**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: 333-255181-01**

**Central Index Key Number of the issuing entity:0001890702**

**3650R 2021-PF1 Commercial MortgageTrust**

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

** **

**Central Index Key Number of the depositor: 0001856217**

**3650 REIT Commercial MortgageSecurities II LLC**

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

** **

**Central Index Key Number of the sponsor: 0001840727**

**3650 Real Estate Investment Trust 2LLC**

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

** **

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

**German American Capital Corporation**

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

** **

**Central Index Key Number of the sponsor: 0001701238**

**Citi Real Estate Funding Inc.**

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

** **

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

**the issuing entity)** | **38-4197384**

**38-4197385**

**38-7274833**

**(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:**

**(310) 862-9994**

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 Plaza La Cienega MortgageLoan, the Huntsville Office Portfolio Mortgage Loan, the Patewood CorporateCenter Mortgage Loan, the Icon One Daytona Mortgage Loan, the PetSmart HQMortgage Loan and the Centene Mortgage Loan, which constituted approximately5.4%, 5.4%, 3.3%, 2.7%, 2.5% and 1.7%, respectively, of the asset pool of theissuing entity as of its cut-off date, are each an asset of the issuing entityand are each part of a loan combination that includes (a) with respect to thePlaza La Cienega Mortgage Loan, two other *pari passu* loans, which arenot assets of the issuing entity, (b) with respect to the Huntsville OfficePortfolio Mortgage Loan, two other *pari passu* loans, which are notassets of the issuing entity, (c) with respect to the Patewood Corporate CenterMortgage Loan, one other *pari passu* loan, which is not an asset of theissuing entity, (d) with respect to the Icon One Daytona Mortgage Loan, oneother *pari passu* loan, which is not an asset of the issuing entity, (e)with respect to the PetSmart HQ Mortgage Loan, two other *pari passu*loans, which are not assets of the issuing entity and (f) with respect to theCentene Mortgage Loan, two other *pari passu* loans, which are not assets ofthe issuing entity. These loan combinations, including the Plaza La CienegaMortgage Loan, the Huntsville Office Portfolio Mortgage Loan, the PatewoodCorporate Center Mortgage Loan, the Icon One Daytona Mortgage Loan, thePetSmart HQ Mortgage Loan and the Centene Mortgage Loan, are being serviced andadministered pursuant to the Pooling and Servicing Agreement, which isincorporated by reference as Exhibit 4.1 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 Westchester Mortgage Loan, which constitutedapproximately 4.9% of the asset pool of the issuing entity as of its cut-offdate.  The Westchester Mortgage Loan is an asset of the issuing entity andis part of a loan combination that includes The Westchester Mortgage Loan, fourother *pari passu* loans and one subordinate companion loan, which are notassets of the issuing entity. A *pari passu* portion of the loancombination was securitized in the CSMC 2020-WEST transaction (the “CSMC2020-WEST Transaction”). This loan combination, including The WestchesterMortgage Loan, is being serviced and administered pursuant to the trust andservicing agreement for the CSMC 2020-WEST Transaction, which is incorporatedby 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 One SoHo Square Mortgage Loan, whichconstituted approximately 2.7% of the asset pool of the issuing entity as ofits cut-off date.  The One SoHo Square Mortgage Loan is an asset of theissuing entity and is part of a loan combination that includes the One SoHoSquare Mortgage Loan, eighteen other *pari passu* loans and threesubordinate companion loans, which are not assets of the issuing entity. A *paripassu* portion of the loan combination was securitized in the SOHO Trust2021-SOHO transaction (the “SOHO 2021-SOHO Transaction”). This loancombination, including the One SoHo Square Mortgage Loan, is being serviced andadministered pursuant to the trust and servicing agreement for the SOHO2021-SOHO Transaction, which is incorporated by reference as Exhibit 4.3 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 2 Washington Mortgage Loan, whichconstituted approximately 2.9% of the asset pool of the issuing entity as ofits cut-off date.  The 2 Washington Mortgage Loan is an asset of theissuing entity and is part of a loan combination that includes the 2 WashingtonMortgage Loan and three other *pari passu* loans, which are not assets ofthe issuing entity. A *pari passu* portion of the loan combination wassecuritized in the Benchmark 2021-B29 Mortgage Trust transaction, CommissionFile Number 333-226082-11 (the “Benchmark 2021-B29 Transaction”). Thisloan combination, including the 2 Washington Mortgage Loan, is being servicedand administered pursuant to the pooling and servicing agreement for theBenchmark 2021-B29 Transaction, which is incorporated by reference as Exhibit4.4 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 CX - 350 & 450 Water Street MortgageLoan, which constituted approximately 8.5% of the asset pool of the issuingentity as of its cut-off date.  The CX - 350 & 450 Water StreetMortgage Loan is an asset of the issuing entity and is part of a loancombination that includes the CX - 350 & 450 Water Street Mortgage Loan,seventeen other *pari passu* loans and four subordinate companion loans,which are not assets of the issuing entity. A *pari passu* portion of theloan combination was securitized in the CAMB 2021-CX2 Mortgage Trusttransaction (the “CAMB 2021-CX2 Transaction”). This loan combination,including the CX - 350 & 450 Water Street Mortgage Loan, is being servicedand administered pursuant to the trust and servicing agreement for the CAMB2021-CX2 Transaction, which is incorporated by reference as Exhibit 4.5 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 520 Almanor Mortgage Loan, which constitutedapproximately 5.4% of the asset pool of the issuing entity as of its cut-offdate.  The 520 Almanor Mortgage Loan is an asset of the issuing entity andis part of a loan combination that includes the 520 Almanor Mortgage Loan andone other *pari passu* loan, which is not an asset of the issuing entity.The other *pari passu* portion of the loan combination was securitized inthe Benchmark 2021-B30 Mortgage Trust transaction, Commission File Number333-226943-11 (the “Benchmark 2021-B30 Transaction”). This loancombination, including the 520 Almanor Mortgage Loan, is being serviced andadministered pursuant to the pooling and servicing agreement for the Benchmark2021-B30 Transaction, which is incorporated by reference as Exhibit 4.6 to thisAnnual 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.

Midland Loan Services, a Divisionof PNC Bank, National Association is the master servicer of the mortgage loansserviced under the Pooling and Servicing Agreement, the primary servicer andspecial servicer of The Westchester Mortgage Loan, the primary servicer of the520 Almanor Mortgage Loan and the 2 Washington Mortgage Loan and the specialservicer of the One SoHo Square Mortgage Loan prior to May 15, 2023. As aresult, Midland Loan Services, a Division of PNC Bank, National Association isa “servicer” as defined in Item 1108(a)(2)(iii) of Regulation AB, in thecapacities described above, because it is servicing mortgage loans thatconstituted 10% or more of the assets of the issuing entity as of its cut-offdate. The assessments of compliance with applicable servicing criteria,accountants’ attestation reports and servicer compliance statements deliveredby Midland Loan Services, a Division of PNC Bank, National Association in thecapacities described above are listed in the Exhibit Index.

