**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: 333-257737-07**

**Central Index Key Number of the issuing entity:0001966434**

**BBCMS Mortgage Trust 2023-C19**

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

** **

**Central Index Key Number of the depositor: 0001541480**

**Barclays Commercial MortgageSecurities LLC**

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

** **

**Central Index Key Number of the sponsor: 0001549574**

**Barclays Capital Real Estate Inc.**

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

** **

**Central Index Key Number of the sponsor: 0001755531**

**Societe Generale FinancialCorporation**

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

** **

**Central Index Key Number of the sponsor: 0001624053**

**Argentic Real Estate Finance LLC**

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

** **

**Central Index Key Number of the sponsor: 0001968416**

**Argentic Real Estate Finance 2 LLC**

**(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: 0000927971**

**Bank of Montreal**

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

** **

**Central Index Key Number of the sponsor: 0001592182**

**LMF Commercial, LLC**

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

** **

**Central Index Key Number of the sponsor: 0001548405**

**Starwood Mortgage Capital LLC**

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

** **

**Central Index Key Number of the sponsor: 0001089877**

**KeyBank National Association**

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

** **

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

**the issuing entity)** | **38-4258151**

**38-4258152**

**38-7292484**

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

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

**c/o Computershare Trust Company, National Association**

**as Certificate Administrator**

**9062 Old Annapolis Road**

**Columbia, MD**

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

**21045**

**(Zip Code)**

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

**(212) 412-4000**

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 by referenceand the Part of the Form 10-K (e.g., Part I, Part II, etc.) into which thedocument is incorporated: (1) Any annual report to security holders; (2) Anyproxy or information statement; and (3) Any prospectus filed pursuant to Rule424(b) or (c) under the Securities Act of 1933. The listed documents should beclearly described for identification purposes (e.g., annual report to securityholders for fiscal year ended December 24, 1980).

Not applicable.

 

** **

**EXPLANATORY NOTES**

The Gloucester Premium Outlets Mortgage Loan,the South Lake at Dulles Mortgage Loan and the Latitude at South PortlandMortgage Loan, which constituted approximately 5.9%, 4.7% and 3.3%,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 Gloucester Premium Outlets Mortgage Loan,two other *pari passu* loans, which are not assets of the issuing entity,(b) with respect to the South Lake at Dulles Mortgage Loan, two other *paripassu* loans, which are not assets of the issuing entity and (c) withrespect to the Latitude at South Portland Mortgage Loan, one other *paripassu* loan, which is not an asset of the issuing entity. These loancombinations, including the Gloucester Premium Outlets Mortgage Loan, the SouthLake at Dulles Mortgage Loan and the Latitude at South Portland Mortgage Loan,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 the ExhibitIndex) with respect to The Showboat Hotel Mortgage Loan, which constitutedapproximately 2.8% of the asset pool of the issuing entity as of its cut-offdate.  The Showboat Hotel Mortgage Loan is an asset of the issuing entityand is part of a loan combination that includes The Showboat Hotel MortgageLoan and one other *pari passu* loan, which is not an asset of the issuingentity. The other *pari passu* portion of the loan combination wassecuritized in the BBCMS Mortgage Trust 2022-C18 transaction, Commission FileNumber 333-257737-06 (the “BBCMS 2022-C18 Transaction”). This loancombination, including The Showboat Hotel Mortgage Loan, is being serviced andadministered pursuant to the pooling and servicing agreement for the BBCMS2022-C18 Transaction, which is incorporated by reference as Exhibit 4.2 to thisAnnual Report on Form 10-K.

The Exhibit Index describesexhibits provided by certain parties (in their capacities indicated on theExhibit Index) with respect to the Stoney Creek Hotel Portfolio Mortgage Loan,which constituted approximately 1.6% of the asset pool of the issuing entity asof its cut-off date.  The Stoney Creek Hotel Portfolio Mortgage Loan is anasset of the issuing entity and is part of a loan combination that includes theStoney Creek Hotel Portfolio Mortgage Loan and one other *pari passu*loan, which is not an asset of the issuing entity. The other *pari passu*portion of the loan combination was securitized in the BMO 2023-C4 MortgageTrust transaction, Commission File Number 333-255934-04 (the “BMO 2023-C4Transaction”). This loan combination, including the Stoney Creek HotelPortfolio Mortgage Loan, is being serviced and administered pursuant to thepooling and servicing agreement for the BMO 2023-C4 Transaction, which isincorporated by reference as Exhibit 4.3 to this Annual Report on Form 10-K.

