**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, 2021or**

**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: 333-228375-07**

**Central Index Key Number of the issuing entity:0001880921**

**BANK 2021-BNK36**

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

** **

**Central Index Key Number of the depositor: 0001005007**

**Banc of America Merrill LynchCommercial Mortgage Inc.**

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

** **

**Central Index Key Number of the sponsor: 0001102113**

**Bank of America, NationalAssociation**

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

** **

**Central Index Key Number of the sponsor: 0001541557**

**Morgan Stanley Mortgage CapitalHoldings LLC**

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

** **

**Central Index Key Number of the sponsor: 0000740906**

**Wells Fargo Bank, NationalAssociation**

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

** **

**Central Index Key Number of the sponsor: 0001577313**

**National Cooperative Bank, N.A.**

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

** **

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

**the issuing entity)** | **38-4190560**

**38-4197280**

**38-7274798**

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

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

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

**as Certificate Administrator**

**9062 Old Annapolis Road**

**Columbia, MD**

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

**21045**

**(Zip Code)**

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

**(646) 855-3953**

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

Not applicable.

Indicate by check mark if disclosure of delinquent filerspursuant to Item 405 of Regulation S-K (Section 229.405 of this chapter) is notcontained herein, and will not be contained, to the best of registrant’sknowledge, in definitive proxy or information statements incorporated byreference in Part III of this Form 10-K or any amendment to this Form10-K.   

Not applicable.

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

Large acceleratedfiler        o                                                                                                       Accelerated filer                                     o

Non-acceleratedfiler          ⌧  (Do not check if asmaller reporting company)                          Smaller reporting company                    o

                                                                                                                                                       Emerging 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

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 One North Wacker Mortgage Loan and theArizona Mills Mortgage Loan, which constituted approximately 9.95% and 5.9%,respectively, of the asset pool of the issuing entity as of its cut-off date,are each an asset of the issuing entity and are each part of a loan combinationthat includes (a) with respect to the One North Wacker Mortgage Loan, fiveother *pari passu* loans, which are not assets of the issuing entity and(b) with respect to the Arizona Mills Mortgage Loan, two other *pari passu*loans, which are not assets of the issuing entity. These loan combinations,including the One North Wacker Mortgage Loan and the Arizona Mills MortgageLoan, are being serviced and administered pursuant to the Pooling and ServicingAgreement, which is incorporated by reference as Exhibit 4.1 to this AnnualReport on Form 10-K. 

The Exhibit Index describesexhibits provided by certain parties (in their capacities indicated on theExhibit Index) with respect to the McDonald's Global HQ Mortgage Loan, whichconstituted approximately 1.1% of the asset pool of the issuing entity as ofits cut-off date.  The McDonald's Global HQ Mortgage Loan is an asset ofthe issuing entity and is part of a loan combination that includes theMcDonald's Global HQ Mortgage Loan, six other *pari passu* loans and onesubordinate companion loan, which are not assets of the issuing entity. A *paripassu* portion of the loan combination was securitized in the BANK2020-BNK30 transaction, Commission File Number 333-228375-05 (the “BANK2020-BNK30 Transaction”). This loan combination, including the McDonald'sGlobal HQ Mortgage Loan, is being serviced and administered pursuant to thepooling and servicing agreement for the BANK 2020-BNK30 Transaction, which isincorporated by reference as Exhibit 4.2 to this Annual Report on Form 10-K.

The Exhibit Index describesexhibits provided by certain parties (in their capacities indicated on theExhibit Index) with respect to the Metro Crossing Mortgage Loan and theVelocity Industrial Portfolio Mortgage Loan, which constituted approximately1.1% and 0.8%, respectively, of the asset pool of the issuing entity as of itscut-off date.  The Metro Crossing Mortgage Loan and the VelocityIndustrial Portfolio Mortgage Loan are each an asset of the issuing entity andare each part of a loan combination that includes (a) with respect to the MetroCrossing Mortgage Loan, one other *pari passu* loan, which is not an assetof the issuing entity or (b) with respect to the Velocity Industrial PortfolioMortgage Loan, two other *pari passu* loans, which are not assets of theissuing entity. A *pari passu* portion of each loan combination wassecuritized in the Wells Fargo Commercial Mortgage Trust 2021-C60 transaction,Commission File Number 333-226486-21 (the “WFCM 2021-C60 Transaction”).These loan combinations, including the Metro Crossing Mortgage Loan and theVelocity Industrial Portfolio Mortgage Loan, are being serviced andadministered pursuant to the pooling and servicing agreement for the WFCM2021-C60 Transaction, which is incorporated by reference as Exhibit 4.3 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 Newport Pavilion Mortgage Loan, whichconstituted approximately 1.7% of the asset pool of the issuing entity as ofits cut-off date.  The Newport Pavilion Mortgage Loan is an asset of theissuing entity and is part of a loan combination that includes the NewportPavilion Mortgage Loan and one other *pari passu* loan, which is not anasset of the issuing entity. The other *pari passu* portion of the loancombination was securitized in the BANK 2021-BNK35 transaction, Commission FileNumber 333-227446-16 (the “BANK 2021-BNK35 Transaction”). This loancombination, including the Newport Pavilion Mortgage Loan, is being servicedand administered pursuant to the pooling and servicing agreement for the BANK2021-BNK35 Transaction, which is incorporated by reference as Exhibit 4.4 tothis Annual Report on Form 10-K.

The Exhibit Index describesexhibits provided by certain parties (in their capacities indicated on theExhibit Index) with respect to the Raymour & Flanigan Campus Mortgage Loan,which constituted approximately 2.4% of the asset pool of the issuing entity asof its cut-off date.  The Raymour & Flanigan Campus Mortgage Loan isan asset of the issuing entity and is part of a loan combination that includesthe Raymour & Flanigan Campus Mortgage Loan and one other *pari passu*loan, which is not an asset of the issuing entity.  This loan combination,including the Raymour & Flanigan Campus Mortgage Loan, was serviced underthe Pooling and Servicing Agreement for the issuing entity prior to the closingof the securitization of the other *pari passu* portion of the Raymour& Flanigan Campus loan combination in the BANK 2021-BNK37 transaction,Commission File Number 333-257991-01 (the “BANK 2021-BNK37 Transaction”). After the closing of the BANK 2021-BNK37 Transaction on November 22, 2021, thisloan combination, including the Raymour & Flanigan Campus Mortgage Loanwas, and will continue to be, serviced and administered pursuant to the poolingand servicing agreement with respect to the BANK 2021-BNK37 Transaction, whichis incorporated by reference as Exhibit 4.5 to this Annual Report on Form 10-K.

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

Wells Fargo Bank, NationalAssociation is the master servicer (except withrespect to those mortgage loans for which National Cooperative Bank, N.A. isthe master servicer) and certificate administrator of the mortgage loansserviced under the Pooling and Servicing Agreement and the primary servicer ofthe Raymour & Flanigan Campus Mortgage Loan, the Newport Pavilion MortgageLoan, the Metro Crossing Mortgage Loan, the McDonald's Global HQ Mortgage Loanand the Velocity Industrial Portfolio Mortgage Loan. As a result, Wells FargoBank, National Association is a “servicer” as defined in Item 1108(a)(2)(iii)of Regulation AB, in the capacities described above, because it is servicingmortgage loans that constituted 10% or more of the assets of the issuing entityas of its cut-off date. The assessments of compliance with applicable servicingcriteria, accountants’ attestation reports and servicer compliance statementsdelivered by Wells Fargo Bank, National Association in the capacities describedabove are listed in the Exhibit Index.