Wells Fargo Bank, National Associationis the custodian of the mortgage loans serviced under the Pooling and ServicingAgreement, the CX - 350 & 450 Water Street Mortgage Loan, the 520 AlmanorMortgage Loan, The Westchester Mortgage Loan and the 2 Washington MortgageLoan.  As a result, Wells Fargo Bank, 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 Wells Fargo Bank,National Association in the capacities described above are listed in theExhibit Index.

Park Bridge Lender Services LLC isthe operating advisor of the mortgage loans serviced under the Pooling andServicing Agreement, the CX - 350 & 450 Water Street Mortgage Loan, the 520Almanor Mortgage Loan and the 2 Washington Mortgage Loan.  As a result,Park Bridge Lender Services LLC is a servicing function participant in thecapacities described above, because it is servicing mortgage loans thatconstituted 5% or more of the assets of the issuing entity as of its cut-offdate. The assessments of compliance with applicable servicing criteria and accountants’attestation reports delivered by Park Bridge Lender Services LLC in thecapacities described above are listed in the Exhibit Index.

Pentalpha Surveillance LLC is theoperating advisor of The Westchester Mortgage Loan and the One SoHo SquareMortgage Loan.  As a result, Pentalpha Surveillance 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 PentalphaSurveillance LLC in the capacities described above are listed in the ExhibitIndex.

KeyBank National Association isthe primary servicer of the CX - 350 & 450 Water Street Mortgage Loan andthe One SoHo Square Mortgage Loan. As a result, KeyBank National Association isa “servicer” as defined in Item 1108(a)(2)(iii) of Regulation AB, in thecapacities described above, because it is servicing mortgage loans thatconstituted 10% or more of the assets of the issuing entity as of its cut-offdate. The assessments of compliance with applicable servicing criteria,accountants’ attestation reports and servicer compliance statements deliveredby KeyBank National Association in the capacities described above are listed inthe Exhibit Index.

Wells Fargo Bank, NationalAssociation acts as trustee of the Plaza La Cienega Mortgage Loan, theHuntsville Office Portfolio Mortgage Loan, the Patewood Corporate CenterMortgage Loan, the Icon One Daytona Mortgage Loan, the PetSmart HQ MortgageLoan, the Centene Mortgage Loan, The Westchester Mortgage Loan, the 2Washington Mortgage Loan and the 520 Almanor Mortgage Loan.  Pursuant tothe Pooling and Servicing Agreement, the trust and servicing agreement for theCSMC 2020-WEST Transaction, the pooling and servicing agreement for theBenchmark 2021-B29 Transaction and the pooling and servicing agreement for theBenchmark 2021-B30 Transaction, the trustee is required to provide anassessment of compliance with applicable servicing criteria solely with respectto Item 1122(d)(2)(iii) of Regulation AB (regarding advances of funds orguarantees 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 compliancewith applicable servicing criteria of the trustee. One or more other servicersof the Plaza La Cienega Mortgage Loan, the Huntsville Office Portfolio MortgageLoan, the Patewood Corporate Center Mortgage Loan, the Icon One DaytonaMortgage Loan, the PetSmart HQ Mortgage Loan, the Centene Mortgage Loan, TheWestchester Mortgage Loan, the 2 Washington Mortgage Loan and the 520 AlmanorMortgage Loan have delivered one or more assessments of compliance with respectto Item 1122(d)(2)(iii) of Regulation AB.

U.S. Bank Trust Company, NationalAssociation acts as trustee of the One SoHo Square Mortgage Loan. Pursuant to the trust and servicing agreement for the SOHO 2021-SOHOTransaction, the trustee is required to provide an assessment of compliancewith applicable servicing criteria solely with respect to Item 1122(d)(2)(iii)of Regulation AB (regarding advances of funds or guarantees regardingcollections, cash flows or distributions, and any interest or other feescharged for such advances, are made, reviewed and approved as specified in thetransaction agreements). However, during the reporting period, the trustee didnot perform any servicing function with respect to the servicing criteriaspecified in Item 1122(d)(2)(iii) of Regulation AB.  The master serviceror the special servicer, to the extent required, performed the servicingfunction identified with respect to Item 1122(d)(2)(iii) of Regulation AB, andeach such party included Item 1122(d)(2)(iii) of Regulation AB in theassessment of compliance with applicable servicing criteria and accountant’sattestation report for the subject transaction.  As a result, this AnnualReport on Form 10-K does not include an assessment of compliance withapplicable servicing criteria of the trustee. One or more other servicers ofthe One SoHo Square Mortgage Loan have delivered one or more assessments ofcompliance with respect to Item 1122(d)(2)(iii) of Regulation AB.

Wilmington Trust, NationalAssociation acts as trustee of the CX - 350 & 450 Water Street MortgageLoan.  Pursuant to the trust and servicing agreement for the CAMB 2021-CX2Transaction, the trustee is required to provide an assessment of compliancewith applicable servicing criteria solely with respect to Item 1122(d)(2)(iii)of Regulation AB (regarding advances of funds or guarantees regardingcollections, cash flows or distributions, and any interest or other feescharged for such advances, are made, reviewed and approved as specified in thetransaction agreements). However, during the reporting period, the trustee didnot perform any servicing function with respect to the servicing criteriaspecified in Item 1122(d)(2)(iii) of Regulation AB.  The master serviceror the special servicer, to the extent required, performed the servicingfunction identified with respect to Item 1122(d)(2)(iii) of Regulation AB, andeach such party included Item 1122(d)(2)(iii) of Regulation AB in theassessment of compliance with applicable servicing criteria and accountant’sattestation report for the subject transaction.  As a result, this Annual Reporton Form 10-K does not include an assessment of compliance with applicableservicing criteria of the trustee. One or more other servicers of the CX - 350& 450 Water Street Mortgage Loan 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 an assessment of compliance with applicable servicing criteria,accountants’ attestation report and servicer compliance statement fromComputershare Trust Company, National Association (“CTCNA”).  CTCNAwas engaged by Wells Fargo Bank, National Association (“Wells Fargo”),in its capacity as certificate administrator and custodian, to perform certainspecified servicing functions identified in the assessment of compliance withapplicable servicing criteria and accountants’ attestation reports.  WellsFargo engaged CTCNA in connection with the sale of Wells Fargo’s corporatetrust services business to CTCNA and its affiliates.  Further, under theprinciples-based definition of “servicer” set forth in Item 1101(j) ofRegulation AB that looks to the functions that an entity performs, this partyis a “servicer” for the purposes of Item 1123 of Regulation AB.  *See*Compliance and Disclosure Interpretations, Section 301.01 (Item 1101(j)).

