**UNITED STATESSECURITIES AND EXCHANGE COMMISSION**

**Washington, D.C. 20549**

**FORM 10-K**

(Mark One)

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

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

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

**For the transition period from _____ to _____Commission file number of the issuing entity: 333-207677-03**

**Central Index Key Number of the issuing entity:0001687955**

**GS Mortgage Securities Trust2016-GS4**

**(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)**

** **

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

**the issuing entity)** | **38-4014765**

**38-4014766**

**38-4014767**

**38-4014783**

**38-7170484**

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

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

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

**Wells Fargo Bank, National Association**

**as Certificate Administrator**

**9062 Old Annapolis Road**

**Columbia, MD**

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

**21045**

**(Zip Code)**

**Registrant’s telephone number,including area code:**

**(212) 902-1000**

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

| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
|---------------------|-------------------|-------------------------------------------|
| None                |              |                                      |

 

 

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

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

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

Indicate by check mark whether the registrant (1) has filedall reports required to be filed by Section 13 or 15(d) of the SecuritiesExchange Act of 1934 during the preceding 12 months (or for such shorter periodthat the registrant was required to file such reports), and (2) has beensubject to such filing requirements for the past 90 days.  ⌧ Yes oNo

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

Not applicable.

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

Large acceleratedfiler        o                                                                                                       Accelerated filer                                     o

Non-acceleratedfiler          ⌧                                                                                                      Smaller reportingcompany                    o

                                                                                                                                                       Emerging growthcompany                    o

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

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

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

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

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

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

Not applicable.

Indicate by check mark whether the registrant has filed alldocuments and reports required to be filed by Section 12, 13 or 15(d) of theSecurities Exchange Act of 1934 subsequent to the distribution of securitiesunder a plan confirmed by a court.  oYes oNo

Not applicable.

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

Not applicable.

**DOCUMENTS INCORPORATED BY REFERENCE**

** **

List hereunder the following documents if incorporated 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 Simon Premium Outlets Mortgage Loan, whichconstituted approximately 6.5% of the asset pool of the issuing entity as ofits cut-off date, is an asset of the issuing entity and is part of a loancombination that includes the Simon Premium Outlets Mortgage Loan and one other*pari passu* loan, which is not an asset of the issuing entity. This loancombination, including the Simon Premium Outlets Mortgage Loan, is beingserviced and administered pursuant to the Pooling and Servicing Agreement,which is incorporated by reference as Exhibit 4.1 to this Annual Report on Form10-K.

The Exhibit Index describesexhibits provided by certain parties (in their capacities indicated on theExhibit Index) with respect to the Residence Inn and SpringHill Suites NorthShore Mortgage Loan, which constituted approximately 2.1% of the asset pool ofthe issuing entity as of its cut-off date.  The Residence Inn andSpringHill Suites North Shore Mortgage Loan is an asset of the issuing entityand is part of a loan combination that includes the Residence Inn andSpringHill Suites North Shore Mortgage Loan and two other *pari passu*loans, which are not assets of the issuing entity. A *pari passu* portionof the loan combination was securitized in the GS Mortgage Securities Trust2016-GS2 transaction, Commission File Number 333-207677-01 (the “GSMS2016-GS2 Transaction”). This loan combination, including the Residence Innand SpringHill Suites North Shore Mortgage Loan, is being serviced andadministered pursuant to the pooling and servicing agreement for the GSMS2016-GS2 Transaction, which is incorporated by reference as Exhibit 4.2 to thisAnnual Report on Form 10-K.