The Exhibit Index describesexhibits provided by certain parties (in their capacities indicated on theExhibit Index) with respect to the Brandywine Strategic Office PortfolioMortgage Loan, the Sentinel Square II Mortgage Loan and the 575 BroadwayMortgage Loan, which constituted approximately 4.6%, 3.5% and 3.4%,respectively, of the asset pool of the issuing entity as of its cut-offdate.  The Brandywine Strategic Office Portfolio Mortgage Loan, theSentinel Square II Mortgage Loan and the 575 Broadway Mortgage Loan are each anasset of the issuing entity and are each part of a loan combination thatincludes (a) with respect to the Brandywine Strategic Office Portfolio MortgageLoan, eleven other *pari passu* loans, which are not assets of the issuingentity, (b) with respect to the Sentinel Square II Mortgage Loan, four other *paripassu* loans, which are not assets of the issuing entity or (c) with respectto the 575 Broadway Mortgage Loan, five other *pari passu* loans, whichare not assets of the issuing entity. A *pari passu* portion of each loancombination was securitized in the FIVE 2023-V1 Mortgage Trust transaction,Commission File Number 333-260277-02 (the “FIVE 2023-V1 Transaction”).These loan combinations, including the Brandywine Strategic Office PortfolioMortgage Loan, the Sentinel Square II Mortgage Loan and the 575 BroadwayMortgage Loan, are being serviced and administered pursuant to the pooling andservicing agreement for the FIVE 2023-V1 Transaction, which is incorporated byreference as Exhibit 4.4 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 Oak Street NLP Fund Portfolio Mortgage Loan,which constituted approximately 2.6% of the asset pool of the issuing entity asof its cut-off date.  The Oak Street NLP Fund Portfolio Mortgage Loan isan asset of the issuing entity and is part of a loan combination that includesthe Oak Street NLP Fund Portfolio Mortgage Loan, six other *pari passu*loans and two subordinate companion loans, which are not assets of the issuingentity. A *pari passu* portion of the loan combination was securitized inthe OAKST Commercial Mortgage Trust 2023-NLP transaction (the “OAKST2023-NLP Transaction”). This loan combination, including the Oak Street NLPFund Portfolio Mortgage Loan, is being serviced and administered pursuant tothe trust and servicing agreement for the OAKST 2023-NLP Transaction, which isincorporated by reference as Exhibit 4.5 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 Scottsdale Fashion Square Mortgage Loan,which constituted approximately 7.7% of the asset pool of the issuing entity asof its cut-off date.  The Scottsdale Fashion Square Mortgage Loan is anasset of the issuing entity and is part of a loan combination that includes theScottsdale Fashion Square Mortgage Loan and eight other *pari passu*loans, which are not assets of the issuing entity. A *pari passu* portionof the loan combination was securitized in the SCOTT Trust 2023-SFS transaction(the “SCOTT  2023-SFS Transaction”). This loan combination,including the Scottsdale Fashion Square Mortgage Loan, is being serviced andadministered pursuant to the trust and servicing agreement for the SCOTT 2023-SFS Transaction, which is incorporated by reference as Exhibit 4.6 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 Pacific Design Center Mortgage Loan, whichconstituted approximately 7.7% of the asset pool of the issuing entity as ofits cut-off date.  The Pacific Design Center Mortgage Loan is an asset ofthe issuing entity and is part of a loan combination that includes the PacificDesign Center Mortgage Loan, seven 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 Benchmark2023-B38 Mortgage Trust transaction, Commission File Number 333-260277-04 (the“Benchmark 2023-B38 Transaction”). This loan combination, including thePacific Design Center Mortgage Loan, is being serviced and administeredpursuant to the pooling and servicing agreement for the Benchmark 2023-B38Transaction, which is incorporated by reference as Exhibit 4.7 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 Rialto Industrial Mortgage Loan and the 100Jefferson Road Mortgage Loan, which constituted approximately 5.7% and 4.5%,respectively, of the asset pool of the issuing entity as of its cut-offdate.  The Rialto Industrial Mortgage Loan and 100 Jefferson Road MortgageLoan are each an asset of the issuing entity and are each part of a loan combinationthat includes (a) with respect to the Rialto Industrial Mortgage Loan, sixother *pari passu* loans, which are not assets of the issuing entity or(b) with respect to the 100 Jefferson Road Mortgage Loan, two other *paripassu* loans, which are not assets of the issuing entity. The RialtoIndustrial loan combination, including the Rialto Industrial Mortgage Loan, wasserviced under the pooling and servicing agreement for the BBCMS 2022-C18Transaction, and the 100 Jefferson Road loan combination, including the 100Jefferson Road Mortgage Loan, was serviced under the pooling and servicingagreement for the Benchmark 2023-B38 Transaction prior to the closing of thesecuritization of a *pari passu* portion of the Rialto Industrial loancombination and the 100 Jefferson Road loan combination in the MSWF CommercialMortgage Trust 2023-1 transaction, Commission File Number 333-259741-05 (the “MSWF2023-1 Transaction”).  After the closing of the MSWF 2023-1Transaction on May 25, 2023, these loan combinations, including the RialtoIndustrial Mortgage Loan and the 100 Jefferson Road Mortgage Loan were, andwill continue to be, serviced and administered pursuant to the pooling andservicing agreement with respect to the MSWF 2023-1 Transaction, which isincorporated by reference as Exhibit 4.8 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 Green Acres Mortgage Loan, which constitutedapproximately 5.5% of the asset pool of the issuing entity as of its cut-offdate.  The Green Acres Mortgage Loan is an asset of the issuing entity andis part of a loan combination that includes the Green Acres Mortgage Loan andsixteen other *pari passu* loans, which are not assets of the issuingentity. This loan combination, including the Green Acres Mortgage Loan, wasserviced under the pooling and servicing agreement for the BMO 2023-C4Transaction prior to the closing of the securitization of a *pari passu*portion of the Green Acres loan combination in the Benchmark 2023-V2 MortgageTrust transaction, Commission File Number 333-262701-03 (the “Benchmark2023-V2 Transaction”).  After the closing of the Benchmark 2023-V2Transaction on May 25, 2023, this loan combination, including the Green AcresMortgage Loan was, and will continue to be, serviced and administered pursuantto the pooling and servicing agreement with respect to the Benchmark 2023-V2Transaction, which is incorporated by reference as Exhibit 4.9 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 Orizon Aerostructures Mortgage Loan, whichconstituted approximately 1.4% of the asset pool of the issuing entity as ofits cut-off date.  The Orizon Aerostructures Mortgage Loan is an asset ofthe issuing entity and is part of a loan combination that includes the OrizonAerostructures Mortgage Loan and four other *pari passu* loans, which are notassets of the issuing entity. This loan combination, including the OrizonAerostructures Mortgage Loan, was serviced under the pooling and servicingagreement for the BMO 2023-C4 Transaction prior to the closing of thesecuritization of a *pari passu* portion of the Orizon Aerostructures loancombination in the BMO 2023-C5 Mortgage Trust transaction, Commission FileNumber 333-255934-05 (the “BMO 2023-C5 Transaction”).  After theclosing of the BMO 2023-C5 Transaction on June 21, 2023, this loan combination,including the Orizon Aerostructures Mortgage Loan was, and will continue to be,serviced and administered pursuant to the pooling and servicing agreement withrespect to the BMO 2023-C5 Transaction, which is incorporated by reference asExhibit 4.10 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.