Wells Fargo Bank, NationalAssociation is the custodian of the mortgage loans serviced under the Poolingand Servicing Agreement, the Newport Pavilion Mortgage Loan, the Metro CrossingMortgage Loan, the McDonald's Global HQ Mortgage Loan and the VelocityIndustrial Portfolio Mortgage Loan.  As a result, Wells Fargo Bank,National Association is a servicing function participant in the capacitiesdescribed above, because it is servicing mortgage loans that constituted 5% ormore of the assets of the issuing entity as of its cut-off date. Theassessments of compliance with applicable servicing criteria and accountants’attestation reports delivered by Wells Fargo Bank, National Association in thecapacities described above are listed in the Exhibit Index.

Computershare Trust Company,National Association is the custodian of the Raymour & Flanigan CampusMortgage Loan and a servicing function participant of the mortgage loansserviced under the Pooling and Servicing Agreement, the Newport PavilionMortgage Loan, the Metro Crossing Mortgage Loan, the McDonald's Global HQMortgage Loan and the Velocity Industrial Portfolio Mortgage Loan.  As aresult, Computershare Trust Company, National Association is a servicingfunction participant in the capacities described above, because it is servicingmortgage loans that constituted 5% or more of the assets of the issuing entityas of its cut-off date. The assessments of compliance with applicable servicingcriteria and accountants’ attestation reports delivered by Computershare TrustCompany, National Association in the capacities described above are listed inthe Exhibit Index.

Pentalpha Surveillance LLC is theoperating advisor of the mortgage loans serviced under the Pooling andServicing Agreement, the Metro Crossing Mortgage Loan and the VelocityIndustrial Portfolio Mortgage Loan.  As a result, Pentalpha SurveillanceLLC is a servicing function participant in the capacities described above, becauseit is servicing mortgage loans that constituted 5% or more of the assets of theissuing entity as of its cut-off date. The assessments of compliance withapplicable servicing criteria and accountants’ attestation reports delivered byPentalpha Surveillance LLC in the capacities described above are listed in theExhibit Index.

Park Bridge Lender Services LLC isthe operating advisor of the Raymour & Flanigan Campus Mortgage Loan, theNewport Pavilion Mortgage Loan and the McDonald's Global HQ MortgageLoan.  As a result, Park Bridge Lender Services LLC is a servicingfunction participant in the capacities described above, because it is servicingmortgage loans that constituted 5% or more of the assets of the issuing entityas of its cut-off date. The assessments of compliance with applicable servicingcriteria and accountants’ attestation reports delivered by Park Bridge LenderServices LLC in the capacities described above are listed in the Exhibit Index.

Wilmington Trust, NationalAssociation acts as trustee of the mortgage loans serviced under the Poolingand Servicing Agreement, the McDonald's Global HQ Mortgage Loan, the MetroCrossing Mortgage Loan, the Velocity Industrial Portfolio Mortgage Loan, theNewport Pavilion Mortgage Loan and the Raymour & Flanigan Campus MortgageLoan.  Pursuant to the Pooling and Servicing Agreement, the pooling andservicing agreement for the BANK 2020-BNK30 Transaction, the pooling andservicing agreement for the WFCM 2021-C60 Transaction, the pooling andservicing agreement for the BANK 2021-BNK35 Transaction and the pooling andservicing agreement for the BANK 2021-BNK37 Transaction, the trustee isrequired to provide an assessment of compliance with applicable servicingcriteria solely with respect to Item 1122(d)(2)(iii) of Regulation AB(regarding advances of funds or guarantees regarding collections, cash flows ordistributions, and any interest or other fees charged for such advances, aremade, reviewed and approved as specified in the transaction agreements).However, during the reporting period, the trustee did not perform any servicingfunction with respect to the servicing criteria specified in Item1122(d)(2)(iii) of Regulation AB.  The master servicer or the specialservicer, to the extent required, performed the servicing function identifiedwith respect to Item 1122(d)(2)(iii) of Regulation AB, and each such partyincluded Item 1122(d)(2)(iii) of Regulation AB in the assessment of compliancewith applicable servicing criteria and accountant’s attestation report for thesubject transaction.  As a result, this Annual Report on Form 10-K doesnot include an assessment of compliance with applicable servicing criteria ofthe trustee. One or more other servicers of the mortgage loans serviced underthe Pooling and Servicing Agreement, the McDonald's Global HQ Mortgage Loan,the Metro Crossing Mortgage Loan, the Velocity Industrial Portfolio MortgageLoan, the Newport Pavilion Mortgage Loan and the Raymour & Flanigan CampusMortgage Loan have delivered one or more assessments of compliance with respectto 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 of the Pooling and ServicingAgreement and the primary servicer of the McDonald's Global HQ Mortgage Loan,the Metro Crossing Mortgage Loan, the Velocity Industrial Portfolio MortgageLoan, the Newport Pavilion Mortgage Loan and the Raymour & Flanigan CampusMortgage Loan to remit tax payments received from the escrow accounts ofborrowers to local taxing authorities, to report tax amounts due, to verify taxparcel information, and to verify non-escrow tax payments. These servicingfunctions are included within the servicing criteria set forth in Items1122(d)(4)(xi) and 1122(d)(4)(xii) of Regulation AB.  Therefore, under theprinciples-based definition of “servicer” set forth in Item 1101(j) ofRegulation AB that looks to the functions that an entity performs, this vendoris a “servicer” for the purposes of Item 1122 of Regulation AB.  *See*Compliance and Disclosure Interpretations, Section 301.01 (Item 1101(j)).

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

The assessments of compliance withapplicable servicing criteria, accountants’ attestation reports and servicercompliance statements of the certificate administrator of the McDonald's GlobalHQ Mortgage Loan, the Metro Crossing Mortgage Loan, the Velocity IndustrialPortfolio Mortgage Loan, the Newport Pavilion Mortgage Loan and the Raymour& Flanigan Campus Mortgage Loan are omitted from this Annual Report on Form10-K as the certificate administrator pursuant to the related pooling andservicing agreement or trust and servicing agreement does not perform anyactivities that address servicing criteria with respect to the issuing entityand because they are each not a “servicer” that meets the criteria in Item1108(a)(2)(i) through (iii) of Regulation AB.

With respect to the *pari passu*loan combinations that include the McDonald's Global HQ Mortgage Loan, theMetro Crossing Mortgage Loan, the Velocity Industrial Portfolio Mortgage Loan,the Newport Pavilion Mortgage Loan and the Raymour & Flanigan CampusMortgage Loan, (i) the reports on assessment of compliance with servicingcriteria and attestation reports on assessment of compliance with servicingcriteria of Greystone Servicing Company LLC as special servicer of theMcDonald's Global HQ Mortgage Loan, Midland Loan Services, a Division of PNCBank, National Association as special servicer of the Metro Crossing MortgageLoan and the Velocity Industrial Portfolio Mortgage Loan, KeyBank NationalAssociation as special servicer of the Newport Pavilion Mortgage Loan andCWCapital Asset Management LLC as special servicer of the Raymour &Flanigan Campus Mortgage Loan, listed on the Exhibit Index are omitted fromthis Annual Report on Form 10-K as they are not required to be included on thisAnnual Report on Form 10-K per Instruction 3 to Item 1122 of Regulation ABbecause they are parties performing activities that address servicing criteriarelating to 5% or less of the assets of the issuing entity; and (ii) theservicer compliance statements of Greystone Servicing Company LLC as specialservicer of the McDonald's Global HQ Mortgage Loan, Midland Loan Services, aDivision of PNC Bank, National Association as special servicer of the MetroCrossing Mortgage Loan and the Velocity Industrial Portfolio Mortgage Loan,KeyBank National Association as special servicer of the Newport PavilionMortgage Loan and CWCapital Asset Management LLC as special servicer of theRaymour & Flanigan Campus Mortgage Loan, listed on the Exhibit Index areomitted from this Annual Report on Form 10-K as they are not required by Item1123 of Regulation AB to be included on this Annual Report on Form 10-K becausethey are each an unaffiliated party that is not a “servicer” that meets thecriteria in Item 1108(a)(2)(i) through (iii) of Regulation AB.

**PART I**

**Item 1.  Business.**

Omitted.

**Item 1A.  Risk Factors.**

Omitted.

