under the COMM 2015-CCRE26 PSA and as general special servicerfor the Marriott Hilton Head Resort & Spa mortgage loan under the WFCM2016-LC25 PSA, (iii) Deutsche Bank National Trust Company, as certificateadministrator for the 85 Tenth Avenue mortgage loan under the DBWF 2016-85T TSAand (iv) Rialto Capital Advisors, LLC, as special servicer for the 681 FifthAvenue mortgage loan under the MSC 2016-UBS12 PSA, because each of KeyBankNational Association, CWCapital Asset Management LLC, Deutsche Bank NationalTrust Company and Rialto Capital Advisors, LLC is an unaffiliated party thatservices less than 10% of the pool assets of the issuing entity, and thereforeis not a “servicer” that meets the criteria in Item 1108(a)(2)(i) through(iii) of Regulation AB. 

 

 (b)The exhibits required to be filed by Registrant pursuant to Item 601ofRegulation S-K. 

 

(c)Not Applicable

 

**SIGNATURES**

 

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

 

CitigroupCommercial Mortgage Securities Inc.

(Depositor)

 

/s/Paul Vanderslice

PaulVanderslice, President 

(seniorofficer in charge of securitization of the depositor)

 

Date:March 29, 2018