KeyBank National Association isthe master servicer of the mortgage loans serviced under the Pooling andServicing Agreement, the primary servicer of the Oak Street NLP Fund PortfolioMortgage Loan and the special servicer of the Scottsdale Fashion SquareMortgage Loan. As a result, KeyBank National Association is a “servicer” asdefined in Item 1108(a)(2)(iii) of Regulation AB, in the capacities describedabove, because it is servicing mortgage loans that constituted 10% or more ofthe assets of the issuing entity as of its cut-off date. The assessments ofcompliance with applicable servicing criteria, accountants’ attestation reportsand servicer compliance statements delivered by KeyBank National Association inthe capacities described above are listed in the Exhibit Index.

Computershare Trust Company,National Association is the custodian of the mortgage loans serviced under thePooling and Servicing Agreement, the Scottsdale Fashion Square Mortgage Loan,the Pacific Design Center Mortgage Loan, the Rialto Industrial Mortgage Loan,the Green Acres Mortgage Loan, the Brandywine Strategic Office PortfolioMortgage Loan, the 100 Jefferson Road Mortgage Loan, the Sentinel Square IIMortgage Loan, the 575 Broadway Mortgage Loan, The Showboat Hotel MortgageLoan, the Oak Street NLP Fund Portfolio Mortgage Loan, the Stoney Creek HotelPortfolio Mortgage Loan and the Orizon Aerostructures 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 Rialto Industrial Mortgage Loan, the 100 JeffersonRoad Mortgage Loan, the Oak Street NLP Fund Portfolio Mortgage Loan and theStoney Creek Hotel Portfolio Mortgage Loan.  As a result, Pentalpha SurveillanceLLC is a servicing function participant in the capacities described above,because it is servicing mortgage loans that constituted 5% or more of theassets of the issuing entity as of its cut-off date. The assessments ofcompliance with applicable servicing criteria and accountants’ attestationreports delivered by Pentalpha Surveillance LLC in the capacities describedabove are listed in the Exhibit Index.

Midland Loan Services, a Divisionof PNC Bank, National Association is the primary servicer of the Pacific DesignCenter Mortgage Loan, the Green Acres Mortgage Loan, the Brandywine StrategicOffice Portfolio Mortgage Loan, the Sentinel Square II Mortgage Loan, the 575Broadway Mortgage Loan, The Showboat Hotel Mortgage Loan, the Stoney CreekHotel Portfolio Mortgage Loan and the Orizon Aerostructures Mortgage Loan. 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.

Park Bridge Lender Services LLC isthe operating advisor of the Scottsdale Fashion Square Mortgage Loan, thePacific Design Center Mortgage Loan, the Brandywine Strategic Office PortfolioMortgage Loan, the Sentinel Square II Mortgage Loan, the 575 Broadway MortgageLoan, The Showboat Hotel Mortgage Loan and the Orizon Aerostructures 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.

LNR Partners, LLC is an affiliateof Starwood Mortgage Funding LLC, one of the sponsors.  Therefore, theDepositor included in this Annual Report on Form 10-K a servicer compliancestatement for LNR Partners, LLC pursuant to Item 1123.  Because LNRPartners, LLC is servicing less than 5% of the pool assets, an assessment ofcompliance with applicable servicing criteria and an accountants’ attestationreport pursuant to Item 1122 of Regulation AB are not required by RegulationAB.  As the attestation made in the servicer compliance statement requiredby Item 1123 relates to a review of the servicing activities of LNR Partners,LLC under the applicable servicing agreement, and that review was conducted inconjunction with the servicer’s preparation of its assessment of compliancewith applicable servicing criteria, that assessment of compliance withapplicable servicing criteria and the accompanying accountants’ attestationreport are included in this Annual Report on Form 10-K for the sake ofcompleteness.

Greystone Servicing Company LLC isthe special servicer of the Brandywine Strategic Office Portfolio MortgageLoan, the Sentinel Square II Mortgage Loan and the 575 Broadway Mortgage Loan.As a result, Greystone Servicing Company LLC is a “servicer” as defined in Item1108(a)(2)(iii) of Regulation AB, in the capacities described above, because itis servicing mortgage loans that constituted 10% or more of the assets of theissuing entity as of its cut-off date. The assessments of compliance withapplicable servicing criteria, accountants’ attestation reports and servicer compliancestatements delivered by Greystone Servicing Company LLC in the capacitiesdescribed above are listed in the Exhibit Index.

Argentic Services Company LP isthe special servicer of the Pacific Design Center Mortgage Loan, the RialtoIndustrial Mortgage Loan and the 100 Jefferson Road Mortgage Loan. As a result,Argentic Services Company LP 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 Argentic Services Company LP in the capacities described above arelisted in the Exhibit Index.

Wells Fargo Bank, NationalAssociation is the primary servicer of the Rialto Industrial Mortgage Loan andthe 100 Jefferson Road Mortgage Loan. As a result, Wells Fargo Bank, NationalAssociation is a “servicer” as defined in Item 1108(a)(2)(iii) of RegulationAB, in the capacities described above, because it is servicing mortgage loansthat constituted 10% or more of the assets of the issuing entity as of itscut-off date. The assessments of compliance with applicable servicing criteria,accountants’ attestation reports and servicer compliance statements deliveredby Wells Fargo Bank, National Association in the capacities described above arelisted in the Exhibit Index.