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

None.

**Item 2.  Properties.**

Omitted.

**Item 3.  Legal Proceedings.**

Omitted.

**Item 4.  Mine Safety Disclosures.**

Not applicable.

**PART II**

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

Omitted.

**Item 6.  Selected Financial Data.**

Omitted.

**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.

**PART III**

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

Omitted.

**Item 11.  Executive Compensation.**

Omitted.

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

Omitted.

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

Omitted.

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

Omitted.

**ADDITIONAL DISCLOSURE ITEMS FOR REGULATION AB**

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

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 CWCapital Asset Management LLC, as special servicer,and Wells Fargo Bank, National Association, as certificate administrator and ascustodian.

From time to time, CWCapital Asset Management LLC, a Delawarelimited liability company (“CWCAM”), is a party to lawsuits and otherlegal proceedings as part of its duties as a special servicer (e.g., enforcementof loan obligations) and/or arising in the ordinary course of business. Other than as set forth in the following paragraphs, there are currently nolegal proceedings pending, and no legal proceedings known to be contemplated bygovernmental authorities, against CWCAM or of which any of its property is thesubject, that are material to the certificateholders.

On December 17, 2015, U.S. Bank National Association, thetrustee under five pooling and servicing agreements for (i) Wachovia BankCommercial Mortgage Trust 2007-C30, (ii) COBALT CMBS Commercial Trust 2007-C2,(iii) Wachovia Bank Commercial Mortgage Trust 2007-C31, (iv) ML-CFC CommercialMortgage Trust 2007-5 and (v) ML-CFC Commercial Mortgage Trust 2007-6 commenceda proceeding with the Second Judicial District Court of Ramsey County,Minnesota (the “State Court”) for a declaratory judgment as to theproper allocation of certain proceeds (“Disputed Proceeds”) received byCWCAM in connection with the sale of the Peter Cooper Village and Stuyvesant Townproperty in New York, New York securing loans held by those trusts.  CWCAMwas the special servicer of such property.  The petition requests theState Court to instruct the trustee, the trust beneficiaries, and any otherinterested parties as to the amount of the Disputed Proceeds, if any, thatconstitute penalty interest and/or the amount of the Disputed Proceeds, if any,that constitute gain-on-sale proceeds, with respect to each trust.  OnFebruary 24, 2016, CWCAM made a limited appearance with the State Court to filea motion to dismiss this proceeding based on lack of jurisdiction, mootness,standing and forum non conveniens.  On July 19, 2016, the State Courtdenied CWCAM’s motion to dismiss.  On July 22, 2016, the action wasremoved to federal court in Minnesota (“Federal Court”).  OnOctober 21, 2016, the Federal Court held a hearing on the motion to transferthe action to the United States District Court for the Southern District of NewYork (“SDNY Court”), a motion to remand to state court and a motion tohear CWCAM’s request for reconsideration of the motion to dismiss.  OnMarch 14, 2017, the Federal Court reserved the determination on the motion tohear CWCAM’s request for reconsideration of the motion to dismiss, denied themotion to remand the matter to state court and granted the motion to transferthe proceeding to the SDNY Court.  Cross motions for judgment on thepleadings were filed but the SDNY Court was unable to decide the case based onthe pleadings and the SDNY Court ordered discovery.  All fact discoverywas completed in December, 2018 and expert discovery was completed on March 15,2019.  The parties submitted cross motions for summary judgment, and onMarch 19, 2020, the SDNY Court entered an opinion andorder in which it granted summary judgment in CWCAM’s favor and held that CWCAMwas entitled to the entire amount of penalty interest and that CWCAM’sdetermination of Yield Maintenance was correct.  In the 127-page opinion,the SDNY Court found for CWCAM on every issue presented by the trustee’spetition, namely, that the funds in dispute constitute penalty interest andyield maintenance, not gain-on-sale proceeds, and that the amount of penaltyinterest and yield maintenance was correctly calculated. An appeal of the SDNYCourt’s decision was taken on April 29, 2020.  Oral argument on the appealoccurred on June 21, 2021. The parties await the decision of the appealscourt.  

On December 1, 2017, a complaint against CWCAM and others wasfiled in the United States District Court for the Southern District of New Yorkstyled as CWCapital Cobalt Vr Ltd. v. CWCapital Investments LLC, et al., No.17-cv-9463 (the “Original Complaint”). The gravamen of theOriginal  Complaint alleged breaches of a contract and fiduciary duties byCWCAM’s affiliate, CWCapital Investments LLC in its capacity as collateralmanager for the collateralized debt obligation transaction involving CWCapitalCobalt Vr, Ltd. In total, there are 14 counts pled in the Original Complaint.Of those 14, 5 claims were asserted against CWCAM for aiding and abettingbreach of fiduciary duty, conversion and unjust enrichment. On May 23, 2018,the Original Complaint was dismissed for lack of subject matterjurisdiction.   On June 28, 2018, CWCapital Cobalt Vr Ltd. filed asubstantially similar complaint in the Supreme Court of the State of New York,County of New York styled as CWCapital Cobalt Vr Ltd. v. CWCapital InvestmentsLLC, et al., Index No. 653277/2018 (the “New Complaint”).  Thegravamen of the New Complaint is the same as the previous complaint filed inthe United State District Court for the Southern District of New York.  Intotal there are 16 counts pled in the New Complaint. Of those 16 counts, 5claims were asserted against CWCAM for aiding and abetting breach of fiduciaryduty, conversion and unjust enrichment, 1 count seeks a declaratory judgementthat the plaintiff has the right to enforce the contracts in question and 1count seeks an injunction requiring the defendants to recognize the plaintiffas the directing holder for the trusts in question. On January 11, 2019, theplaintiff dismissed with prejudice the declaratory judgment and injunctioncounts.  The New Complaint and related summons was not served on thedefendants until July 13, 2018 and July 16, 2018.  The plaintiff’s motionfor a preliminary injunction was denied by the court on July 31, 2018.  OnAugust 3, 2018, the defendants, including CWCAM, filed a motion to dismiss theNew Complaint in its entirety. On August 20, 2019, the court entered an ordergranting defendants’ motion almost in its entirety, dismissing 11 of the 16counts and partially dismissing 2 additional counts.  Of the remainingcounts, 2 are asserted against CWCAM for aiding and abetting breach offiduciary duty and unjust enrichment.  On September 19, 2019, CWCapitalCobalt Vr Ltd. filed a notice of appeal relating to the August 20, 2019dismissal order and on September 26, 2019, filed an amended complaint againstCWCI and CWCAM attempting to address deficiencies relating to certain of theclaims dismissed by the August, 20, 2019 order.  CWCI and CWCAM filed itsMotion to Dismiss the amended complaint on October 28, 2019.  The courtheard argument on the Motion to Dismiss the amended complaint on January 22,2020 and on October 23, 2020, the court granted the motion dismissing theamended claims.  On November 30, 2020, CWCapital Cobalt Vr Ltd filed anotice of appeal relating to the October 23, 2020 dismissal order.  OnApril 27, 2021, the First Department affirmed the dismissal as to claimsagainst CWCAM that were part of the August 20, 2019 dismissal, but reversed thedismissal of two counts for breach of the Collateral Management Agreementagainst CWCI.  CWCI has sought leave to file an appeal of thedecision.  Both requests for leave were denied by the FirstDepartment.  The plaintiff has also sought leave to appeal the dismissalof the claims against CWCAM.  CWCAM believes that it has performed itsobligations under the related pooling and servicing agreements in good faith andthe remaining allegations in the New Complaint are without merit.  