Theassessments of compliance with applicable servicing criteria, accountants’attestation reports and servicer compliance statements of the certificateadministrator of The Westchester Mortgage Loan, the 2 Washington Mortgage Loan,the CX - 350 & 450 Water Street Mortgage Loan, the 520 Almanor MortgageLoan and the One SoHo Square Mortgage Loan are omitted from this Annual Reporton Form 10-K as the certificate administrator pursuant to the related poolingand servicing 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 One SoHo Square Mortgage Loan, the 2Washington Mortgage Loan, the CX - 350 & 450 Water Street Mortgage Loan andthe 520 Almanor Mortgage Loan, (i) the reports on assessment of compliance withservicing criteria and attestation reports on assessment of compliance withservicing criteria of K-Star Asset Management LLC as special servicer of theOne SoHo Square Mortgage Loan on and after May 15, 2023, U.S. Bank NationalAssociation as custodian of the One SoHo Square Mortgage Loan and LNR Partners,LLC as special servicer of the 2 Washington Mortgage Loan, listed on theExhibit Index are omitted from this Annual Report on Form 10-K as they are notrequired to be included on this Annual Report on Form 10-K per Instruction 3 toItem 1122 of Regulation AB because they are parties performing activities thataddress servicing criteria relating to 5% or less of the assets of the issuingentity; and (ii) the servicer compliance statements of K-Star Asset ManagementLLC as special servicer of the One SoHo Square Mortgage Loan on and after May15, 2023, LNR Partners, LLC as special servicer of the 2 Washington MortgageLoan, Situs Holdings, LLC as special servicer of the CX - 350 & 450 WaterStreet Mortgage Loan and CWCapital Asset Management LLC as special servicer ofthe 520 Almanor Mortgage Loan, listed on the Exhibit Index are omitted fromthis Annual Report on Form 10-K as they are not required by Item 1123 ofRegulation AB to be included on this Annual Report on Form 10-K because theyare each an unaffiliated party that is not a “servicer” that meets the criteriain 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 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 anyderivative instruments or other support for the certificates within thistransaction as described under Item 1115 of Regulation AB.

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

The registrant knows of 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, and U.S. Bank Trust Company,National Association, as trustee and as certificate administrator, and U.S.Bank National Association, 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,Phoenix Light and Commerzbank AG each appealed the district court’s decision tothe United States Court of Appeals for the Second Circuit. Phoenix Lightdismissed its appeal in May 2023, terminating its case. In November 2023, WellsFargo Bank, N.A. entered into an agreement with IKB to resolve IKB’s claims.Wells Fargo Bank, N.A. previously settled two class actions filed byinstitutional investors and an action filed by the National Credit Union Administrationwith similar allegations.

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

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

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

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

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

**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 18, 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 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 Westchester Mortgage Loan, whichis being serviced and administered pursuant to the trust and servicingagreement for the CSMC 2020-WEST Transaction, are attached hereto under Item 15to this Annual Report on Form 10-K. Attached as Exhibit L to the trust andservicing agreement for the CSMC 2020-WEST Transaction incorporated byreference as Exhibit 4.2 to this Annual Report on Form 10-K is a chart identifyingthe entities participating in a servicing function for the CSMC 2020-WESTTransaction responsible for each applicable servicing criteria set forth inItem 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 One SoHo Square Mortgage Loan,which is being serviced and administered pursuant to the trust and servicingagreement for the SOHO 2021-SOHO Transaction, are attached hereto under Item 15to this Annual Report on Form 10-K. Attached as Exhibit L to the trust andservicing agreement for the SOHO 2021-SOHO Transaction incorporated byreference as Exhibit 4.3 to this Annual Report on Form 10-K is a chartidentifying the entities participating in a servicing function for the SOHO2021-SOHO 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 2 Washington Mortgage Loan, whichis being serviced and administered pursuant to the pooling and servicingagreement for the Benchmark 2021-B29 Transaction, are attached hereto underItem 15 to this Annual Report on Form 10-K. Attached as Exhibit AA to thepooling and servicing agreement for the Benchmark 2021-B29 Transactionincorporated by reference as Exhibit 4.4 to this Annual Report on Form 10-K isa chart identifying the entities participating in a servicing function for theBenchmark 2021-B29 Transaction responsible for each applicable servicingcriteria 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 CX - 350 & 450 Water StreetMortgage Loan, which is being serviced and administered pursuant to the trustand servicing agreement for the CAMB 2021-CX2 Transaction, are attached heretounder Item 15 to this Annual Report on Form 10-K. Attached as Schedule I to thetrust and servicing agreement for the CAMB 2021-CX2 Transaction incorporated byreference as Exhibit 4.5 to this Annual Report on Form 10-K is a chartidentifying the entities participating in a servicing function for the CAMB2021-CX2 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 520 Almanor Mortgage Loan, whichis being serviced and administered pursuant to the pooling and servicingagreement for the Benchmark 2021-B30 Transaction, are attached hereto underItem 15 to this Annual Report on Form 10-K. Attached as Schedule II to thepooling and servicing agreement for the Benchmark 2021-B30 Transactionincorporated by reference as Exhibit 4.6 to this Annual Report on Form 10-K isa chart identifying the entities participating in a servicing function for theBenchmark 2021-B30 Transaction responsible for each applicable servicingcriteria 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 1,2021, among 3650 REIT Commercial Mortgage Securities II LLC, as Depositor,Midland Loan Services, a Division of PNC Bank, National Association, as MasterServicer, 3650 REIT Loan Servicing LLC, as Special Servicer, Wells Fargo Bank,National Association, as Certificate Administrator and as Trustee, and ParkBridge Lender Services LLC, as Operating Advisor and as Asset RepresentationsReviewer (filed as Exhibit 4.1 to the registrant’s Current Report on Form 8-Kfiled on November 18, 2021 under Commission File No. 333-255181-01 andincorporated by reference herein).

4.2          Trust and Servicing Agreement, dated as of February 1,2020, among Credit Suisse Commercial Mortgage Securities Corp., as Depositor,Midland Loan Services, a Division of PNC Bank, National Association, asServicer, Pacific Life Insurance Company, as Special Servicer, Wells FargoBank, National Association, as Certificate Administrator, Wells Fargo Bank,National Association, as Trustee, Wells Fargo Bank, National Association, asCustodian, and Pentalpha Surveillance LLC, as Operating Advisor (filed asExhibit 4.4 to the registrant’s Current Report on Form 8-K filed on November18, 2021 under Commission File No. 333-255181-01 and incorporated by referenceherein).