Computershare Trust Company, NationalAssociation acts as trustee of the Gloucester Premium Outlets Mortgage Loan,the South Lake at Dulles Mortgage Loan, the Latitude at South Portland MortgageLoan, The Showboat Hotel Mortgage Loan, the Stoney Creek Hotel PortfolioMortgage Loan, the Brandywine Strategic Office Portfolio Mortgage Loan, theSentinel Square II Mortgage Loan, the 575 Broadway Mortgage Loan, the OakStreet NLP Fund Portfolio Mortgage Loan, the Pacific Design Center MortgageLoan, the Rialto Industrial Mortgage Loan, the 100 Jefferson Road MortgageLoan, the Green Acres Mortgage Loan and the Orizon Aerostructures MortgageLoan.  Pursuant to the Pooling and Servicing Agreement, the pooling andservicing agreement for the BBCMS 2022-C18 Transaction, the pooling and servicingagreement for the BMO 2023-C4 Transaction, the pooling and servicing agreementfor the FIVE 2023-V1 Transaction, the trust and servicing agreement for theOAKST 2023-NLP Transaction, the pooling and servicing agreement for theBenchmark 2023-B38 Transaction, the pooling and servicing agreement for theMSWF 2023-1 Transaction, the pooling and servicing agreement for the Benchmark2023-V2 Transaction and the pooling and servicing agreement for the BMO 2023-C5Transaction, 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 Gloucester Premium Outlets Mortgage Loan, the South Lake at Dulles MortgageLoan, the Latitude at South Portland Mortgage Loan, The Showboat Hotel MortgageLoan, the Stoney Creek Hotel Portfolio Mortgage Loan, the Brandywine StrategicOffice Portfolio Mortgage Loan, the Sentinel Square II Mortgage Loan, the 575Broadway Mortgage Loan, the Oak Street NLP Fund Portfolio Mortgage Loan, thePacific Design Center Mortgage Loan, the Rialto Industrial Mortgage Loan, the100 Jefferson Road Mortgage Loan, the Green Acres Mortgage Loan and the OrizonAerostructures 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 Scottsdale Fashion Square MortgageLoan.  Pursuant to the trust and servicing agreement for the SCOTT 2023-SFS Transaction, 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 Scottsdale Fashion Square Mortgage Loan have delivered one or moreassessments of compliance with respect to Item 1122(d)(2)(iii) of RegulationAB.

This Annual Report on Form 10-Kincludes assessments of compliance with applicable servicing criteria andaccountants’ attestation reports from CoreLogic Solutions, LLC.  Thisentity was engaged by the primary servicer of the Rialto Industrial MortgageLoan and the 100 Jefferson Road Mortgage Loan to remit tax payments receivedfrom the escrow accounts of borrowers to local taxing authorities, to reporttax amounts due, to verify tax parcel information, and to verify non-escrow taxpayments. These servicing functions are included within the servicing criteriaset forth in Items 1122(d)(4)(xi) and 1122(d)(4)(xii) of Regulation AB. Therefore, under the principles-based definition of “servicer” set forth inItem 1101(j) of Regulation AB that looks to the functions that an entityperforms, this vendor is a “servicer” for the purposes of Item 1122 ofRegulation 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 certificate administratorof The Showboat Hotel Mortgage Loan, the Stoney Creek Hotel Portfolio MortgageLoan, the Brandywine Strategic Office Portfolio Mortgage Loan, the SentinelSquare II Mortgage Loan, the 575 Broadway Mortgage Loan, the Oak Street NLPFund Portfolio Mortgage Loan, the Scottsdale Fashion Square Mortgage Loan, thePacific Design Center Mortgage Loan, the Rialto Industrial Mortgage Loan, theGreen Acres Mortgage Loan, the 100 Jefferson Road Mortgage Loan and the OrizonAerostructures Mortgage Loan are omitted from this Annual Report on Form 10-Kas the certificate administrator pursuant to the related pooling and servicingagreement or trust and servicing agreement does not perform any activities thataddress servicing criteria with respect to the issuing entity and because theyare each not a “servicer” that meets the criteria in Item 1108(a)(2)(i) through(iii) of Regulation AB.

With respect to the *pari passu*loan combinations that include The Showboat Hotel Mortgage Loan, the OrizonAerostructures Mortgage Loan, the Oak Street NLP Fund Portfolio Mortgage Loan,the Scottsdale Fashion Square Mortgage Loan and the Green Acres Mortgage Loan,(i) the reports on assessment of compliance with servicing criteria andattestation reports on assessment of compliance with servicing criteria ofRialto Capital Advisors, LLC as special servicer of The Showboat Hotel MortgageLoan and the Orizon Aerostructures Mortgage Loan and Situs Holdings, LLC asspecial servicer of the Oak Street NLP Fund Portfolio Mortgage Loan, listed onthe Exhibit Index are omitted from this Annual Report on Form 10-K as they arenot required to be included on this Annual Report on Form 10-K per Instruction3 to Item 1122 of Regulation AB because they are parties performing activitiesthat address servicing criteria relating to 5% or less of the assets of theissuing entity; and (ii) the servicer compliance statements of Rialto CapitalAdvisors, LLC as special servicer of The Showboat Hotel Mortgage Loan and theOrizon Aerostructures Mortgage Loan, Situs Holdings, LLC as special servicer ofthe Oak Street NLP Fund Portfolio Mortgage Loan, Berkadia Commercial MortgageLLC as primary servicer of the Scottsdale Fashion Square Mortgage Loan and 3650REIT Loan Servicing LLC as special servicer of the Green Acres Mortgage Loan,listed on the Exhibit Index are omitted from this Annual Report on Form 10-K asthey are not required by Item 1123 of Regulation AB to be included on thisAnnual Report on Form 10-K because they are each an unaffiliated party that isnot a “servicer” that meets the criteria in Item 1108(a)(2)(i) through (iii) ofRegulation AB.

**PART I**

**Item 1.  Business.**

Omitted.

**Item 1A.  Risk Factors.**

Omitted.

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

None.

**Item 1C.  Cybersecurity.**

Omitted.

**Item 2.  Properties.**

Omitted.

**Item 3.  Legal Proceedings.**

Omitted.

**Item 4.  Mine Safety Disclosures.**

Not applicable.

**PART II**

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

Omitted.

**Item 6.  [Reserved]**

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

Omitted.

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

Omitted.

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

Omitted.

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

Omitted.

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

Omitted.

**Item 9B.  Other Information.**

None.

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

None.

**PART III**

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

Omitted.

**Item 11.  Executive Compensation.**

Omitted.

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

Omitted.

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

Omitted.

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

Omitted.