On January 24, 2016 PSW NYC LLCcommenced a complaint (the “PSW Complaint”) with the Supreme Court of the Stateof New York, County of New York (the “PSW Court”) against Bank of America, N.A.as trustee under the pooling and servicing agreements for Wachovia BankCommercial Mortgage Trust 2007-C30 and COBALT CMBS Commercial Trust 2007-C2,U.S. Bank National Association as trustee under the pooling and servicingagreements for Wachovia Bank Commercial Mortgage Trust 2007-C31, ML-CFCCommercial Mortgage Trust 2007-5 and ML-CFC Commercial Mortgage Trust 2007-6(collectively, the “PSW Trusts”), PCV-M Holdings LLC and CWCapital AssetManagement LLC, individually and as special servicer for the PSW Trusts (collectively,the “Defendants”) seeking either (a) damages in an amount to be determined bythe PSW Court but alleged by the plaintiffs to be approximately $500,000,000 –such amount being the amount PSW NYC LLC alleges would have been recovered oncertain mezzanine loans (the “PCVST Mezzanine Loans”) related to the PeterCooper Village and Stuyvesant Town property (the “PCVST Property”) in New YorkCity which PSW NYC LLC sold to an entity related to the Defendants pursuant toa settlement agreement related to certain prior litigation (the “2010Settlement Agreement”) or (b) the rescission of the 2010 Settlement Agreementwhich would result in, among other things, the rescission of the sale of thePCVST Mezzanine Loans and a claim for certain proceeds from the sale of thePCVST Property. PSW NYC LLC alleges that the Defendants procured the 2010Settlement Agreement by fraud and further that the terms of the 2010 SettlementAgreement were breached by the Defendants. On February 26, 2016, CWCAM onbehalf of itself and the other Defendants filed a motion to dismiss the PSWComplaint (the “CWCAM Motion to Dismiss”). On April 11, 2016, PSW NYC LLCopposed the CWCAM Motion to Dismiss and cross-moved for a partial summaryjudgment on liability regarding allegations of breach of the 2010 SettlementAgreement (the “PSW Cross-Motion”). On May 5, 2016, the Defendants subsequentlyfiled its reply and opposition to the PSW Cross-Motion. On August 23, 2016,oral arguments were provided to the PSW Court regarding the PSW Complaint, theCWCAM Motion to Dismiss and the PSW Cross-Motion and the PSW Court took sucharguments under advisement. On October 31, 2016, the PSW Court issued an ordergranting the CWCAM Motion to Dismiss, denying the PSW Cross-Motion anddismissing the PSW Complaint with prejudice. Subsequently, PSW NYC LLC filed anotice of appeal relating to such order. On February 21, 2017, PSW NYC LLCfiled its appeal and supporting brief arguing that the PSW Court erred byfinding no breach of the assignment agreement and no fraudulent inducement.Oral argument was heard on May 4, 2017 at which point the court took thearguments under advisement. On May 25, 2017, the New York 1stDepartment appellate court affirmed the dismissal of all PSW claims and denieda request for leave to appeal to the New York Court of Appeals on September 12,2017.  

On March 31, 2016, RAIT Preferred Funding II LTD. (“RAITPreferred Funding”) commenced a complaint (“RAIT Complaint”) withthe Supreme Court of the State of New York, County of New York (the “RAITCourt”), claiming it owns $18,500,000 of a mortgage loan secured by thedevelopment of the One Congress Street Property in Boston, Massachusetts (the “Loan”)and seeking (a) a declaratory judgment stating that RAIT Preferred Funding isthe directing lender under a co-lender agreement dated March 28, 2007 and apooling and servicing agreement dated March 1, 2007 (collectively, the “OperativeAgreements”) and was the directing lender at the time of the impropermodification of the Loan, (b) a declaratory judgment stating that RAITPreferred Funding has the right to terminate the special servicer, (c) monetarydamages for the value of the bonds and fees paid to CWCAM as the specialservicer of the Loan and (d) other things.  On May 17, 2016, CWCAM filed amotion to dismiss the RAIT Complaint (“Motion to Dismiss”) stating thatthe RAIT Complaint did not state a claim and the essential facts of the RAITComplaint are negated by affidavits and evidentiary materials submitted withthe RAIT Complaint.  On June 14, 2016, RAIT Preferred Funding filed aMemorandum of Law in Opposition to the Motion to Dismiss (“Opposition”)stating that the claims in the RAIT Complaint were properly stated.  OnJune 30, 2016, CWCAM filed a reply in support of the Motion to Dismiss and inresponse to the Opposition, stating that each of CWCAM’s arguments is supportedby the express language of the agreements between the parties, the documentaryevidence and New York case law.  On September 30, 2016, RAIT Preferred Fundingand CWCAM entered into a confidential Settlement Agreement (the “2016Settlement”), which provides for a stay of the RAIT Preferred Fundinglitigation (the “Litigation Stay”) through August 25, 2017. Pursuant to the terms of the 2016 Settlement, upon satisfaction of a term ofthe 2016 Settlement by August 25, 2017 (or such later date agreed to by theparties), the RAIT Preferred Funding litigation will be dismissed, withprejudice.  On May 19, 2017 the Borrower repaid the Loan in accordancewith the terms of the notes and satisfied the condition to dismissal withprejudice.  RAIT has refused to dismiss the case and is claiming that theB Note should be paid in full.  CWCAM believes that it has performed itsobligations under the Operative Agreements in good faith, and that the actionshould be dismissed with prejudice.  On August 29, 2017, the RAIT Courtgranted leave to RAIT Preferred Funding to amend its complaint.  OnSeptember 20, 2017, RAIT Preferred Funding filed an Amended Complaint (the “RAITAmended Complaint”), which omits its original claims, adds Wells Fargo Bankas a defendant, and seeks (a) specific performance requiring repayment of the$18,500,000 principal amount of the B Note or, in the alternative, monetarydamages, including the $18,500,000 principal amount of the B Note, in an amountto be determined at trial, (b) monetary damages on any fees paid to CWCAM asspecial servicer or Wells Fargo Bank as master servicer in connection with theborrower’s repayment of the Loan, (c) a declaratory judgment that RAITPreferred Funding is entitled to recover the full $18,500,000 principal amountof the B Note, (d) punitive damages against CWCAM, and (e) other things. On October 11, 2017, CWCAM filed a motion to dismiss the RAIT Amended Complaint(“CWCAM Motion to Dismiss Amended Complaint”) stating that the RAITAmended Complaint did not state a claim and the essential facts of the RAITAmended Complaint are negated by the Operative Agreements and other admissibleevidentiary materials.  On November 13, 2017, Wells Fargo Bank filed amotion to dismiss the RAIT Amended Complaint (the “Wells Fargo Motion toDismiss Amended Complaint”) and joined the CWCAM Motion to Dismiss AmendedComplaint.  On January 29, 2018, the court dismissed all claims but for breachof contract and discovery has commenced.  CWCAM filed a Motion for SummaryJudgement on March 18, 2019.   This matter was settled and the casedismissed on May 15, 2019.  

 

In December 2014, Phoenix LightSF Limited and certain related entities and the National Credit UnionAdministration (NCUA) filed complaints in the United States District Court forthe Southern District of New York against Wells Fargo Bank, alleging claimsagainst Wells Fargo Bank in its capacity as trustee for a number of residentialmortgage-backed securities trusts. Complaints raising similar allegations havebeen filed by Commerzbank AG in the Southern District of New York and by IKBInternational and IKB Deutsche Industriebank in New York state court. In eachcase, the plaintiffs allege that Wells Fargo Bank, as trustee, caused losses toinvestors, and plaintiffs assert causes of action based upon, among otherthings, the trustee’s alleged failure to notify and enforce repurchaseobligations of mortgage loan sellers for purported breaches of representationsand warranties, notify investors of alleged events of default, and abide byappropriate standards of care following alleged events of default. Wells FargoBank previously settled two class action lawsuits with similar allegations thatwere filed in November 2014 and December 2016 by institutional investors in theSouthern District of New York and New York state court, respectively. Inaddition, Park Royal I LLC and Park Royal II LLC have filed complaints in NewYork state court alleging Wells Fargo Bank, N.A., as trustee, failed to takeappropriate actions upon learning of defective mortgage loan documentation. InMarch 2021, the Company entered into an agreement to resolve the case filed bythe NCUA.