4.3          Trust and Servicing Agreement, dated as of July 30, 2021,among GS Mortgage Securities Corporation II, as Depositor, KeyBank NationalAssociation, as Servicer, Midland Loan Services, a Division of PNC Bank,National Association, as Special Servicer, U.S. Bank National Association, asCertificate Administrator and Trustee, U.S. Bank National Association, asCustodian, and Pentalpha Surveillance LLC, as Operating Advisor (filed asExhibit 4.6 to the registrant’s Current Report on Form 8-K filed on November18, 2021 under Commission File No. 333-255181-01 and incorporated by referenceherein).

4.4          Pooling and Servicing Agreement, dated as of September 1,2021, among GS Mortgage Securities Corporation II, as Depositor, Midland LoanServices, a Division of PNC Bank, National Association, as Master Servicer, LNRPartners, LLC, as Special Servicer, Wells Fargo Bank, National Association, asCertificate Administrator and as Trustee, and Park Bridge Lender Services LLC,as Operating Advisor and as Asset Representations Reviewer (filed as Exhibit4.5 to the registrant’s Current Report on Form 8-K filed on November 18, 2021under Commission File No. 333-255181-01 and incorporated by reference herein).

4.5          Trust and Servicing Agreement, dated as of November 9,2021, between Deutsche Mortgage & Asset Receiving Corporation, asDepositor, KeyBank National Association, as Master Servicer, Situs Holdings,LLC, as Special Servicer, Wilmington Trust, National Association, as Trustee,Wells Fargo Bank, National Association, as Certificate Administrator, PayingAgent and Custodian, and Park Bridge Lender Servicer, LLC, as Operating Advisor(filed as Exhibit 4.2 to the registrant’s Current Report on Form 8-K filed onNovember 18, 2021 under Commission File No. 333-255181-01 and incorporated byreference herein).

4.6          Pooling and Servicing Agreement, dated as of November 1,2021, between Deutsche Mortgage & Asset Receiving Corporation, as Depositor,Midland Loan Services, a Division of PNC Bank, National Association, as MasterServicer, CWCapital Asset Management LLC, as Special Servicer, Wells FargoBank, National Association, as Trustee, Wells Fargo Bank, National Association,as Certificate Administrator, Paying Agent and Custodian, and Park BridgeLender Services LLC, as Operating Advisor and Asset Representations Reviewer(filed as Exhibit 4.3 to the registrant’s Current Report on Form 8-K filed onNovember 18, 2021 under Commission File No. 333-255181-01 and incorporated byreference herein).

4.7          Co-Lender Agreement, dated as of October 14, 2021, by andbetween DBR Investments Co. Limited, as Initial Note A Holder, Bank of America,N.A., as Initial Note A Holder, JPMorgan Chase Bank, National Association, asInitial Note A Holder, 3650 Cal Bridge Lending, LLC, as Initial Note A Holder, DBRInvestments Co. Limited, as Initial Note B-1 Holder, Bank of America, N.A., asInitial Note B-2 Holder, JPMorgan Chase Bank, National Association, as InitialNote B-3 Holder, and 3650 Cal Bridge Lending, LLC, as Initial Note B-4 Holder(filed as Exhibit 4.7 to the registrant’s Current Report on Form 8-K filed onNovember 18, 2021 under Commission File No. 333-255181-01 and incorporated byreference herein).

4.8          Agreement Between Noteholders, dated as of November 16,2021, by and between DBR Investments Co. Limited, as Initial Note A-1 Holder,DBR Investments Co. Limited, as Initial Note A-2 Holder (filed as Exhibit 4.8to the registrant’s Current Report on Form 8-K filed on November 18, 2021 underCommission File No. 333-255181-01 and incorporated by reference herein).

4.9          Co-Lender Agreement, dated as of October 21, 2021, by andbetween Citi Real Estate Funding Inc., as Initial Note A-1 Holder, Citi RealEstate Funding Inc., as Initial Note A-2 Holder, and Citi Real Estate FundingInc., as Initial Note A-3 Holder (filed as Exhibit 4.9 to the registrant’sCurrent Report on Form 8-K filed on November 18, 2021 under Commission File No.333-255181-01 and incorporated by reference herein).

4.10        Co-Lender Agreement, dated as of July 26, 2021, betweenCiti Real Estate Funding Inc., as Note A-1-1 Holder, Note A-1-2 Holder and NoteA-1-3 Holder, and DBR Investments Co. Limited, as Note A-2-1 Holder, Note A-2-2Holder and Note A-2-3 Holder (filed as Exhibit 4.10 to the registrant’s CurrentReport on Form 8-K filed on November 18, 2021 under Commission File No. 333-255181-01and incorporated by reference herein).

4.11        Co-Lender Agreement, dated as of February 12, 2020, byand between Column Financial, Inc., as Initial Note A-1 Holder, ColumnFinancial, Inc., as Initial Note A-2 Holder, Column Financial, Inc., as InitialNote A-3 Holder, and Column Financial, Inc., as Initial Note B Holder (filed asExhibit 4.11 to the registrant’s Current Report on Form 8-K filed on November18, 2021 under Commission File No. 333-255181-01 and incorporated by referenceherein).

4.12        Agreement Between Note Holders, dated as of November 18,2021, by and between 3650 REIT Warehouse Facility Entity 2A LLC, as InitialNote A-1 Holder, and 3650 REIT Warehouse Facility Entity 2A LLC, as InitialNote A-2 Holder (filed as Exhibit 4.12 to the registrant’s Current Report onForm 8-K filed on November 18, 2021 under Commission File No. 333-255181-01 andincorporated by reference herein).

4.13        Agreement Between Noteholders, dated as of August 19,2021, by and between DBR Investments Co. Limited, as Initial Note A-1 Holder,DBR Investments Co. Limited, as Initial Note A-2 Holder, DBR Investments Co.Limited, as Initial Note A-3 Holder, DBR Investments Co. Limited, as InitialNote A-4 Holder, and DBR Investments Co. Limited, as Initial Note A-5 Holder(filed as Exhibit 4.13 to the registrant’s Current Report on Form 8-K filed onNovember 18, 2021 under Commission File No. 333-255181-01 and incorporated byreference herein).