The Exhibit Index describesexhibits provided by certain parties (in their capacities indicated on theExhibit Index) with respect to the U.S. Industrial Portfolio Mortgage Loan, the540 West Madison Mortgage Loan, the Hamilton Place Mortgage Loan and theEmbassy Suites Portland Airport Mortgage Loan, which constituted approximately7.3%, 7.3%, 4.1% and 2.7%, respectively, of the asset pool of the issuingentity as of its cut-off date.  The U.S. Industrial Portfolio MortgageLoan, the 540 West Madison Mortgage Loan, the Hamilton Place Mortgage Loan andthe Embassy Suites Portland Airport Mortgage Loan are each an asset of theissuing entity and are each part of a loan combination that includes (a) withrespect to the U.S. Industrial Portfolio Mortgage Loan, three other *paripassu* loans, which are not assets of the issuing entity, (b) with respectto the 540 West Madison Mortgage Loan, one other *pari passu* loan and twosubordinate companion loans, which are not assets of the issuing entity, (c)with respect to the Hamilton Place Mortgage Loan, one other *pari passu*loan, which is not an asset of the issuing entity or (d) with respect to theEmbassy Suites Portland Airport Mortgage Loan, one other *pari passu*loan, which is not an asset of the issuing entity. A *pari passu* portionof each loan combination was securitized in the GS Mortgage Securities Trust2016-GS3 transaction, Commission File Number 333-207677-02 (the “GSMS2016-GS3 Transaction”). These loan combinations, including the U.S.Industrial Portfolio Mortgage Loan, the 540 West Madison Mortgage Loan, theHamilton Place Mortgage Loan and the Embassy Suites Portland Airport MortgageLoan, are being serviced and administered pursuant to the pooling and servicingagreement for the GSMS 2016-GS3 Transaction, which is incorporated by referenceas Exhibit 4.3 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 custodian of the mortgage loans serviced under the Poolingand Servicing Agreement, the U.S. Industrial Portfolio Mortgage Loan, the 540West Madison Mortgage Loan, the Hamilton Place Mortgage Loan, the EmbassySuites Portland Airport Mortgage Loan and the Residence Inn and SpringHillSuites North Shore Mortgage Loan.  As a result, Wells Fargo Bank, NationalAssociation is a servicing function participant in the capacities describedabove, because it is servicing mortgage loans that constituted 5% or more ofthe assets of the issuing entity as of its cut-off date. The assessments ofcompliance with applicable servicing criteria and accountants’ attestationreports delivered by Wells Fargo Bank, National Association in the capacitiesdescribed above are listed in the Exhibit Index.

Midland LoanServices, a Division of PNC Bank, National Association is the general specialservicer of the mortgage loans serviced under the Pooling and ServicingAgreement and the primary servicer of the Residence Inn and SpringHill SuitesNorth Shore Mortgage Loan, the 540 West Madison Mortgage Loan, the U.S.Industrial Portfolio Mortgage Loan, the Hamilton Place Mortgage Loan and theEmbassy Suites Portland Airport Mortgage Loan. As a result, Midland LoanServices, a Division of PNC Bank, National Association is a “servicer” asdefined in Item 1108(a)(2)(iii) of Regulation AB, in the capacities describedabove, because it is servicing mortgage loans that constituted 10% or more ofthe assets of the issuing entity as of its cut-off date. The assessments ofcompliance with applicable servicing criteria, accountants’ attestation reportsand servicer compliance statements delivered by Midland Loan Services, aDivision of PNC Bank, National Association in the capacities described aboveare listed in the Exhibit Index.

Pentalpha Surveillance LLC is theoperating advisor of the U.S. Industrial Portfolio Mortgage Loan, the 540 WestMadison Mortgage Loan, the Hamilton Place Mortgage Loan, the Embassy SuitesPortland Airport Mortgage Loan and the Residence Inn and SpringHill SuitesNorth Shore Mortgage Loan.  As a result, Pentalpha Surveillance LLC is aservicing function participant in the capacities described above, because it isservicing 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 byPentalpha Surveillance LLC in the capacities described above are listed in theExhibit Index.

Rialto Capital Advisors, LLC isthe special servicer of the U.S. Industrial Portfolio Mortgage Loan, theHamilton Place Mortgage Loan and the Embassy Suites Portland Airport MortgageLoan. As a result, Rialto Capital Advisors, LLC is a “servicer” as defined inItem 1108(a)(2)(iii) of Regulation AB, in the capacities described above,because it is servicing mortgage loans that constituted 10% or more of theassets of the issuing entity as of its cut-off date. The assessments ofcompliance with applicable servicing criteria, accountants’ attestation reportsand servicer compliance statements delivered by Rialto Capital Advisors, LLC inthe capacities described above are listed in the Exhibit Index.