**ADDITIONAL DISCLOSURE ITEMS FOR REGULATION AB**

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

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

 

**Item 1114(b)(2) of Regulation AB, Significant EnhancementProvider Financial Information.**

No entity or group of affiliated entities provides any external creditenhancement or other support for the certificates within this transaction asdescribed under Item 1114(a) of Regulation AB.

**Item 1115(b) of Regulation AB, Certain DerivativesInstruments (Financial Information).**

No entity or group of affiliated entities provides 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. 

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

The information regarding this Item has been previouslyprovided in the prospectus of the Registrant relating to the issuing entityfiled on April 27, 2023 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 attached heretounder Item 15 to this Annual Report on Form 10-K. Attached as Exhibit AA to thePooling and Servicing Agreement incorporated by reference as Exhibit 4.1 tothis 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 Showboat Hotel Mortgage Loan,which is being serviced and administered pursuant to the pooling and servicingagreement for the BBCMS 2022-C18 Transaction, are attached hereto under Item 15to this Annual Report on Form 10-K. Attached as Exhibit AA to the pooling andservicing agreement for the BBCMS 2022-C18 Transaction incorporated byreference as Exhibit 4.2 to this Annual Report on Form 10-K is a chartidentifying the entities participating in a servicing function for the BBCMS2022-C18 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 Stoney Creek Hotel PortfolioMortgage Loan, which is being serviced and administered pursuant to the poolingand servicing agreement for the BMO 2023-C4 Transaction, are attached heretounder Item 15 to this Annual Report on Form 10-K. Attached as Exhibit O to thepooling and servicing agreement for the BMO 2023-C4 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 BMO2023-C4 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 Brandywine Strategic OfficePortfolio Mortgage Loan, the Sentinel Square II Mortgage Loan and the 575Broadway Mortgage Loan, which are being serviced and administered pursuant tothe pooling and servicing agreement for the FIVE 2023-V1 Transaction, areattached hereto under Item 15 to this Annual Report on Form 10-K. Attached asSchedule II to the pooling and servicing agreement for the FIVE 2023-V1Transaction incorporated by reference as Exhibit 4.4 to this Annual Report onForm 10-K is a chart identifying the entities participating in a servicingfunction for the FIVE 2023-V1 Transaction responsible for each applicableservicing 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 Oak Street NLP Fund PortfolioMortgage Loan, which is being serviced and administered pursuant to the trustand servicing agreement for the OAKST 2023-NLP Transaction, are attached heretounder Item 15 to this Annual Report on Form 10-K. Attached as Exhibit L to thetrust and servicing agreement for the OAKST 2023-NLP Transaction incorporatedby reference as Exhibit 4.5 to this Annual Report on Form 10-K is a chartidentifying the entities participating in a servicing function for the OAKST2023-NLP 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 Scottsdale Fashion SquareMortgage Loan, which is being serviced and administered pursuant to the trustand servicing agreement for the SCOTT  2023-SFS Transaction, are attachedhereto under Item 15 to this Annual Report on Form 10-K. Attached as Exhibit Lto the trust and servicing agreement for the SCOTT  2023-SFS 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 theSCOTT  2023-SFS 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 Pacific Design Center MortgageLoan, which is being serviced and administered pursuant to the pooling and servicingagreement for the Benchmark 2023-B38 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 2023-B38 Transactionincorporated by reference as Exhibit 4.7 to this Annual Report on Form 10-K isa chart identifying the entities participating in a servicing function for theBenchmark 2023-B38 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 Rialto Industrial Mortgage Loanand the 100 Jefferson Road Mortgage Loan, which are being serviced andadministered pursuant to the pooling and servicing agreement for the MSWF2023-1 Transaction, are attached hereto under Item 15 to this Annual Report onForm 10-K. Attached as Exhibit Z to the pooling and servicing agreement for theMSWF 2023-1 Transaction incorporated by reference as Exhibit 4.8 to this AnnualReport on Form 10-K is a chart identifying the entities participating in aservicing function for the MSWF 2023-1 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 Green Acres Mortgage Loan, whichis being serviced and administered pursuant to the pooling and servicingagreement for the Benchmark 2023-V2 Transaction, are attached hereto under Item15 to this Annual Report on Form 10-K. Attached as Exhibit O to the pooling andservicing agreement for the Benchmark 2023-V2 Transaction incorporated byreference as Exhibit 4.9 to this Annual Report on Form 10-K is a chartidentifying the entities participating in a servicing function for theBenchmark 2023-V2 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 Orizon Aerostructures MortgageLoan, which is being serviced and administered pursuant to the pooling andservicing agreement for the BMO 2023-C5 Transaction, are attached hereto underItem 15 to this Annual Report on Form 10-K. Attached as Exhibit O to thepooling and servicing agreement for the BMO 2023-C5 Transaction incorporated byreference as Exhibit 4.10 to this Annual Report on Form 10-K is a chartidentifying the entities participating in a servicing function for the BMO2023-C5 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. 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          Poolingand Servicing Agreement, dated as of April 1, 2023, among Barclays CommercialMortgage Securities LLC, as Depositor, KeyBank National Association, as MasterServicer, K-Star Asset Management LLC, as Special Servicer, Computershare TrustCompany, National Association, as Certificate Administrator and as Trustee, andPentalpha Surveillance LLC, as Operating Advisor and as Asset RepresentationsReviewer (filed as Exhibit 4.1 to the registrant’s Current Report on Form 8-Kfiled on April 27, 2023 under Commission File No. 333-257737-07 andincorporated by reference herein).

4.2          Poolingand Servicing Agreement, dated as of December 1, 2022, between BarclaysCommercial Mortgage Securities LLC, as Depositor, Midland Loan Services, aDivision of PNC Bank, National Association, as Master Servicer, Rialto CapitalAdvisors, LLC, as Special Servicer, Computershare Trust Company, NationalAssociation, as Certificate Administrator and as Trustee, and Park BridgeLender Services LLC, as Operating Advisor and as Asset Representations Reviewer(filed as Exhibit 4.4 to the registrant’s Current Report on Form 8-K filed onApril 27, 2023 under Commission File No. 333-257737-07 and incorporated byreference herein).