4.14        Co-Lender Agreement, dated as of July 30, 2021 by andamong Goldman Sachs Bank USA, as Initial Note A-1-S Holder, Initial NoteA-1-C-1 – Note A-1-C-8 Holder and Initial Note B-1 Holder, DBR Investments Co.Limited, as Initial Note A-2-S Holder, Initial Note A-2-C-1 – Note A-2-C-6Holder and Initial Note B-2 Holder and Bank of  Montreal, as Initial NoteA-3-S Holder, Initial Note A-3-C-1 – Note A-3-C-3 Holder and Initial Note B-3Holder (filed as Exhibit 4.14 to the registrant’s Current Report on Form 8-Kfiled on November 18, 2021 under Commission File No. 333-255181-01 andincorporated by reference herein).

4.15        Agreement Between Note Holders, dated as of November 18,2021, by and between 3650 REIT Warehouse Facility Entity 2A LLC, as InitialNote A-1 Holder, and 3650 REIT Warehouse Facility Entity 2A LLC, as InitialNote A-2 Holder (filed as Exhibit 4.15 to the registrant’s Current Report onForm 8-K filed on November 18, 2021 under Commission File No. 333-255181-01 andincorporated by reference herein).

4.16        Agreement Between Note Holders, dated as of November 18,2021, by and between 3650 REIT Warehouse Facility Entity 2A LLC, as InitialNote A-1 Holder, 3650 REIT Warehouse Facility Entity 2A LLC, as Initial NoteA-2 Holder, and 3650 REIT Warehouse Facility Entity 2A LLC, as Initial Note A-3Holder (filed as Exhibit 4.16 to the registrant’s Current Report on Form 8-Kfiled on November 18, 2021 under Commission File No. 333-255181-01 andincorporated by reference herein).

4.17        Agreement Between Note Holders, dated as of November 18,2021, by and between 3650 REIT Warehouse Facility Entity 2A LLC, as InitialNote A-1 Holder, 3650 REIT Warehouse Facility Entity 2A LLC, as Initial NoteA-2 Holder, and 3650 REIT Warehouse Facility Entity 2A LLC, as Initial Note A-3Holder (filed as Exhibit 4.17 to the registrant’s Current Report on Form 8-Kfiled on November 18, 2021 under Commission File No. 333-255181-01 andincorporated by reference herein).

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

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

33.1        Midland Loan Services, a Division of PNC Bank, NationalAssociation, as Master Servicer

33.2        3650 REIT Loan Servicing LLC, as Special Servicer

33.3        Wells Fargo Bank, National Association, as Trusteeand Certificate Administrator

33.4        Wells Fargo Bank, National Association, asCustodian

33.5        Park Bridge Lender Services LLC, as OperatingAdvisor

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

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

33.8        Midland Loan Services, a Division of PNC Bank,National Association, as Primary Servicer of the Plaza La Cienega Mortgage Loan(see Exhibit 33.1)

33.9        3650 REIT Loan Servicing LLC, as Special Servicerof the Plaza La Cienega Mortgage Loan (see Exhibit 33.2)

33.10      Wells Fargo Bank, National Association, as Trustee of the Plaza La CienegaMortgage Loan (Omitted. See Explanatory Notes.)

33.11      Wells Fargo Bank, National Association, asCustodian of the Plaza La Cienega Mortgage Loan (see Exhibit 33.4)

33.12      Park Bridge Lender Services LLC, as OperatingAdvisor of the Plaza La Cienega Mortgage Loan (see Exhibit 33.5)

33.13      Computershare Trust Company, National Association,as Servicing Function Participant for the Custodian (see Exhibit 33.7)

33.14      Midland Loan Services, a Division of PNC Bank,National Association, as Primary Servicer of the Huntsville Office PortfolioMortgage Loan (see Exhibit 33.1)

33.15      3650 REIT Loan Servicing LLC, as Special Servicerof the Huntsville Office Portfolio Mortgage Loan (see Exhibit 33.2)

33.16      Wells Fargo Bank, National Association, as Trustee of the Huntsville OfficePortfolio Mortgage Loan (Omitted. See Explanatory Notes.)

33.17      Wells Fargo Bank, National Association, as Custodianof the Huntsville Office Portfolio Mortgage Loan (see Exhibit 33.4)

33.18      Park Bridge Lender Services LLC, as OperatingAdvisor of the Huntsville Office Portfolio Mortgage Loan (see Exhibit 33.5)

33.19      Computershare Trust Company, National Association,as Servicing Function Participant for the Custodian (see Exhibit 33.7)

33.20      Midland Loan Services, a Division of PNC Bank,National Association, as Primary Servicer of the Patewood Corporate CenterMortgage Loan (see Exhibit 33.1)

33.21      3650 REIT Loan Servicing LLC, as Special Servicerof the Patewood Corporate Center Mortgage Loan (see Exhibit 33.2)

33.22      Wells Fargo Bank, National Association, as Trustee of the Patewood CorporateCenter Mortgage Loan (Omitted. See Explanatory Notes.)

33.23      Wells Fargo Bank, National Association, asCustodian of the Patewood Corporate Center Mortgage Loan (see Exhibit 33.4)

33.24      Park Bridge Lender Services LLC, as OperatingAdvisor of the Patewood Corporate Center Mortgage Loan (see Exhibit 33.5)

33.25      Computershare Trust Company, National Association,as Servicing Function Participant for the Custodian (see Exhibit 33.7)

33.26      Midland Loan Services, a Division of PNC Bank,National Association, as Primary Servicer of the Icon One Daytona Mortgage Loan(see Exhibit 33.1)

33.27      3650 REIT Loan Servicing LLC, as Special Servicerof the Icon One Daytona Mortgage Loan (see Exhibit 33.2)

33.28      Wells Fargo Bank, National Association, as Trustee of the Icon One DaytonaMortgage Loan (Omitted. See Explanatory Notes.)

33.29      Wells Fargo Bank, National Association, asCustodian of the Icon One Daytona Mortgage Loan (see Exhibit 33.4)

33.30      Park Bridge Lender Services LLC, as OperatingAdvisor of the Icon One Daytona Mortgage Loan (see Exhibit 33.5)

33.31      Computershare Trust Company, National Association,as Servicing Function Participant for the Custodian (see Exhibit 33.7)

33.32      Midland Loan Services, a Division of PNC Bank,National Association, as Primary Servicer of the PetSmart HQ Mortgage Loan (seeExhibit 33.1)

33.33      3650 REIT Loan Servicing LLC, as Special Servicerof the PetSmart HQ Mortgage Loan (see Exhibit 33.2)

33.34      Wells Fargo Bank, National Association, as Trustee of the PetSmart HQ MortgageLoan (Omitted. See Explanatory Notes.)