Wells Fargo Bank, NationalAssociation acts as trustee of the Residence Inn and SpringHill Suites NorthShore Mortgage Loan, the 540 West Madison Mortgage Loan, the Hamilton PlaceMortgage Loan, the Embassy Suites Portland Airport Mortgage Loan and the U.S.Industrial Portfolio Mortgage Loan.  Pursuant to the pooling and servicingagreement for the GSMS 2016-GS2 Transaction and the pooling and servicingagreement for the GSMS 2016-GS3 Transaction, the trustee is required to providean assessment of compliance with applicable servicing criteria solely withrespect to Item 1122(d)(2)(iii) of Regulation AB (regarding advances of fundsor guarantees regarding collections, cash flows or distributions, and any interestor other fees charged for such advances, are made, reviewed and approved asspecified in the transaction agreements). However, during the reporting period,the trustee did not perform any servicing function with respect to theservicing criteria specified in Item 1122(d)(2)(iii) of Regulation AB. The master servicer or the special servicer, to the extent required, performedthe servicing function identified with respect to Item 1122(d)(2)(iii) ofRegulation AB, and each such party included Item 1122(d)(2)(iii) of RegulationAB in the assessment of compliance with applicable servicing criteria andaccountant’s attestation report for the subject transaction.  As a result,this Annual Report on Form 10-K does not include an assessment of compliance withapplicable servicing criteria of the trustee. One or more other servicers ofthe Residence Inn and SpringHill Suites North Shore Mortgage Loan, the 540 WestMadison Mortgage Loan, the Hamilton Place Mortgage Loan, the Embassy SuitesPortland Airport Mortgage Loan and the U.S. Industrial Portfolio Mortgage Loanhave delivered one or more assessments of compliance with respect to Item1122(d)(2)(iii) of Regulation AB.

Wilmington Trust, NationalAssociation acts as trustee of the mortgage loans serviced under the Poolingand Servicing Agreement.  Pursuant to the Pooling and Servicing Agreement,the trustee 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 identified withrespect to Item 1122(d)(2)(iii) of Regulation AB, and each such party includedItem 1122(d)(2)(iii) of Regulation AB in the assessment of compliance withapplicable 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 serviced underthe Pooling and Servicing Agreement have delivered one or more assessments ofcompliance 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 master servicer under the Pooling and ServicingAgreement to remit tax payments received from the escrow accounts of borrowersto local taxing authorities, to report tax amounts due, to verify tax parcelinformation, and to verify non-escrow tax payments. These servicing functionsare included within the servicing criteria set forth in Items 1122(d)(4)(xi)and 1122(d)(4)(xii) of Regulation AB.  Therefore, under theprinciples-based definition of “servicer” set forth in Item 1101(j) ofRegulation AB that looks to the functions that an entity performs, this vendoris a “servicer” for the purposes of Item 1122 of Regulation AB.  *See*Compliance and Disclosure Interpretations, Section 301.01 (Item 1101(j)).

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

The assessments of compliance withapplicable servicing criteria, accountants’ attestation reports and servicercompliance statements of the certificate administrator of the Residence Inn andSpringHill Suites North Shore Mortgage Loan, the 540 West Madison MortgageLoan, the Hamilton Place Mortgage Loan, the Embassy Suites Portland AirportMortgage Loan and the U.S. Industrial Portfolio 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 Residence Inn and SpringHill Suites NorthShore Mortgage Loan and the 540 West Madison Mortgage Loan, (i) the report onassessment of compliance with servicing criteria and attestation report onassessment of compliance with servicing criteria of LNR Partners, LLC asspecial servicer of the Residence Inn and SpringHill Suites North ShoreMortgage Loan, listed on the Exhibit Index are omitted from this Annual Reporton Form 10-K as they are not required to be included on this Annual Report onForm 10-K per Instruction 3 to Item 1122 of Regulation AB because it is a partyperforming activities that address servicing criteria relating to 5% or less ofthe assets of the issuing entity; and (ii) the servicer compliance statementsof LNR Partners, LLC as special servicer of the Residence Inn and SpringHillSuites North Shore Mortgage Loan and Trimont LLC (f/k/a Trimont Real EstateAdvisors, LLC) as special servicer of the 540 West Madison Mortgage Loan,listed on the Exhibit Index are omitted from this Annual Report on Form 10-K asthey are not required by Item 1123 of Regulation AB to be included on thisAnnual Report on Form 10-K because they are each an unaffiliated party that isnot a “servicer” that meets the criteria in Item 1108(a)(2)(i) through (iii) ofRegulation AB.

**PART I**

**Item 1.  Business.**

Omitted.

**Item 1A.  Risk Factors.**

Omitted.

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

None.

**Item 1C.  Cybersecurity.**

Omitted.

**Item 2.  Properties.**

Omitted.

**Item 3.  Legal Proceedings.**

Omitted.

**Item 4.  Mine Safety Disclosures.**

Not applicable.

**PART II**

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

Omitted.

**Item 6.**

[Reserved].

**Item 7.  Management’s Discussion and Analysis ofFinancial Condition and Results of Operations.**

Omitted.

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

Omitted.

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

Omitted.

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

Omitted.

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

Omitted.

**Item 9B.  Other Information.**

None.