 

In addition to the foregoingcases, in August 2014 and August 2015 Nomura Credit & Capital Inc. (“Nomura”)and Natixis Real Estate Holdings, LLC (“Natixis”) filed a total of seventhird-party complaints against Wells Fargo Bank in New York state court. In theunderlying first-party actions, Nomura and Natixis have been sued for allegedbreaches of representations and warranties made in connection with residentialmortgage-backed securities sponsored by them. In the third-party actions,Nomura and Natixis allege that Wells Fargo Bank, as master servicer, primaryservicer or securities administrator, failed to notify Nomura and Natixis oftheir own breaches, failed to properly oversee the primary servicers, andfailed to adhere to accepted servicing practices. Natixis additionally allegesthat Wells Fargo Bank failed to perform default oversight duties. Wells FargoBank has asserted counterclaims alleging that Nomura and Natixis failed toprovide Wells Fargo Bank notice of their representation and warranty breaches.

With respect to each of the foregoing litigations, WellsFargo Bank believes plaintiffs' claims are without merit and intends to contestthe claims vigorously, but there can be no assurances as to the outcome of thelitigations or the possible impact of the litigations on Wells Fargo Bank orthe related RMBS trusts.

**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 October 7, 2021 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 Zto 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 McDonald's Global HQ MortgageLoan, which is being serviced and administered pursuant to the pooling andservicing agreement for the BANK 2020-BNK30 Transaction, are attached heretounder Item 15 to this Annual Report on Form 10-K. Attached as Exhibit Z to thepooling and servicing agreement for the BANK 2020-BNK30 Transactionincorporated by reference as Exhibit 4.2 to this Annual Report on Form 10-K isa chart identifying the entities participating in a servicing function for theBANK 2020-BNK30 Transaction responsible for each applicable servicing criteriaset forth in Item 1122(d).

The reports on assessments of compliance with the servicingcriteria for asset-backed securities and related attestation reports on suchassessments of compliance with respect to the Metro Crossing Mortgage Loan andthe Velocity Industrial Portfolio Mortgage Loan, which are being serviced andadministered pursuant to the pooling and servicing agreement for the WFCM2021-C60 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 WFCM 2021-C60 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 WFCM 2021-C60 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 Newport Pavilion Mortgage Loan,which is being serviced and administered pursuant to the pooling and servicingagreement for the BANK 2021-BNK35 Transaction, are attached hereto under Item15 to this Annual Report on Form 10-K. Attached as Exhibit Z to the pooling andservicing agreement for the BANK 2021-BNK35 Transaction incorporated byreference as Exhibit 4.4 to this Annual Report on Form 10-K is a chartidentifying the entities participating in a servicing function for the BANK2021-BNK35 Transaction responsible for each applicable servicing criteria setforth in Item 1122(d).

The reports on assessments of compliance with the servicingcriteria for asset-backed securities and related attestation reports on suchassessments of compliance with respect to the Raymour & Flanigan CampusMortgage Loan, which is being serviced and administered pursuant to the poolingand servicing agreement for the BANK 2021-BNK37 Transaction, are attachedhereto under Item 15 to this Annual Report on Form 10-K. Attached as Exhibit AAto the pooling and servicing agreement for the BANK 2021-BNK37 Transactionincorporated by reference as Exhibit 4.5 to this Annual Report on Form 10-K isa chart identifying the entities participating in a servicing function for theBANK 2021-BNK37 Transaction responsible for each applicable servicing criteria setforth 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. Exhibits, 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 October 1,2021, between Banc of America Merrill Lynch Commercial Mortgage Inc., asDepositor, Wells Fargo Bank, National Association, as General Master Servicer,Rialto Capital Advisors, LLC, as General Special Servicer, National CooperativeBank, N.A., as NCB Master Servicer and as NCB Special Servicer, Wells FargoBank, National Association, as Certificate Administrator, Wilmington Trust,National Association, as Trustee, and Pentalpha Surveillance LLC, as OperatingAdvisor and as Asset Representations Reviewer (filed as Exhibit 4.1 to theregistrant’s Current Report on Form 8-K/A filed on October 8, 2021 underCommission File No. 333-228375-07 and incorporated by reference herein).

4.2          Pooling and Servicing Agreement, dated as of December 1,2020, between Banc of America Merrill Lynch Commercial Mortgage Inc., asDepositor, Wells Fargo Bank, National Association, as General Master Servicer,Greystone Servicing Company LLC, as General Special Servicer, NationalCooperative Bank, N.A., as NCB Master Servicer and as NCB Special Servicer,Wells Fargo Bank, National Association, as Certificate Administrator,Wilmington Trust, National Association, as Trustee, and Park Bridge LenderServices LLC, as Operating Advisor and as Asset Representations Reviewer (filedas Exhibit 4.4 to the registrant’s Current Report on Form 8-K filed on October7, 2021 under Commission File No. 333-228375-07 and incorporated by referenceherein).

4.3          Pooling and Servicing Agreement, dated as of July 1,2021, among Wells Fargo Commercial Mortgage Securities, Inc., as Depositor,Wells Fargo Bank, National Association, as Master Servicer, Midland LoanServices, a Division of PNC Bank, National Association, as Special Servicer,Wells Fargo Bank, National Association, as Certificate Administrator,Wilmington Trust, National Association, as Trustee, and Pentalpha SurveillanceLLC, as Operating Advisor and as Asset Representations Reviewer (filed asExhibit 4.3 to the registrant’s Current Report on Form 8-K filed on October 7,2021 under Commission File No. 333-228375-07 and incorporated by referenceherein).

4.4          Pooling and Servicing Agreement, dated as of August 1,2021, between Morgan Stanley Capital I Inc., as Depositor, Wells Fargo Bank,National Association, as General Master Servicer, KeyBank National Association,as General Special Servicer, National Cooperative Bank, N.A., as NCB MasterServicer and as NCB Special Servicer, Wells Fargo Bank, National Association,as Certificate Administrator, Wilmington Trust, National Association, asTrustee, and Park Bridge Lender Services LLC, as Operating Advisor and as AssetRepresentations Reviewer (filed as Exhibit 4.2 to the registrant’s CurrentReport on Form 8-K filed on October 7, 2021 under Commission File No.333-228375-07 and incorporated by reference herein).

4.5          Pooling and Servicing Agreement, dated as of November 1,2021, among Wells Fargo Commercial Mortgage Securities, Inc., as Depositor,Wells Fargo Bank, National Association, as General Master Servicer, CWCapitalAsset Management LLC, as General Special Servicer, National Cooperative Bank,N.A., as NCB Master Servicer and as NCB Special Servicer, Computershare TrustCompany, N.A., as Certificate Administrator, Wilmington Trust, NationalAssociation, as Trustee, and Park Bridge Lender Services LLC, as OperatingAdvisor and as Asset Representations (filed as Exhibit 4.1 to the registrant’sCurrent Report on Form 8-K filed on November 23, 2021 under Commission File No.333-228375-07 andincorporated by reference herein).

4.6          Agreement Between Note Holders, dated as of October 7,2021, by and between Bank of America, National Association, as Initial Note A-1Holder, Bank of America, National Association, as Initial Note A-2 Holder, Bankof America, National Association, as Initial Note A-3 Holder, Bank of America,National Association, as Initial Note A-4 Holder, Bank of America, NationalAssociation, as Initial Note A-5 Holder, Bank of America, National Association,as Initial Note A-6 Holder, and Bank of America, National Association, asInitial Note A-7 Holder (filed as Exhibit 4.5 to the registrant’s CurrentReport on Form 8-K filed on October 7, 2021 under Commission File No.333-228375-07 and incorporated by reference herein).