33.35      Wells Fargo Bank, National Association, asCustodian of the PetSmart HQ Mortgage Loan (see Exhibit 33.4)

33.36      Park Bridge Lender Services LLC, as OperatingAdvisor of the PetSmart HQ Mortgage Loan (see Exhibit 33.5)

33.37      Computershare Trust Company, National Association,as Servicing Function Participant for the Custodian (see Exhibit 33.7)

33.38      Midland Loan Services, a Division of PNC Bank,National Association, as Primary Servicer of the Centene Mortgage Loan (seeExhibit 33.1)

33.39      3650 REIT Loan Servicing LLC, as Special Servicerof the Centene Mortgage Loan (see Exhibit 33.2)

33.40      Wells Fargo Bank, National Association, as Trustee of the Centene Mortgage Loan(Omitted. See Explanatory Notes.)

33.41      Wells Fargo Bank, National Association, asCustodian of the Centene Mortgage Loan (see Exhibit 33.4)

33.42      Park Bridge Lender Services LLC, as OperatingAdvisor of the Centene Mortgage Loan (see Exhibit 33.5)

33.43      Computershare Trust Company, National Association,as Servicing Function Participant for the Custodian (see Exhibit 33.7)

33.44      Midland Loan Services, a Division of PNC Bank,National Association, as Primary Servicer of The Westchester Mortgage Loan (seeExhibit 33.1)

33.45      Midland Loan Services, a Division of PNC Bank,National Association, as Special Servicer of The Westchester Mortgage Loan (seeExhibit 33.1)

33.46      Wells Fargo Bank, National Association, as Trustee of The Westchester MortgageLoan (Omitted. See Explanatory Notes.)

33.47      Wells Fargo Bank, National Association, asCustodian of The Westchester Mortgage Loan (see Exhibit 33.4)

33.48      Pentalpha Surveillance LLC, as Operating Advisorof The Westchester Mortgage Loan

33.49      Computershare Trust Company, National Association,as Servicing Function Participant for the Custodian (see Exhibit 33.7)

33.50      KeyBank National Association, as Primary Servicerof the One SoHo Square Mortgage Loan

33.51      Midland Loan Services, a Division of PNC Bank,National Association, as Special Servicer of the One SoHo Square Mortgage Loanprior to May 15, 2023 (see Exhibit 33.1)

33.52      K-Star Asset Management LLC, as Special Servicer of the One SoHo SquareMortgage Loan on and after May 15, 2023 (Omitted. See Explanatory Notes.)

33.53      U.S. Bank Trust Company, National Association, as Trustee of the One SoHoSquare Mortgage Loan (Omitted. See Explanatory Notes.)

33.54      U.S. Bank National Association, as Custodian of the One SoHo Square MortgageLoan (Omitted. See Explanatory Notes.)

33.55      Pentalpha Surveillance LLC, as Operating Advisorof the One SoHo Square Mortgage Loan (see Exhibit 33.48)

33.56      Midland Loan Services, a Division of PNC Bank,National Association, as Primary Servicer of the 2 Washington Mortgage Loan(see Exhibit 33.1)

33.57      LNR Partners, LLC, as Special Servicer of the 2 Washington Mortgage Loan(Omitted. See Explanatory Notes.)

33.58      Wells Fargo Bank, National Association, as Trustee of the 2 Washington MortgageLoan (Omitted. See Explanatory Notes.)

33.59      Wells Fargo Bank, National Association, asCustodian of the 2 Washington Mortgage Loan (see Exhibit 33.4)

33.60      Park Bridge Lender Services LLC, as OperatingAdvisor of the 2 Washington Mortgage Loan (see Exhibit 33.5)

33.61      Computershare Trust Company, National Association,as Servicing Function Participant for the Custodian (see Exhibit 33.7)

33.62      KeyBank National Association, as Primary Servicerof the CX - 350 & 450 Water Street Mortgage Loan (see Exhibit 33.50)

33.63      Situs Holdings, LLC, as Special Servicer of the CX- 350 & 450 Water Street Mortgage Loan

33.64      Wilmington Trust, National Association, as Trustee of the CX - 350 & 450Water Street Mortgage Loan (Omitted. See Explanatory Notes.)

33.65      Wells Fargo Bank, National Association, asCustodian of the CX - 350 & 450 Water Street Mortgage Loan (see Exhibit33.4)

33.66      Park Bridge Lender Services LLC, as OperatingAdvisor of the CX - 350 & 450 Water Street Mortgage Loan (see Exhibit 33.5)

33.67      Computershare Trust Company, National Association,as Servicing Function Participant for the Custodian (see Exhibit 33.7)

33.68      Midland Loan Services, a Division of PNC Bank, NationalAssociation, as Primary Servicer of the 520 Almanor Mortgage Loan (see Exhibit33.1)

33.69      CWCapital Asset Management LLC, as SpecialServicer of the 520 Almanor Mortgage Loan

33.70      Wells Fargo Bank, National Association, as Trustee of the 520 Almanor MortgageLoan (Omitted. See Explanatory Notes.)

33.71      Wells Fargo Bank, National Association, as Custodianof the 520 Almanor Mortgage Loan (see Exhibit 33.4)

33.72      Park Bridge Lender Services LLC, as OperatingAdvisor of the 520 Almanor Mortgage Loan (see Exhibit 33.5)

33.73      Computershare Trust Company, National Association,as Servicing Function Participant for the Custodian (see Exhibit 33.7)

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

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

34.2        3650 REIT Loan Servicing LLC, as Special Servicer

34.3        Wells Fargo Bank, National Association, as Trusteeand Certificate Administrator

34.4        Wells Fargo Bank, National Association, asCustodian

34.5        Park Bridge Lender Services LLC, as OperatingAdvisor

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

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

34.8        Midland Loan Services, a Division of PNC Bank,National Association, as Primary Servicer of the Plaza La Cienega Mortgage Loan(see Exhibit 34.1)

34.9        3650 REIT Loan Servicing LLC, as Special Servicerof the Plaza La Cienega Mortgage Loan (see Exhibit 34.2)

34.10      Wells Fargo Bank, National Association, as Trustee of the Plaza La CienegaMortgage Loan (Omitted. See Explanatory Notes.)

34.11      Wells Fargo Bank, National Association, asCustodian of the Plaza La Cienega Mortgage Loan (see Exhibit 34.4)

34.12      Park Bridge Lender Services LLC, as OperatingAdvisor of the Plaza La Cienega Mortgage Loan (see Exhibit 34.5)

34.13      Computershare Trust Company, National Association,as Servicing Function Participant for the Custodian (see Exhibit 34.7)

34.14      Midland Loan Services, a Division of PNC Bank,National Association, as Primary Servicer of the Huntsville Office PortfolioMortgage Loan (see Exhibit 34.1)

34.15      3650 REIT Loan Servicing LLC, as Special Servicerof the Huntsville Office Portfolio Mortgage Loan (see Exhibit 34.2)

34.16      Wells Fargo Bank, National Association, as Trustee of the Huntsville OfficePortfolio Mortgage Loan (Omitted. See Explanatory Notes.)