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

None.

**PART III**

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

Omitted.

**Item 11.  Executive Compensation.**

Omitted.

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

Omitted.

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

Omitted.

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

Omitted.

**ADDITIONAL DISCLOSURE ITEMS FOR REGULATION AB**

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

No single obligor represents 10% or more of the pool assetsheld by the issuing entity. 

**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 any derivativeinstruments or other support for the certificates within this transaction asdescribed under Item 1115 of Regulation AB.

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

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

In December 2014, Phoenix Light SF Limited (Phoenix Light)and certain related entities filed a complaint in the United States DistrictCourt for the Southern District of New York alleging claims against Wells FargoBank, N.A., in its capacity as trustee for a number of residentialmortgage-backed securities (RMBS) trusts. Complaints raising similarallegations have been filed by Commerzbank AG in the Southern District of NewYork, IKB International and IKB Deutsche Industriebank (together, IKB) in NewYork state court, and Park Royal I LLC and Park Royal II LLC in New York statecourt. In each case, the plaintiffs allege that Wells Fargo Bank, N.A., astrustee, 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, PhoenixLight and Commerzbank AG each appealed the district court’s decision to theUnited States Court of Appeals for the Second Circuit. Phoenix Light dismissedits appeal in May 2023, terminating its case. In November 2023, Wells FargoBank, N.A. entered into an agreement with IKB to resolve IKB’s claims. WellsFargo Bank, N.A. previously settled two class actions filed by institutionalinvestors and an action filed by the National Credit Union Administration withsimilar allegations.

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

The information regarding this Item has been previouslyprovided in the prospectus of the Registrant relating to the issuing entityfiled on November 30, 2016 pursuant to Rule 424(b)(2).

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

The reports on assessments of compliance with the servicingcriteria for asset-backed securities and related attestation reports on suchassessments of compliance with respect to the mortgage loans are attachedhereto under Item 15 to this Annual Report on Form 10-K. Attached as Exhibit AAto the Pooling and Servicing Agreement incorporated by reference as Exhibit 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 Residence Inn and SpringHillSuites North Shore Mortgage Loan, which is being serviced and administeredpursuant to the pooling and servicing agreement for the GSMS 2016-GS2Transaction, are attached hereto under Item 15 to this Annual Report on Form10-K. Attached as Exhibit AA to the pooling and servicing agreement for theGSMS 2016-GS2 Transaction incorporated by reference as Exhibit 4.2 to thisAnnual Report on Form 10-K is a chart identifying the entities participating ina servicing function for the GSMS 2016-GS2 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 540 West Madison Mortgage Loan,the U.S. Industrial Portfolio Mortgage Loan, the Hamilton Place Mortgage Loanand the Embassy Suites Portland Airport Mortgage Loan, which are being servicedand administered pursuant to the pooling and servicing agreement for the GSMS2016-GS3 Transaction, are attached hereto under Item 15 to this Annual Reporton Form 10-K. Attached as Exhibit AA to the pooling and servicing agreement forthe GSMS 2016-GS3 Transaction incorporated by reference as Exhibit 4.3 to thisAnnual Report on Form 10-K is a chart identifying the entities participating ina servicing function for the GSMS 2016-GS3 Transaction responsible for eachapplicable servicing criteria set forth in Item 1122(d).

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

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

**PART IV**

**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 1,2016, 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 General Special Servicer, WellsFargo Bank, National Association, as AMA Plaza Special Servicer, AEGON USARealty Advisors, LLC, as 225 Bush Street Special Servicer, Wells Fargo Bank,National Association, as Certificate Administrator, Wilmington Trust, NationalAssociation, as Trustee, and Park Bridge Lender Services LLC, as OperatingAdvisor and as Asset Representations Reviewer (filed as Exhibit 4.1 to theregistrant’s Current Report on Form 8-K filed on November 30, 2016 underCommission File No. 333-207677-03 and incorporated by reference herein).

4.2          Pooling and Servicing Agreement, dated as of May 1, 2016,by and among GS Mortgage Securities Corporation II, as Depositor, Midland LoanServices, a Division of PNC Bank, National Association, as Master Servicer,Torchlight Loan Services, LLC, as General Special Servicer, Rialto CapitalAdvisors, LLC, as Veritas Multifamily Pool 2 Special Servicer, Wells FargoBank, National Association, as Certificate Administrator, Wells Fargo Bank,National Association, as Trustee, and Pentalpha Surveillance LLC, as OperatingAdvisor and as Asset Representations Reviewer (filed as Exhibit 4.3 to theregistrant’s Current Report on Form 8-K filed on November 30, 2016 underCommission File No. 333-207677-03 and incorporated by reference herein).