4.3          Poolingand Servicing Agreement, dated as of February 1, 2023, among BMO CommercialMortgage Securities LLC, as Depositor, Midland Loan Services, a Division of PNCBank, National Association, as Master Servicer, LNR Partners, LLC, as SpecialServicer, Pentalpha Surveillance LLC, as Operating Advisor and AssetRepresentations Reviewer, Computershare Trust Company, National Association, asCertificate Administrator, and Computershare Trust Company, NationalAssociation, as Trustee (filed as Exhibit 4.5 to the registrant’s CurrentReport on Form 8-K filed on April 27, 2023 under Commission File No.333-257737-07 and incorporated by reference herein).

4.4          Poolingand Servicing Agreement, dated as of February 1, 2023, between DeutscheMortgage & Asset Receiving Corporation, as Depositor, Midland LoanServices, a Division of PNC Bank, National Association, as Master Servicer,Greystone Servicing Company LLC, as Special Servicer, Computershare TrustCompany, N.A, as Trustee, Computershare Trust Company, N.A, as CertificateAdministrator, Paying Agent and Custodian, and Park Bridge Lender Services LLC,as Operating Advisor and Asset Representations Reviewer (filed as Exhibit 4.6to the registrant’s Current Report on Form 8-K filed on April 27, 2023 underCommission File No. 333-257737-07 and incorporated by reference herein).

4.5          Trustand Servicing Agreement, dated as of February 28, 2023, among Wells FargoCommercial Mortgage Securities, Inc., as Depositor, KeyBank NationalAssociation, as Servicer, Situs Holdings, LLC, as Special Servicer,Computershare Trust Company, National Association, as CertificateAdministrator, Computershare Trust Company, National Association, as Trustee,and Pentalpha Surveillance LLC, as Operating Advisor (filed as Exhibit 4.7 tothe registrant’s Current Report on Form 8-K filed on April 27, 2023 underCommission File No. 333-257737-07 and incorporated by reference herein).

4.6          Trustand Servicing Agreement, dated as of March 17, 2023, between GS MortgageSecurities Corporation II, as Depositor, Berkadia Commercial Mortgage LLC, asServicer, KeyBank National Association, as Special Servicer, ComputershareTrust Company, N.A., as Certificate Administrator and Custodian, WilmingtonTrust, National Association, as Trustee, and Park Bridge Lender Services LLC,as Operating Advisor (filed as Exhibit 4.2 to the registrant’s Current Reporton Form 8-K filed on April 27, 2023 under Commission File No. 333-257737-07 andincorporated by reference herein).

4.7          Poolingand Servicing Agreement, dated as of April 1, 2023, between DeutscheMortgage & Asset Receiving Corporation, as Depositor, Midland LoanServices, a Division of PNC Bank, National Association, as Master Servicer, LNRPartners, LLC, as General Special Servicer, Argentic Services Company LP, asPacific Design Center Special Servicer, Computershare Trust Company, N.A., asTrustee, 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 onApril 27, 2023 under Commission File No. 333-257737-07 and incorporated byreference herein).

4.8          Poolingand Servicing Agreement, dated as of May 1, 2023, between Morgan StanleyCapital I Inc., as Depositor, Wells Fargo Bank, National Association, as MasterServicer, Argentic Services Company LP, as Special Servicer, ComputershareTrust Company, National Association, as Certificate Administrator and asTrustee, and Pentalpha Surveillance LLC, as Operating Advisor and as AssetRepresentations Reviewer (filed as Exhibit 4.1 to the registrant’s CurrentReport on Form 8-K filed on May 31, 2023 under Commission File No.333-257737-07 and incorporated by reference herein).

4.9          Poolingand Servicing Agreement, dated as of May 1, 2023, among Citigroup CommercialMortgage Securities Inc., as Depositor, Midland Loan Services, a Division ofPNC Bank, National Association, as Master Servicer, 3650 REIT Loan ServicingLLC, as a Special Servicer, BellOak, LLC, as Operating Advisor and AssetRepresentations Reviewer, and Computershare Trust Company, NationalAssociation, as Certificate Administrator and Trustee (filed as Exhibit 4.2 tothe registrant’s Current Report on Form 8-K filed on May 31, 2023 underCommission File No. 333-257737-07 and incorporated by reference herein). 

4.10        Poolingand Servicing Agreement, dated as of June 1, 2023, among BMO CommercialMortgage Securities LLC, as Depositor, Midland Loan Services, a Division of PNCBank, National Association, as Master Servicer, Rialto Capital Advisors, LLC,as Special Servicer, Park Bridge Lender Services LLC, as Operating Advisor andAsset Representations Reviewer, Computershare Trust Company, NationalAssociation, as Certificate Administrator, and Computershare Trust Company,National Association, as Trustee (filed as Exhibit 4.1 to the registrant’sCurrent Report on Form 8-K filed on June 22, 2023 under Commission File No.333-257737-07 and incorporated by reference herein).

4.11        Co-LenderAgreement, dated as of March 3, 2023, by and among Goldman Sachs Bank USA, asInitial Note A-1-S1 Holder, Goldman Sachs Bank USA, as Initial Note A-1-C1Holder, Goldman Sachs Bank USA, as Initial Note A-1-C2 Holder, Goldman SachsBank USA, as Initial Note A-1-C3 Holder, Goldman Sachs Bank USA, as InitialNote A-1-C4 Holder, Deutsche Bank AG, New York Branch, as Initial Note A-2-S1Holder, Deutsche Bank AG, New York Branch, as Initial Note A-2-C1 Holder,Deutsche Bank AG, New York Branch, as Initial Note A-2-C2 Holder, and DeutscheBank AG, New York Branch, as Initial Note A-2-C3 Holder (filed as Exhibit 4.8to the registrant’s Current Report on Form 8-K filed on April 27, 2023 underCommission File No. 333-257737-07 and incorporated by reference herein).