34.17      Wells Fargo Bank, National Association, as Custodianof the Huntsville Office Portfolio Mortgage Loan (see Exhibit 34.4)

34.18      Park Bridge Lender Services LLC, as OperatingAdvisor of the Huntsville Office Portfolio Mortgage Loan (see Exhibit 34.5)

34.19      Computershare Trust Company, National Association,as Servicing Function Participant for the Custodian (see Exhibit 34.7)

34.20      Midland Loan Services, a Division of PNC Bank,National Association, as Primary Servicer of the Patewood Corporate CenterMortgage Loan (see Exhibit 34.1)

34.21      3650 REIT Loan Servicing LLC, as Special Servicerof the Patewood Corporate Center Mortgage Loan (see Exhibit 34.2)

34.22      Wells Fargo Bank, National Association, as Trustee of the Patewood CorporateCenter Mortgage Loan (Omitted. See Explanatory Notes.)

34.23      Wells Fargo Bank, National Association, asCustodian of the Patewood Corporate Center Mortgage Loan (see Exhibit 34.4)

34.24      Park Bridge Lender Services LLC, as OperatingAdvisor of the Patewood Corporate Center Mortgage Loan (see Exhibit 34.5)

34.25      Computershare Trust Company, National Association,as Servicing Function Participant for the Custodian (see Exhibit 34.7)

34.26      Midland Loan Services, a Division of PNC Bank, NationalAssociation, as Primary Servicer of the Icon One Daytona Mortgage Loan (seeExhibit 34.1)

34.27      3650 REIT Loan Servicing LLC, as Special Servicerof the Icon One Daytona Mortgage Loan (see Exhibit 34.2)

34.28      Wells Fargo Bank, National Association, as Trustee of the Icon One DaytonaMortgage Loan (Omitted. See Explanatory Notes.)

34.29      Wells Fargo Bank, National Association, asCustodian of the Icon One Daytona Mortgage Loan (see Exhibit 34.4)

34.30      Park Bridge Lender Services LLC, as OperatingAdvisor of the Icon One Daytona Mortgage Loan (see Exhibit 34.5)

34.31      Computershare Trust Company, National Association,as Servicing Function Participant for the Custodian (see Exhibit 34.7)

34.32      Midland Loan Services, a Division of PNC Bank,National Association, as Primary Servicer of the PetSmart HQ Mortgage Loan (seeExhibit 34.1)

34.33      3650 REIT Loan Servicing LLC, as Special Servicerof the PetSmart HQ Mortgage Loan (see Exhibit 34.2)

34.34      Wells Fargo Bank, National Association, as Trustee of the PetSmart HQ MortgageLoan (Omitted. See Explanatory Notes.)

34.35      Wells Fargo Bank, National Association, asCustodian of the PetSmart HQ Mortgage Loan (see Exhibit 34.4)

34.36      Park Bridge Lender Services LLC, as OperatingAdvisor of the PetSmart HQ Mortgage Loan (see Exhibit 34.5)

34.37      Computershare Trust Company, National Association,as Servicing Function Participant for the Custodian (see Exhibit 34.7)

34.38      Midland Loan Services, a Division of PNC Bank,National Association, as Primary Servicer of the Centene Mortgage Loan (seeExhibit 34.1)

34.39      3650 REIT Loan Servicing LLC, as Special Servicerof the Centene Mortgage Loan (see Exhibit 34.2)

34.40      Wells Fargo Bank, National Association, as Trustee of the Centene Mortgage Loan(Omitted. See Explanatory Notes.)

34.41      Wells Fargo Bank, National Association, asCustodian of the Centene Mortgage Loan (see Exhibit 34.4)

34.42      Park Bridge Lender Services LLC, as OperatingAdvisor of the Centene Mortgage Loan (see Exhibit 34.5)

34.43      Computershare Trust Company, National Association,as Servicing Function Participant for the Custodian (see Exhibit 34.7)

34.44      Midland Loan Services, a Division of PNC Bank,National Association, as Primary Servicer of The Westchester Mortgage Loan (seeExhibit 34.1)

34.45      Midland Loan Services, a Division of PNC Bank,National Association, as Special Servicer of The Westchester Mortgage Loan (seeExhibit 34.1)

34.46      Wells Fargo Bank, National Association, as Trustee of The Westchester MortgageLoan (Omitted. See Explanatory Notes.)

34.47      Wells Fargo Bank, National Association, asCustodian of The Westchester Mortgage Loan (see Exhibit 34.4)

34.48      Pentalpha Surveillance LLC, as Operating Advisorof The Westchester Mortgage Loan

34.49      Computershare Trust Company, National Association,as Servicing Function Participant for the Custodian (see Exhibit 34.7)

34.50      KeyBank National Association, as Primary Servicerof the One SoHo Square Mortgage Loan

34.51      Midland Loan Services, a Division of PNC Bank,National Association, as Special Servicer of the One SoHo Square Mortgage Loanprior to May 15, 2023 (see Exhibit 34.1)

34.52      K-Star Asset Management LLC, as Special Servicer of the One SoHo SquareMortgage Loan on and after May 15, 2023 (Omitted. See Explanatory Notes.)

34.53      U.S. Bank Trust Company, National Association, as Trustee of the One SoHoSquare Mortgage Loan (Omitted. See Explanatory Notes.)

34.54      U.S. Bank National Association, as Custodian of the One SoHo Square MortgageLoan (Omitted. See Explanatory Notes.)

34.55      Pentalpha Surveillance LLC, as Operating Advisorof the One SoHo Square Mortgage Loan (see Exhibit 34.48)

34.56      Midland Loan Services, a Division of PNC Bank,National Association, as Primary Servicer of the 2 Washington Mortgage Loan (seeExhibit 34.1)

34.57      LNR Partners, LLC, as Special Servicer of the 2 Washington Mortgage Loan(Omitted. See Explanatory Notes.)

34.58      Wells Fargo Bank, National Association, as Trustee of the 2 Washington MortgageLoan (Omitted. See Explanatory Notes.)