4.3          Pooling and Servicing Agreement, dated as of September 1,2016, by and among GS Mortgage Securities Corporation II, as Depositor, MidlandLoan Services, a Division of PNC Bank, National Association, as MasterServicer, Rialto Capital Advisors, LLC, as General Special Servicer, TrimontReal Estate Advisors, LLC, as 540 West Madison Special Servicer, Wells FargoBank, National Association, as Certificate Administrator, Wells Fargo Bank,National Association, as Trustee, and Pentalpha Surveillance LLC, as OperatingAdvisor and as Asset Representations Reviewer (filed as Exhibit 4.2 to theregistrant’s Current Report on Form 8-K filed on November 30, 2016 underCommission File No. 333-207677-03 and incorporated by reference herein).

4.4          Co-Lender Agreement, dated as of November 1, 2016, 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 4.8 to theregistrant’s Current Report on Form 8-K filed on November 30, 2016 underCommission File No. 333-207677-03 and incorporated by reference herein).

4.5          Amended And Restated Co-Lender Agreement, dated as ofSeptember 1, 2016, by and among Wells Fargo Bank, National Association, asTrustee, for the benefit of the registered Holders of the GS MortgageSecurities Corporation II, Commercial Mortgage Pass-Through Certificates,Series 2016-GS2, as Note A-1 Holder, Goldman Sachs Mortgage Company, as InitialNote A-2-1 Holder, and Goldman Sachs Mortgage Company, as Initial Note A-2-2Holder (filed as Exhibit 4.11 to the registrant’s Current Report on Form 8-Kfiled on November 30, 2016 under Commission File No. 333-207677-03 andincorporated by reference herein).

4.6          Agreement Between Noteholders, dated as of September 7,2016, by and among Goldman Sachs Mortgage Company, as Note A-1 Holder, GoldmanSachs Mortgage Company, as Note A-2 Holder, Goldman Sachs Mortgage Company, asNote B Holder, and Goldman Sachs Mortgage Company, as Note C Holder (filed asExhibit 4.6 to the registrant’s Current Report on Form 8-K filed on November30, 2016 under Commission File No. 333-207677-03 and incorporated by referenceherein).

4.7          Co-Lender Agreement, dated as of September 1, 2016, 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 A-4 Holder (filed as Exhibit 4.7 to the registrant’s CurrentReport on Form 8-K filed on November 30, 2016 under Commission File No.333-207677-03 and incorporated by reference herein).

4.8          Co-Lender Agreement, dated as of September 1, 2016, byand between Goldman Sachs Mortgage Company, as Initial Note A-1 Holder, andGoldman Sachs Mortgage Company, as Initial Note A-2 Holder (filed as Exhibit4.9 to the registrant’s Current Report on Form 8-K filed on November 30, 2016under Commission File No. 333-207677-03 and incorporated by reference herein).

4.9          Co-Lender Agreement, dated as of September 1, 2016, byand between Goldman Sachs Mortgage Company, as Initial Note A-1 Holder, andGoldman Sachs Mortgage Company, as Initial Note A-2 Holder (filed as Exhibit4.10 to the registrant’s Current Report on Form 8-K filed on November 30, 2016under Commission File No. 333-207677-03 and incorporated by reference herein).

10.1         Mortgage Loan Purchase Agreement, dated as of November 1,2016, between GS Mortgage Securities Corporation II and Goldman Sachs MortgageCompany (filed as Exhibit 10 to the registrant’s Current Report on Form 8-Kfiled on November 30, 2016 under Commission File No. 333-207677-03 andincorporated by reference herein)

 

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

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

33.1        Wells Fargo Bank, National Association, as MasterServicer

33.2        Midland Loan Services, a Division of PNC Bank,National Association, as Special Servicer

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        Park Bridge Lender Services LLC, as OperatingAdvisor

33.7        CoreLogic Solutions, LLC, as Servicing FunctionParticipant

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

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

33.10      Wells Fargo Bank, National Association, as PrimaryServicer of the Simon Premium Outlets Mortgage Loan (see Exhibit 33.1)

33.11      Midland Loan Services, a Division of PNC Bank,National Association, as Special Servicer of the Simon Premium Outlets MortgageLoan (see Exhibit 33.2)

33.12      Wilmington Trust, National Association, as Trustee of the Simon Premium OutletsMortgage Loan (Omitted. See Explanatory Notes.)