4.7          Agreement Between Note Holders, dated as of October 7,2021, by and between Bank of America, National Association, as Initial Note A-1Holder, Bank of America, National Association, as Initial Note A-2 Holder, Bankof America, National Association, as Initial Note A-3-1 Holder, Bank ofAmerica, National Association, as Initial Note A-3-2 Holder, and Wells FargoBank, National Association, as Initial Note A-4 Holder (filed as Exhibit 4.6 tothe registrant’s Current Report on Form 8-K filed on October 7, 2021 underCommission File No. 333-228375-07 and incorporated by reference herein).

4.8          Intercreditor Agreement, dated as of August 24, 2021, byand between Morgan Stanley Bank, N.A., as Note A Holder, and Delaware LifeInsurance Company, as Note B Holder (filed as Exhibit 4.7 to the registrant’sCurrent Report on Form 8-K filed on October 7, 2021 under Commission File No.333-228375-07 and incorporated by reference herein).

4.9          Agreement Between Note Holders, dated as of October 7,2021, by and between Bank of America, National Association, as Initial Note A-1Holder, and Bank of America, National Association, as Initial Note A-2 Holder(filed as Exhibit 4.8 to the registrant’s Current Report on Form 8-K filed onOctober 7, 2021 under Commission File No. 333-228375-07 and incorporated byreference herein).

4.10        Agreement Between Note Holders, dated as of August 11,2021, by and between Morgan Stanley Bank, N.A., as Initial Note A-1 Holder,Morgan Stanley Bank, N.A., as Initial Note A-2 Holder, and Morgan StanleyMortgage Capital Holdings LLC, as Initial Agent (filed as Exhibit 4.9 to theregistrant’s Current Report on Form 8-K filed on October 7, 2021 underCommission File No. 333-228375-07 and incorporated by reference herein).

4.11        Agreement Between Note Holders, dated as of July 29,2021, by and between Wells Fargo Bank, National Association, as Initial NoteA-1 Holder, and Wells Fargo Bank, National Association, as Initial Note A-2Holder (filed as Exhibit 4.10 to the registrant’s Current Report on Form 8-Kfiled on October 7, 2021 under Commission File No. 333-228375-07 andincorporated by reference herein).

4.12        Agreement Between Noteholders, dated as of October 29,2020, by and among Bank of America, N.A., as Initial Note A-1 Holder, Bank ofAmerica, N.A., as Initial Note A-2 Holder, Bank of America, N.A., as InitialNote A-3 Holder, Bank of America, N.A., as Initial Note A-4 Holder, Bank ofAmerica, N.A., as Initial Note A-5 Holder, Bank of America, N.A., as InitialNote A-6 Holder, and Bank of America, N.A., as Initial Note B Holder (filed asExhibit 4.11 to the registrant’s Current Report on Form 8-K filed on October 7,2021 under Commission File No. 333-228375-07 and incorporated by referenceherein).

4.13        Agreement Between Note Holders, dated as of July 29,2021, by and between Wells Fargo Bank, National Association, as Initial NoteA-1 Holder, Wells Fargo Bank, National Association, as Initial Note A-2 Holder,and Wells Fargo Bank, National Association, as Initial Note A-3 Holder (filedas Exhibit 4.12 to the registrant’s Current Report on Form 8-K filed on October7, 2021 under Commission File No. 333-228375-07 and incorporated by referenceherein).

 

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

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

33.1        Wells Fargo Bank, National Association, as GeneralMaster Servicer

33.2        National Cooperative Bank, N.A., as NCB MasterServicer

33.3        Rialto Capital Advisors, LLC, as General SpecialServicer

33.4        National Cooperative Bank, N.A., as NCB SpecialServicer (see Exhibit 33.2)

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

33.6        Wells Fargo Bank, National Association, asCertificate Administrator

33.7        Wells Fargo Bank, National Association, asCustodian

33.8        Pentalpha Surveillance LLC, as Operating Advisor

33.9        CoreLogic Solutions, LLC, as Servicing FunctionParticipant

33.10      Computershare Trust Company, National Association,as Servicing Function Participant for the Certificate Administrator on andafter November 1, 2021

33.11      Computershare Trust Company, National Association,as Servicing Function Participant for the Custodian on and after November 1,2021

33.12      Wells Fargo Bank, National Association, as PrimaryServicer of the One North Wacker Mortgage Loan (see Exhibit 33.1)

33.13      Rialto Capital Advisors, LLC, as Special Servicerof the One North Wacker Mortgage Loan (see Exhibit 33.3)

33.14      Wilmington Trust, National Association, as Trustee of the One North WackerMortgage Loan (Omitted. See Explanatory Notes.)

33.15      Wells Fargo Bank, National Association, asCustodian of the One North Wacker Mortgage Loan (see Exhibit 33.7)

33.16      Pentalpha Surveillance LLC, as Operating Advisor ofthe One North Wacker Mortgage Loan (see Exhibit 33.8)

33.17      CoreLogic Solutions, LLC, as Servicing FunctionParticipant of the One North Wacker Mortgage Loan (see Exhibit 33.9)

33.18      Computershare Trust Company, National Association,as Servicing Function Participant for the Custodian on and after November 1,2021 (see Exhibit 33.11)

33.19      Wells Fargo Bank, National Association, as PrimaryServicer of the Arizona Mills Mortgage Loan (see Exhibit 33.1)

33.20      Rialto Capital Advisors, LLC, as Special Servicerof the Arizona Mills Mortgage Loan (see Exhibit 33.3)

33.21      Wilmington Trust, National Association, as Trustee of the Arizona MillsMortgage Loan (Omitted. See Explanatory Notes.)

33.22      Wells Fargo Bank, National Association, asCustodian of the Arizona Mills Mortgage Loan (see Exhibit 33.7)

33.23      Pentalpha Surveillance LLC, as Operating Advisor ofthe Arizona Mills Mortgage Loan (see Exhibit 33.8)

33.24      CoreLogic Solutions, LLC, as Servicing FunctionParticipant of the Arizona Mills Mortgage Loan (see Exhibit 33.9)

33.25      Computershare Trust Company, National Association,as Servicing Function Participant for the Custodian on and after November 1,2021 (see Exhibit 33.11)

33.26      Wells Fargo Bank, National Association, asCustodian of the McDonald's Global HQ Mortgage Loan (see Exhibit 33.7)

33.27      Greystone Servicing Company LLC, as Special Servicer of the McDonald's GlobalHQ Mortgage Loan (Omitted. See Explanatory Notes.)

33.28      Wilmington Trust, National Association, as Trustee of the McDonald's Global HQMortgage Loan (Omitted. See Explanatory Notes.)

33.29      Wells Fargo Bank, National Association, asCustodian of the McDonald's Global HQ Mortgage Loan (see Exhibit 33.7)

33.30      Park Bridge Lender Services LLC, as Operating Advisorof the McDonald's Global HQ Mortgage Loan

33.31      CoreLogic Solutions, LLC, as Servicing FunctionParticipant of the McDonald's Global HQ Mortgage Loan (see Exhibit 33.9)

33.32      Computershare Trust Company, National Association,as Servicing Function Participant for the Custodian on and after November 1,2021 (see Exhibit 33.11)

33.33      Wells Fargo Bank, National Association, as PrimaryServicer of the Metro Crossing Mortgage Loan (see Exhibit 33.1)

33.34      Midland Loan Services, a Division of PNC Bank, National Association, as SpecialServicer of the Metro Crossing Mortgage Loan (Omitted. See Explanatory Notes.)

33.35      Wilmington Trust, National Association, as Trustee of the Metro CrossingMortgage Loan (Omitted. See Explanatory Notes.)