34.59      Wells Fargo Bank, National Association, asCustodian of the 2 Washington Mortgage Loan (see Exhibit 34.4)

34.60      Park Bridge Lender Services LLC, as OperatingAdvisor of the 2 Washington Mortgage Loan (see Exhibit 34.5)

34.61      Computershare Trust Company, National Association,as Servicing Function Participant for the Custodian (see Exhibit 34.7)

34.62      KeyBank National Association, as Primary Servicerof the CX - 350 & 450 Water Street Mortgage Loan (see Exhibit 34.50)

34.63      Situs Holdings, LLC, as Special Servicer of the CX- 350 & 450 Water Street Mortgage Loan

34.64      Wilmington Trust, National Association, as Trustee of the CX - 350 & 450Water Street Mortgage Loan (Omitted. See Explanatory Notes.)

34.65      Wells Fargo Bank, National Association, asCustodian of the CX - 350 & 450 Water Street Mortgage Loan (see Exhibit34.4)

34.66      Park Bridge Lender Services LLC, as OperatingAdvisor of the CX - 350 & 450 Water Street Mortgage Loan (see Exhibit 34.5)

34.67      Computershare Trust Company, National Association,as Servicing Function Participant for the Custodian (see Exhibit 34.7)

34.68      Midland Loan Services, a Division of PNC Bank,National Association, as Primary Servicer of the 520 Almanor Mortgage Loan (seeExhibit 34.1)

34.69      CWCapital Asset Management LLC, as SpecialServicer of the 520 Almanor Mortgage Loan

34.70      Wells Fargo Bank, National Association, as Trustee of the 520 Almanor MortgageLoan (Omitted. See Explanatory Notes.)

34.71      Wells Fargo Bank, National Association, asCustodian of the 520 Almanor Mortgage Loan (see Exhibit 34.4)

34.72      Park Bridge Lender Services LLC, as OperatingAdvisor of the 520 Almanor Mortgage Loan (see Exhibit 34.5)

34.73      Computershare Trust Company, National Association,as Servicing Function Participant for the Custodian (see Exhibit 34.7)

35           Servicer compliance statements.

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

35.2        3650 REIT Loan Servicing LLC, 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        Midland Loan Services, a Division of PNC Bank,National Association, as Primary Servicer of the Plaza La Cienega Mortgage Loan(see Exhibit 35.1)

35.6        3650 REIT Loan Servicing LLC, as Special Servicerof the Plaza La Cienega Mortgage Loan (see Exhibit 35.2)

35.7        Midland Loan Services, a Division of PNC Bank,National Association, as Primary Servicer of the Huntsville Office PortfolioMortgage Loan (see Exhibit 35.1)

35.8        3650 REIT Loan Servicing LLC, as Special Servicerof the Huntsville Office Portfolio Mortgage Loan (see Exhibit 35.2)

35.9        Midland Loan Services, a Division of PNC Bank,National Association, as Primary Servicer of the Patewood Corporate CenterMortgage Loan (see Exhibit 35.1)

35.10      3650 REIT Loan Servicing LLC, as Special Servicerof the Patewood Corporate Center Mortgage Loan (see Exhibit 35.2)

35.11      Midland Loan Services, a Division of PNC Bank,National Association, as Primary Servicer of the Icon One Daytona Mortgage Loan(see Exhibit 35.1)

35.12      3650 REIT Loan Servicing LLC, as Special Servicerof the Icon One Daytona Mortgage Loan (see Exhibit 35.2)

35.13      Midland Loan Services, a Division of PNC Bank,National Association, as Primary Servicer of the PetSmart HQ Mortgage Loan (seeExhibit 35.1)

35.14      3650 REIT Loan Servicing LLC, as Special Servicerof the PetSmart HQ Mortgage Loan (see Exhibit 35.2)

35.15      Midland Loan Services, a Division of PNC Bank,National Association, as Primary Servicer of the Centene Mortgage Loan (seeExhibit 35.1)

35.16      3650 REIT Loan Servicing LLC, as Special Servicerof the Centene Mortgage Loan (see Exhibit 35.2)

35.17      Midland Loan Services, a Division of PNC Bank,National Association, as Primary Servicer of The Westchester Mortgage Loan (seeExhibit 35.1)

35.18      Midland Loan Services, a Division of PNC Bank, NationalAssociation, as Special Servicer of The Westchester Mortgage Loan (see Exhibit35.1)

35.19      KeyBank National Association, as Primary Servicerof the One SoHo Square Mortgage Loan

35.20      Midland Loan Services, a Division of PNC Bank,National Association, as Special Servicer of the One SoHo Square Mortgage Loanprior to May 15, 2023 (see Exhibit 35.1)

35.21      K-Star Asset Management LLC, as Special Servicer of the One SoHo SquareMortgage Loan on and after May 15, 2023 (Omitted. See Explanatory Notes.)

35.22      Midland Loan Services, a Division of PNC Bank,National Association, as Primary Servicer of the 2 Washington Mortgage Loan(see Exhibit 35.1)

35.23      LNR Partners, LLC, as Special Servicer of the 2 Washington Mortgage Loan(Omitted. See Explanatory Notes.)

35.24      KeyBank National Association, as Primary Servicerof the CX - 350 & 450 Water Street Mortgage Loan (see Exhibit 35.19)

35.25      Situs Holdings, LLC, as Special Servicer of the CX - 350 & 450 Water StreetMortgage Loan (Omitted. See Explanatory Notes.)

35.26      Midland Loan Services, a Division of PNC Bank,National Association, as Primary Servicer of the 520 Almanor Mortgage Loan (seeExhibit 35.1)

35.27      CWCapital Asset Management LLC, as Special Servicer of the 520 Almanor MortgageLoan (Omitted. See Explanatory Notes.)

99.1        Mortgage Loan Purchase Agreement, dated as of November18, 2021, between 3650 REIT Commercial Mortgage Securities II LLC and 3650 RealEstate Investment Trust 2 LLC (filed as Exhibit 99.1 to the registrant’sCurrent Report on Form 8-K filed on November 18, 2021 under Commission File No.333-255181-01 and incorporated by reference herein).

99.2        Mortgage Loan Purchase Agreement, dated as of November18, 2021, between 3650 REIT Commercial Mortgage Securities II LLC and GermanAmerican Capital Corporation (filed as Exhibit 99.3 to the registrant’s CurrentReport on Form 8-K filed on November 18, 2021 under Commission File No.333-255181-01 and incorporated by reference herein).

99.3        Mortgage Loan Purchase Agreement, dated as of November18, 2021, between 3650 REIT Commercial Mortgage Securities II LLC and Citi RealEstate Funding Inc. (filed as Exhibit 99.2 to the registrant’s Current Reporton Form 8-K filed on November 18, 2021 under Commission File No. 333-255181-01and incorporated by reference herein).

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

3650 REIT Commercial MortgageSecurities II LLC(Depositor)

/s/ TobinCobb

TobinCobb, Authorized Signatory

(senior officer in charge ofsecuritization of the depositor)

Date: March 13, 2024