33.13      Wells Fargo Bank, National Association, asCustodian of the Simon Premium Outlets Mortgage Loan (see Exhibit 33.5)

33.14      Park Bridge Lender Services LLC, as OperatingAdvisor of the Simon Premium Outlets Mortgage Loan (see Exhibit 33.6)

33.15      CoreLogic Solutions, LLC, as Servicing FunctionParticipant of the Simon Premium Outlets Mortgage Loan (see Exhibit 33.7)

33.16       Computershare Trust Company, National Association, asServicing Function Participant for the Custodian (see Exhibit 33.9)

33.17      Midland Loan Services, a Division of PNC Bank,National Association, as Primary Servicer of the Residence Inn and SpringHillSuites North Shore Mortgage Loan (see Exhibit 33.2)

33.18      LNR Partners, LLC, as Special Servicer of the Residence Inn and SpringHill SuitesNorth Shore Mortgage Loan (Omitted. See Explanatory Notes.)

33.19      Wells Fargo Bank, National Association, as Trustee of the Residence Inn andSpringHill Suites North Shore Mortgage Loan (Omitted. See Explanatory Notes.)

33.20      Wells Fargo Bank, National Association, asCustodian of the Residence Inn and SpringHill Suites North Shore Mortgage Loan(see Exhibit 33.5)

33.21      Pentalpha Surveillance LLC, as Operating Advisorof the Residence Inn and SpringHill Suites North Shore Mortgage Loan

33.22      Computershare Trust Company, National Association,as Servicing Function Participant for the Custodian (see Exhibit 33.9)

33.23      Midland Loan Services, a Division of PNC Bank,National Association, as Primary Servicer of the U.S. Industrial PortfolioMortgage Loan (see Exhibit 33.2)

33.24      Rialto Capital Advisors, LLC, as Special Servicer ofthe U.S. Industrial Portfolio Mortgage Loan

33.25      Wells Fargo Bank, National Association, as Trustee of the U.S. IndustrialPortfolio Mortgage Loan (Omitted. See Explanatory Notes.)

33.26      Wells Fargo Bank, National Association, asCustodian of the U.S. Industrial Portfolio Mortgage Loan (see Exhibit 33.5)

33.27      Pentalpha Surveillance LLC, as Operating Advisorof the U.S. Industrial Portfolio Mortgage Loan (see Exhibit 33.21)

33.28      Computershare Trust Company, National Association,as Servicing Function Participant for the Custodian (see Exhibit 33.9)

33.29      Midland Loan Services, a Division of PNC Bank,National Association, as Primary Servicer of the 540 West Madison Mortgage Loan(see Exhibit 33.2)

33.30      Trimont LLC (f/k/a Trimont Real Estate Advisors,LLC), as Special Servicer of the 540 West Madison Mortgage Loan

33.31      Wells Fargo Bank, National Association, as Trustee of the 540 West MadisonMortgage Loan (Omitted. See Explanatory Notes.)

33.32      Wells Fargo Bank, National Association, asCustodian of the 540 West Madison Mortgage Loan (see Exhibit 33.5)

33.33      Pentalpha Surveillance LLC, as Operating Advisorof the 540 West Madison Mortgage Loan (see Exhibit 33.21)

33.34      Computershare Trust Company, National Association,as Servicing Function Participant for the Custodian (see Exhibit 33.9)

33.35      Midland Loan Services, a Division of PNC Bank,National Association, as Primary Servicer of the Hamilton Place Mortgage Loan(see Exhibit 33.2)

33.36      Rialto Capital Advisors, LLC, as Special Servicerof the Hamilton Place Mortgage Loan (see Exhibit 33.24)

33.37      Wells Fargo Bank, National Association, as Trustee of the Hamilton PlaceMortgage Loan (Omitted. See Explanatory Notes.)

33.38      Wells Fargo Bank, National Association, asCustodian of the Hamilton Place Mortgage Loan (see Exhibit 33.5)

33.39      Pentalpha Surveillance LLC, as Operating Advisorof the Hamilton Place Mortgage Loan (see Exhibit 33.21)

33.40      Computershare Trust Company, National Association,as Servicing Function Participant for the Custodian (see Exhibit 33.9)

33.41      Midland Loan Services, a Division of PNC Bank,National Association, as Primary Servicer of the Embassy Suites PortlandAirport Mortgage Loan (see Exhibit 33.2)

33.42      Rialto Capital Advisors, LLC, as Special Servicerof the Embassy Suites Portland Airport Mortgage Loan (see Exhibit 33.24)

33.43      Wells Fargo Bank, National Association, as Trustee of the Embassy SuitesPortland Airport Mortgage Loan (Omitted. See Explanatory Notes.)