4.12        AgreementBetween Noteholders, dated as of February 1, 2023, by and among Goldman SachsBank USA, as Initial Note A-1 Holder, Goldman Sachs Bank USA, as Initial NoteA-2 Holder, Goldman Sachs Bank USA, as Initial Note A-3 Holder, Goldman SachsBank USA, as Initial Note A-4 Holder, Goldman Sachs Bank USA, as Initial NoteA-5 Holder, Goldman Sachs Bank USA, as Initial Note A-6 Holder, Goldman SachsBank USA, as Initial Note A-7 Holder, Bank of Montreal, as Initial Note A-8Holder, Bank of Montreal, as Initial Note A-9 Holder, and Goldman Sachs BankUSA, as Initial Note B Holder (filed as Exhibit 4.9 to the registrant’s CurrentReport on Form 8-K filed on April 27, 2023 under Commission File No.333-257737-07 and incorporated by reference herein).

4.13        AgreementBetween Note Holders, dated as of February 3, 2023, by and between BarclaysCapital Real Estate Inc., as Initial Note A-1 Holder, and Societe GeneraleFinancial Corporation, as Initial Note A-2 Holder (filed as Exhibit 4.10 to theregistrant’s Current Report on Form 8-K filed on April 27, 2023 underCommission File No. 333-257737-07 and incorporated by reference herein).

4.14        Amendedand Restated Co-Lender Agreement, dated as of March 14, 2023, by and betweenMidland Loan Services, a Division of PNC Bank, National Association, as MasterServicer on behalf of Computershare Trust Company, National Association, asTrustee for the Registered Holders of BBCMS Mortgage Trust 2022-C18, CommercialMortgage Pass-Through Certificates, Series 2022-C18, as Note A-1 Holder andNote A-8 Holder, Midland Loan Services, a Division of PNC Bank, NationalAssociation, as Master Servicer on behalf of Computershare Trust Company,National Association, as Trustee for the Registered Holders of BMO 2023-C4Mortgage Trust, Commercial Mortgage Pass-Through Certificates, Series 2023-C4,as Note A-2 Holder and Note A-6 Holder, and SPREF WH II LLC, as InitialNote A-3-1 Holder, SPREF WH II LLC, as Initial Note A-3-2 Holder, SPREF WH IILLC, as Initial Note A-4 Holder, SPREF WH II LLC, as Initial Note A-5 Holder,and SPREF WH II LLC, as Initial Note A-7 Holder (filed as Exhibit 4.11 to theregistrant’s Current Report on Form 8-K filed on April 27, 2023 underCommission File No. 333-257737-07 and incorporated by reference herein).

4.15        Co-LenderAgreement, dated as of February 13, 2023, by and among Goldman Sachs Bank USAGS, as Initial Note A-1 Holder, Initial Note A-2 Holder and Initial Note A-3Holder, Bank of Montreal, as Initial Note A-4 Holder, Initial Note A-5 Holder,Initial Note A-6 Holder, Initial Note A-7 Holder and Initial Note A-8 Holder,Morgan Stanley Bank, N.A., as Initial Note A-9 Holder, Initial Note A-10Holder, Initial Note A-11 Holder and Initial Note A-12 Holder, and DBRInvestments Co. Limited, as Initial Note A-13 Holder, Initial Note A-14 Holder,Initial Note A-15 Holder and Initial Note A-16 Holder (filed as Exhibit 4.12 tothe registrant’s Current Report on Form 8-K filed on April 27, 2023 underCommission File No. 333-257737-07 and incorporated by reference herein).

4.16        AgreementBetween Note Holders, dated as of April 27, 2023, by and among Societe GeneraleFinancial Corporation, as Initial Note A-1 Holder, Societe Generale FinancialCorporation, as Initial Note A-2 Holder, and Societe Generale FinancialCorporation, as Initial Note A-3 Holder (filed as Exhibit 4.13 to theregistrant’s Current Report on Form 8-K filed on April 27, 2023 underCommission File No. 333-257737-07 and incorporated by reference herein).

4.17        AgreementAmong Note Holders, dated as of January 19, 2023, by and between Barclays BankPLC, as Initial Note A-1 Holder, Barclays Bank PLC, as Initial Note A-2 Holder,Bank of America, N.A., as Initial Note A-3 Holder, Bank of America, N.A., asInitial Note A-4 Holder, Bank of America, N.A., as Initial Note A-5 Holder,Wells Fargo Bank, National Association, as Initial Note A-6 Holder, Wells FargoBank, National Association, as Initial Note A-7 Holder, and Wells Fargo Bank,National Association, as Initial Note A-8 Holder, Citi Real Estate FundingInc., as Initial Note A-9 Holder, Note A-10 Holder, and Citi Real EstateFunding Inc., as Initial Note A-11 Holder (filed as Exhibit 4.14 to theregistrant’s Current Report on Form 8-K filed on April 27, 2023 underCommission File No. 333-257737-07 and incorporated by reference herein).

4.18        Co-LenderAgreement, dated as of March 10, 2023, by and between JPMorgan Chase Bank,National Association, as Initial Note A-1 Holder, Argentic Real Estate Finance2 LLC, as Initial Note A-2 Holder,  Argentic Real Estate Finance 2 LLC, asInitial Note A-3 Holder, and Argentic Real Estate Finance 2 LLC, as InitialNote A-4 Holder (filed as Exhibit 4.15 to the registrant’s Current Report onForm 8-K filed on April 27, 2023 under Commission File No. 333-257737-07 andincorporated by reference herein).