33.36      Wells Fargo Bank, National Association, asCustodian of the Metro Crossing Mortgage Loan (see Exhibit 33.7)

33.37      Pentalpha Surveillance LLC, as Operating Advisor ofthe Metro Crossing Mortgage Loan (see Exhibit 33.8)

33.38      CoreLogic Solutions, LLC, as Servicing FunctionParticipant of the Metro Crossing Mortgage Loan (see Exhibit 33.9)

33.39      Computershare Trust Company, National Association,as Servicing Function Participant for the Custodian on and after November 1,2021 (see Exhibit 33.11)

33.40      Wells Fargo Bank, National Association, as PrimaryServicer of the Velocity Industrial Portfolio Mortgage Loan (see Exhibit 33.1)

33.41      Midland Loan Services, a Division of PNC Bank, National Association, as SpecialServicer of the Velocity Industrial Portfolio Mortgage Loan (Omitted. SeeExplanatory Notes.)

33.42      Wilmington Trust, National Association, as Trustee of the Velocity IndustrialPortfolio Mortgage Loan (Omitted. See Explanatory Notes.)

33.43      Wells Fargo Bank, National Association, asCustodian of the Velocity Industrial Portfolio Mortgage Loan (see Exhibit 33.7)

33.44      Pentalpha Surveillance LLC, as Operating Advisor ofthe Velocity Industrial Portfolio Mortgage Loan (see Exhibit 33.8)

33.45      CoreLogic Solutions, LLC, as Servicing FunctionParticipant of the Velocity Industrial Portfolio Mortgage Loan (see Exhibit33.9)

33.46      Computershare Trust Company, National Association,as Servicing Function Participant for the Custodian on and after November 1,2021 (see Exhibit 33.11)

33.47      Wells Fargo Bank, National Association, as PrimaryServicer of the Newport Pavilion Mortgage Loan (see Exhibit 33.1)

33.48      KeyBank National Association, as Special Servicer of the Newport PavilionMortgage Loan (Omitted. See Explanatory Notes.)

33.49      Wilmington Trust, National Association, as Trustee of the Newport PavilionMortgage Loan (Omitted. See Explanatory Notes.)

33.50      Wells Fargo Bank, National Association, asCustodian of the Newport Pavilion Mortgage Loan (see Exhibit 33.7)

33.51      Park Bridge Lender Services LLC, as OperatingAdvisor of the Newport Pavilion Mortgage Loan (see Exhibit 33.30)

33.52      CoreLogic Solutions, LLC, as Servicing FunctionParticipant of the Newport Pavilion Mortgage Loan (see Exhibit 33.9)

33.53      Computershare Trust Company, National Association,as Servicing Function Participant for the Custodian on and after November 1,2021 (see Exhibit 33.11)

33.54      Wells Fargo Bank, National Association, as PrimaryServicer of the Raymour & Flanigan Campus Mortgage Loan (see Exhibit 33.1)

33.55      CWCapital Asset Management LLC, as Special Servicer of the Raymour &Flanigan Campus Mortgage Loan (Omitted. See Explanatory Notes.)

33.56      Wilmington Trust, National Association, as Trustee of the Raymour &Flanigan Campus Mortgage Loan (Omitted. See Explanatory Notes.)

33.57      Computershare Trust Company, National Association,as Servicing Function Participant for the Custodian of the Raymour &Flanigan Campus Mortgage Loan (see Exhibit 33.11)

33.58      Park Bridge Lender Services LLC, as OperatingAdvisor of the Raymour & Flanigan Campus Mortgage Loan (see Exhibit 33.30)

33.59      CoreLogic Solutions, LLC, as Servicing FunctionParticipant of the Raymour & Flanigan Campus Mortgage Loan (see Exhibit33.9)

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

34.1        Wells Fargo Bank, National Association, as GeneralMaster Servicer

34.2        National Cooperative Bank, N.A., as NCB MasterServicer

34.3        Rialto Capital Advisors, LLC, as General SpecialServicer

34.4        National Cooperative Bank, N.A., as NCB SpecialServicer (see Exhibit 34.2)

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

34.6        Wells Fargo Bank, National Association, asCertificate Administrator

34.7        Wells Fargo Bank, National Association, asCustodian

34.8        Pentalpha Surveillance LLC, as Operating Advisor

34.9        CoreLogic Solutions, LLC, as Servicing FunctionParticipant

34.10      Computershare Trust Company, National Association,as Servicing Function Participant for the Certificate Administrator on andafter November 1, 2021

34.11      Computershare Trust Company, National Association,as Servicing Function Participant for the Custodian on and after November 1,2021

34.12      Wells Fargo Bank, National Association, as PrimaryServicer of the One North Wacker Mortgage Loan (see Exhibit 34.1)

34.13      Rialto Capital Advisors, LLC, as Special Servicerof the One North Wacker Mortgage Loan (see Exhibit 34.3)

34.14      Wilmington Trust, National Association, as Trustee of the One North WackerMortgage Loan (Omitted. See Explanatory Notes.)

34.15      Wells Fargo Bank, National Association, asCustodian of the One North Wacker Mortgage Loan (see Exhibit 34.7)

34.16      Pentalpha Surveillance LLC, as Operating Advisor ofthe One North Wacker Mortgage Loan (see Exhibit 34.8)

34.17      CoreLogic Solutions, LLC, as Servicing FunctionParticipant of the One North Wacker Mortgage Loan (see Exhibit 34.9)

34.18      Computershare Trust Company, National Association,as Servicing Function Participant for the Custodian on and after November 1,2021 (see Exhibit 34.11)

34.19      Wells Fargo Bank, National Association, as PrimaryServicer of the Arizona Mills Mortgage Loan (see Exhibit 34.1)

34.20      Rialto Capital Advisors, LLC, as Special Servicerof the Arizona Mills Mortgage Loan (see Exhibit 34.3)

34.21      Wilmington Trust, National Association, as Trustee of the Arizona MillsMortgage Loan (Omitted. See Explanatory Notes.)

34.22      Wells Fargo Bank, National Association, asCustodian of the Arizona Mills Mortgage Loan (see Exhibit 34.7)

34.23      Pentalpha Surveillance LLC, as Operating Advisor ofthe Arizona Mills Mortgage Loan (see Exhibit 34.8)

34.24      CoreLogic Solutions, LLC, as Servicing FunctionParticipant of the Arizona Mills Mortgage Loan (see Exhibit 34.9)

34.25      Computershare Trust Company, National Association,as Servicing Function Participant for the Custodian on and after November 1,2021 (see Exhibit 34.11)

34.26      Wells Fargo Bank, National Association, as Custodianof the McDonald's Global HQ Mortgage Loan (see Exhibit 34.7)

34.27      Greystone Servicing Company LLC, as Special Servicer of the McDonald's GlobalHQ Mortgage Loan (Omitted. See Explanatory Notes.)

34.28      Wilmington Trust, National Association, as Trustee of the McDonald's Global HQMortgage Loan (Omitted. See Explanatory Notes.)

34.29      Wells Fargo Bank, National Association, asCustodian of the McDonald's Global HQ Mortgage Loan (see Exhibit 34.7)

34.30      Park Bridge Lender Services LLC, as OperatingAdvisor of the McDonald's Global HQ Mortgage Loan

34.31      CoreLogic Solutions, LLC, as Servicing FunctionParticipant of the McDonald's Global HQ Mortgage Loan (see Exhibit 34.9)

34.32      Computershare Trust Company, National Association,as Servicing Function Participant for the Custodian on and after November 1,2021 (see Exhibit 34.11)

34.33      Wells Fargo Bank, National Association, as PrimaryServicer of the Metro Crossing Mortgage Loan (see Exhibit 34.1)

34.34      Midland Loan Services, a Division of PNC Bank, National Association, as SpecialServicer of the Metro Crossing Mortgage Loan (Omitted. See Explanatory Notes.)

34.35      Wilmington Trust, National Association, as Trustee of the Metro CrossingMortgage Loan (Omitted. See Explanatory Notes.)