33.44      Wells Fargo Bank, National Association, asCustodian of the Embassy Suites Portland Airport Mortgage Loan (see Exhibit33.5)

33.45      Pentalpha Surveillance LLC, as Operating Advisorof the Embassy Suites Portland Airport Mortgage Loan (see Exhibit 33.21)

33.46      Computershare Trust Company, National Association,as Servicing Function Participant for the Custodian (see Exhibit 33.9)

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

34.1        Wells Fargo Bank, National Association, as MasterServicer

34.2        Midland Loan Services, a Division of PNC Bank,National Association, as Special Servicer

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        Park Bridge Lender Services LLC, as OperatingAdvisor

34.7        CoreLogic Solutions, LLC, as Servicing FunctionParticipant

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

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

34.10      Wells Fargo Bank, National Association, as Primary Servicerof the Simon Premium Outlets Mortgage Loan (see Exhibit 34.1)

34.11      Midland Loan Services, a Division of PNC Bank,National Association, as Special Servicer of the Simon Premium Outlets MortgageLoan (see Exhibit 34.2)

34.12      Wilmington Trust, National Association, as Trustee of the Simon Premium OutletsMortgage Loan (Omitted. See Explanatory Notes.)

34.13      Wells Fargo Bank, National Association, asCustodian of the Simon Premium Outlets Mortgage Loan (see Exhibit 34.5)

34.14      Park Bridge Lender Services LLC, as OperatingAdvisor of the Simon Premium Outlets Mortgage Loan (see Exhibit 34.6)

34.15      CoreLogic Solutions, LLC, as Servicing FunctionParticipant of the Simon Premium Outlets Mortgage Loan (see Exhibit 34.7)

34.16      Computershare Trust Company, National Association,as Servicing Function Participant for the Custodian (see Exhibit 34.9)

34.17      Midland Loan Services, a Division of PNC Bank,National Association, as Primary Servicer of the Residence Inn and SpringHillSuites North Shore Mortgage Loan (see Exhibit 34.2)

34.18      LNR Partners, LLC, as Special Servicer of the Residence Inn and SpringHillSuites North Shore Mortgage Loan (Omitted. See Explanatory Notes.)

34.19      Wells Fargo Bank, National Association, as Trustee of the Residence Inn andSpringHill Suites North Shore Mortgage Loan (Omitted. See Explanatory Notes.)

34.20      Wells Fargo Bank, National Association, asCustodian of the Residence Inn and SpringHill Suites North Shore Mortgage Loan(see Exhibit 34.5)

34.21      Pentalpha Surveillance LLC, as Operating Advisorof the Residence Inn and SpringHill Suites North Shore Mortgage Loan

34.22      Computershare Trust Company, National Association,as Servicing Function Participant for the Custodian (see Exhibit 34.9)

34.23      Midland Loan Services, a Division of PNC Bank,National Association, as Primary Servicer of the U.S. Industrial PortfolioMortgage Loan (see Exhibit 34.2)

34.24      Rialto Capital Advisors, LLC, as Special Servicerof the U.S. Industrial Portfolio Mortgage Loan

34.25      Wells Fargo Bank, National Association, as Trustee of the U.S. IndustrialPortfolio Mortgage Loan (Omitted. See Explanatory Notes.)

34.26      Wells Fargo Bank, National Association, asCustodian of the U.S. Industrial Portfolio Mortgage Loan (see Exhibit 34.5)

34.27      Pentalpha Surveillance LLC, as Operating Advisorof the U.S. Industrial Portfolio Mortgage Loan (see Exhibit 34.21)

34.28      Computershare Trust Company, National Association,as Servicing Function Participant for the Custodian (see Exhibit 34.9)

34.29      Midland Loan Services, a Division of PNC Bank,National Association, as Primary Servicer of the 540 West Madison Mortgage Loan(see Exhibit 34.2)

34.30      Trimont LLC (f/k/a Trimont Real Estate Advisors,LLC), as Special Servicer of the 540 West Madison Mortgage Loan

34.31      Wells Fargo Bank, National Association, as Trustee of the 540 West MadisonMortgage Loan (Omitted. See Explanatory Notes.)

34.32      Wells Fargo Bank, National Association, asCustodian of the 540 West Madison Mortgage Loan (see Exhibit 34.5)

34.33      Pentalpha Surveillance LLC, as Operating Advisorof the 540 West Madison Mortgage Loan (see Exhibit 34.21)

34.34      Computershare Trust Company, National Association,as Servicing Function Participant for the Custodian (see Exhibit 34.9)

34.35      Midland Loan Services, a Division of PNC Bank,National Association, as Primary Servicer of the Hamilton Place Mortgage Loan(see Exhibit 34.2)

34.36      Rialto Capital Advisors, LLC, as Special Servicerof the Hamilton Place Mortgage Loan (see Exhibit 34.24)

34.37      Wells Fargo Bank, National Association, as Trustee of the Hamilton PlaceMortgage Loan (Omitted. See Explanatory Notes.)

34.38      Wells Fargo Bank, National Association, asCustodian of the Hamilton Place Mortgage Loan (see Exhibit 34.5)

34.39      Pentalpha Surveillance LLC, as Operating Advisorof the Hamilton Place Mortgage Loan (see Exhibit 34.21)

34.40      Computershare Trust Company, National Association,as Servicing Function Participant for the Custodian (see Exhibit 34.9)

34.41      Midland Loan Services, a Division of PNC Bank,National Association, as Primary Servicer of the Embassy Suites PortlandAirport Mortgage Loan (see Exhibit 34.2)

34.42      Rialto Capital Advisors, LLC, as Special Servicerof the Embassy Suites Portland Airport Mortgage Loan (see Exhibit 34.24)

34.43      Wells Fargo Bank, National Association, as Trustee of the Embassy Suites PortlandAirport Mortgage Loan (Omitted. See Explanatory Notes.)

34.44      Wells Fargo Bank, National Association, as Custodianof the Embassy Suites Portland Airport Mortgage Loan (see Exhibit 34.5)

34.45      Pentalpha Surveillance LLC, as Operating Advisorof the Embassy Suites Portland Airport Mortgage Loan (see Exhibit 34.21)

34.46      Computershare Trust Company, National Association,as Servicing Function Participant for the Custodian (see Exhibit 34.9)

35           Servicer compliance statements.

35.1        Wells Fargo Bank, National Association, as MasterServicer

35.2        Midland Loan Services, a Division of PNC Bank,National Association, as Special Servicer

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        Wells Fargo Bank, National Association, as PrimaryServicer of the Simon Premium Outlets Mortgage Loan (see Exhibit 35.1)

35.6        Midland Loan Services, a Division of PNC Bank,National Association, as Special Servicer of the Simon Premium Outlets MortgageLoan (see Exhibit 35.2)

35.7        Midland Loan Services, a Division of PNC Bank,National Association, as Primary Servicer of the Residence Inn and SpringHillSuites North Shore Mortgage Loan (see Exhibit 35.2)

35.8        LNR Partners, LLC, as Special Servicer of the Residence Inn and SpringHillSuites North Shore Mortgage Loan (Omitted. See Explanatory Notes.)

35.9        Midland Loan Services, a Division of PNC Bank,National Association, as Primary Servicer of the U.S. Industrial PortfolioMortgage Loan (see Exhibit 35.2)

35.10      Rialto Capital Advisors, LLC, as Special Servicerof the U.S. Industrial Portfolio Mortgage Loan

35.11      Midland Loan Services, a Division of PNC Bank,National Association, as Primary Servicer of the 540 West Madison Mortgage Loan(see Exhibit 35.2)

35.12      Trimont LLC (f/k/a Trimont Real Estate Advisors, LLC), as Special Servicer ofthe 540 West Madison Mortgage Loan (Omitted. See Explanatory Notes.)

35.13      Midland Loan Services, a Division of PNC Bank,National Association, as Primary Servicer of the Hamilton Place Mortgage Loan(see Exhibit 35.2)

35.14      Rialto Capital Advisors, LLC, as Special Servicerof the Hamilton Place Mortgage Loan (see Exhibit 35.10)

35.15      Midland Loan Services, a Division of PNC Bank,National Association, as Primary Servicer of the Embassy Suites PortlandAirport Mortgage Loan (see Exhibit 35.2)

35.16      Rialto Capital Advisors, LLC, as Special Servicerof the Embassy Suites Portland Airport Mortgage Loan (see Exhibit 35.10)

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

(c)    Not Applicable.

 

**SIGNATURES**

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

GS Mortgage Securities CorporationII(Depositor)

/s/ Scott Epperson

ScottEpperson, Chief Executive Officer

(senior officer in charge ofsecuritization of the depositor)

Date: March 14, 2024

** **