34.36      Wells Fargo Bank, National Association, asCustodian of the Metro Crossing Mortgage Loan (see Exhibit 34.7)

34.37      Pentalpha Surveillance LLC, as Operating Advisor ofthe Metro Crossing Mortgage Loan (see Exhibit 34.8)

34.38      CoreLogic Solutions, LLC, as Servicing FunctionParticipant of the Metro Crossing Mortgage Loan (see Exhibit 34.9)

34.39      Computershare Trust Company, National Association,as Servicing Function Participant for the Custodian on and after November 1,2021 (see Exhibit 34.11)

34.40      Wells Fargo Bank, National Association, as PrimaryServicer of the Velocity Industrial Portfolio Mortgage Loan (see Exhibit 34.1)

34.41      Midland Loan Services, a Division of PNC Bank, National Association, as SpecialServicer of the Velocity Industrial Portfolio Mortgage Loan (Omitted. SeeExplanatory Notes.)

34.42      Wilmington Trust, National Association, as Trustee of the Velocity IndustrialPortfolio Mortgage Loan (Omitted. See Explanatory Notes.)

34.43      Wells Fargo Bank, National Association, asCustodian of the Velocity Industrial Portfolio Mortgage Loan (see Exhibit 34.7)

34.44      Pentalpha Surveillance LLC, as Operating Advisor ofthe Velocity Industrial Portfolio Mortgage Loan (see Exhibit 34.8)

34.45      CoreLogic Solutions, LLC, as Servicing FunctionParticipant of the Velocity Industrial Portfolio Mortgage Loan (see Exhibit34.9)

34.46      Computershare Trust Company, National Association,as Servicing Function Participant for the Custodian on and after November 1,2021 (see Exhibit 34.11)

34.47      Wells Fargo Bank, National Association, as PrimaryServicer of the Newport Pavilion Mortgage Loan (see Exhibit 34.1)

34.48      KeyBank National Association, as Special Servicer of the Newport PavilionMortgage Loan (Omitted. See Explanatory Notes.)

34.49      Wilmington Trust, National Association, as Trustee of the Newport PavilionMortgage Loan (Omitted. See Explanatory Notes.)

34.50      Wells Fargo Bank, National Association, asCustodian of the Newport Pavilion Mortgage Loan (see Exhibit 34.7)

34.51      Park Bridge Lender Services LLC, as OperatingAdvisor of the Newport Pavilion Mortgage Loan (see Exhibit 34.30)

34.52      CoreLogic Solutions, LLC, as Servicing FunctionParticipant of the Newport Pavilion Mortgage Loan (see Exhibit 34.9)

34.53      Computershare Trust Company, National Association,as Servicing Function Participant for the Custodian on and after November 1,2021 (see Exhibit 34.11)

34.54      Wells Fargo Bank, National Association, as PrimaryServicer of the Raymour & Flanigan Campus Mortgage Loan (see Exhibit 34.1)

34.55      CWCapital Asset Management LLC, as Special Servicer of the Raymour &Flanigan Campus Mortgage Loan (Omitted. See Explanatory Notes.)

34.56      Wilmington Trust, National Association, as Trustee of the Raymour &Flanigan Campus Mortgage Loan (Omitted. See Explanatory Notes.)

34.57      Computershare Trust Company, National Association,as Servicing Function Participant for the Custodian of the Raymour &Flanigan Campus Mortgage Loan (see Exhibit 34.11)

34.58      Park Bridge Lender Services LLC, as OperatingAdvisor of the Raymour & Flanigan Campus Mortgage Loan (see Exhibit 34.30)

34.59      CoreLogic Solutions, LLC, as Servicing FunctionParticipant of the Raymour & Flanigan Campus Mortgage Loan (see Exhibit34.9)

35           Servicer compliance statements.

35.1        Wells Fargo Bank, National Association, as GeneralMaster Servicer

35.2        National Cooperative Bank, N.A., as NCB MasterServicer

35.3        Rialto Capital Advisors, LLC, as General SpecialServicer

35.4        National Cooperative Bank, N.A., as NCB SpecialServicer (see Exhibit 35.2)

35.5        Wells Fargo Bank, National Association, asCertificate Administrator

35.6        Wells Fargo Bank, National Association, as PrimaryServicer of the One North Wacker Mortgage Loan (see Exhibit 35.1)

35.7        Computershare Trust Company, National Association,as Servicing Function Participant for the Certificate Administrator on andafter November 1, 2021

35.8        Rialto Capital Advisors, LLC, as Special Servicerof the One North Wacker Mortgage Loan (see Exhibit 35.3)

35.9        Wells Fargo Bank, National Association, as PrimaryServicer of the Arizona Mills Mortgage Loan (see Exhibit 35.1)

35.10      Rialto Capital Advisors, LLC, as Special Servicerof the Arizona Mills Mortgage Loan (see Exhibit 35.3)

35.11      Wells Fargo Bank, National Association, as PrimaryServicer of the McDonald's Global HQ Mortgage Loan (see Exhibit 35.1)

35.12      Greystone Servicing Company LLC, as Special Servicer of the McDonald's GlobalHQ Mortgage Loan (Omitted. See Explanatory Notes.)

35.13      Wells Fargo Bank, National Association, as PrimaryServicer of the Metro Crossing Mortgage Loan (see Exhibit 35.1)

35.14      Midland Loan Services, a Division of PNC Bank, National Association, as SpecialServicer of the Metro Crossing Mortgage Loan (Omitted. See Explanatory Notes.)

35.15      Wells Fargo Bank, National Association, as PrimaryServicer of the Velocity Industrial Portfolio Mortgage Loan (see Exhibit 35.1)

35.16      Midland Loan Services, a Division of PNC Bank, National Association, as SpecialServicer of the Velocity Industrial Portfolio Mortgage Loan (Omitted. SeeExplanatory Notes.)

35.17      Wells Fargo Bank, National Association, as PrimaryServicer of the Newport Pavilion Mortgage Loan (see Exhibit 35.1)

35.18      KeyBank National Association, as Special Servicer of the Newport PavilionMortgage Loan (Omitted. See Explanatory Notes.)

35.19      Wells Fargo Bank, National Association, as PrimaryServicer of the Raymour & Flanigan Campus Mortgage Loan (see Exhibit 35.1)

35.20      CWCapital Asset Management LLC, as Special Servicer of the Raymour &Flanigan Campus Mortgage Loan (Omitted. See Explanatory Notes.)

99.1        Mortgage Loan Purchase Agreement, dated as of September24, 2021, between Bank of America, National Association and Banc of AmericaMerrill Lynch Commercial Mortgage Inc. (filed as Exhibit 99.1 to theregistrant’s Current Report on Form 8-K filed on October 7, 2021 underCommission File No. 333-228375-07 and incorporated by reference herein).

99.2        Mortgage Loan Purchase Agreement, dated as of September24, 2021, between Morgan Stanley Mortgage Capital Holdings LLC, and Banc ofAmerica Merrill Lynch Commercial Mortgage Inc. (filed as Exhibit 99.2 to the registrant’sCurrent Report on Form 8-K filed on October 7, 2021 under Commission File No.333-228375-07 and incorporated by reference herein).

99.3        Mortgage Loan Purchase Agreement, dated as of September24, 2021, between Wells Fargo Bank, National Association, and Banc of AmericaMerrill Lynch Commercial Mortgage Inc. (filed as Exhibit 99.3 to theregistrant’s Current Report on Form 8-K filed on October 7, 2021 underCommission File No. 333-228375-07 and incorporated by reference herein).

99.4        Mortgage Loan Purchase Agreement, dated as of September24, 2021, between National Cooperative Bank, N.A., and Banc of America MerrillLynch Commercial Mortgage Inc. (filed as Exhibit 99.4 to the registrant’sCurrent Report on Form 8-K filed on October 7, 2021 under Commission File No.333-228375-07 and incorporated by reference herein).

 (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.

Banc of America Merrill LynchCommercial Mortgage Inc.(Depositor)

/s/ LelandF. Bunch, III

Leland F.Bunch, III, President and Chief Executive Officer

(senior officer in charge ofsecuritization of the depositor)

Date: March 15, 2022