4.19        Amendedand Restated Co-Lender Agreement, dated as of April 5, 2023, between GermanAmerican Capital Corporation, as Note A-1-1 Holder, German American CapitalCorporation, as Note A-1-2 Holder, Computershare Trust Company, N.A., asTrustee for the benefit of the Registered Holders of FIVE 2023-V1 MortgageTrust Commercial Mortgage Pass-Through Certificates Series 2023-V1, as Note A-2Holder, Computershare Trust Company, N.A., as Trustee for the benefit of theRegistered Holders of FIVE 2023-V1 Mortgage Trust Commercial MortgagePass-Through Certificates Series 2023-V1, as Note A-3 Holder, and ComputershareTrust Company, N.A., as Trustee for the benefit of the Registered Holders ofFIVE 2023-V1 Mortgage Trust Commercial Mortgage Pass-Through CertificatesSeries 2023-V1, as Note A-4 Holder (filed as Exhibit 4.16 to the registrant’sCurrent Report on Form 8-K filed on April 27, 2023 under Commission File No.333-257737-07 and incorporated by reference herein).

4.20        Co-LenderAgreement, dated as of January 10, 2023, by and among Citi Real Estate FundingInc., as Initial Note A-1-1 Holder, CREFI Citi Real Estate Funding Inc., asInitial Note A-1-2 Holder, CREF Citi Real Estate Funding Inc., as Initial NoteA-2 Holder, Societe Generale Financial Corporation, as Initial Note A-3 Holder,SGFC Societe Generale Financial Corporation, as Initial Note A-4 Holder, andSociete Generale Financial Corporation, as Initial Note A-5 Holder (filed asExhibit 4.17 to the registrant’s Current Report on Form 8-K filed on April 27,2023 under Commission File No. 333-257737-07 and incorporated by referenceherein).

4.21        Co-LenderAgreement, dated as of January 12, 2023, by and between Bank of Montreal, asInitial Note A-1 Holder, and Bank of Montreal, as Initial Note A-2 Holder(filed as Exhibit 4.18 to the registrant’s Current Report on Form 8-K filed onApril 27, 2023 under Commission File No. 333-257737-07 and incorporated byreference herein).

4.22        Co-LenderAgreement, dated as of October 31, 2022, by and between Barclays Capital RealEstate Inc., as Initial Note A-1 Holder, Barclays Capital Real Estate Inc., asInitial Note A-2-1 Holder, andBarclays Capital Real Estate Inc., asInitial Note A-2-2 Holder (filed as Exhibit 4.19 to the registrant’s CurrentReport on Form 8-K filed on April 27, 2023 under Commission File No.333-257737-07 and incorporated by reference herein).

4.23        Co-LenderAgreement, dated as of February 23, 2023, by and among Wells Fargo Bank,National Association, as Initial Note Holder of Note A-1, Note A-2, Note A-3,Note A-4 and Note B-1, and KeyBank National Association, as Initial Note Holderof Note A-5, Note A-6, Note A-7 and Note B-2 (filed as Exhibit 4.20 to theregistrant’s Current Report on Form 8-K filed on April 27, 2023 underCommission File No. 333-257737-07 and incorporated by reference herein).

4.24        Co-LenderAgreement, dated as of December 20, 2022, by and between Bank of Montreal, asInitial Note A-1 Holder, and Bank of Montreal, as Initial Note A-2 Holder(filed as Exhibit 4.21 to the registrant’s Current Report on Form 8-K filed onApril 27, 2023 under Commission File No. 333-257737-07 and incorporated byreference herein).

4.25        Co-LenderAgreement, dated as of November 15, 2022, by and between Bank of Montreal, asInitial Note A-1 Holder, Bank of Montreal, as Initial Note A-2 Holder,Bankof Montreal, as Initial Note A-3 Holder, Bank of Montreal, as Initial Note A-4Holder, and Bank of Montreal, as Initial Note A-5 Holder (filed as Exhibit 4.22to the registrant’s Current Report on Form 8-K filed on April 27, 2023 underCommission File No. 333-257737-07 and incorporated by reference herein).

 

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

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

33.1        KeyBank National Association, as Master Servicer

33.2        K-Star Asset Management LLC, as Special Servicer

33.3        Computershare Trust Company, National Association,as Trustee and Certificate Administrator

33.4        Computershare Trust Company, National Association,as Custodian

33.5        Pentalpha Surveillance LLC, as Operating Advisor

33.6        KeyBank National Association, as Primary Servicerof the Gloucester Premium Outlets Mortgage Loan (see Exhibit 33.1)

33.7        K-Star Asset Management LLC, as Special Servicer ofthe Gloucester Premium Outlets Mortgage Loan (see Exhibit 33.2)

33.8        Computershare Trust Company, National Association, as Trustee of the GloucesterPremium Outlets Mortgage Loan (Omitted. See Explanatory Notes.)

33.9        Computershare Trust Company, National Association,as Custodian of the Gloucester Premium Outlets Mortgage Loan (see Exhibit 33.4)

33.10      Pentalpha Surveillance LLC, as Operating Advisor ofthe Gloucester Premium Outlets Mortgage Loan (see Exhibit 33.5)

33.11      KeyBank National Association, as Primary Servicerof the South Lake at Dulles Mortgage Loan (see Exhibit 33.1)

33.12      K-Star Asset Management LLC, as Special Servicer ofthe South Lake at Dulles Mortgage Loan (see Exhibit 33.2)

33.13      Computershare Trust Company, National Association, as Trustee of the South Lakeat Dulles Mortgage Loan (Omitted. See Explanatory Notes.)

33.14      Computershare Trust Company, National Association,as Custodian of the South Lake at Dulles Mortgage Loan (see Exhibit 33.4)

33.15      Pentalpha Surveillance LLC, as Operating Advisor ofthe South Lake at Dulles Mortgage Loan (see Exhibit 33.5)

33.16      KeyBank National Association, as Primary Servicerof the Latitude at South Portland Mortgage Loan (see Exhibit 33.1)

33.17      K-Star Asset Management LLC, as Special Servicer ofthe Latitude at South Portland Mortgage Loan (see Exhibit 33.2)

33.18      Computershare Trust Company, National Association, as Trustee of the Latitudeat South Portland Mortgage Loan (Omitted. See Explanatory Notes.)

33.19      Computershare Trust Company, National Association,as Custodian of the Latitude at South Portland Mortgage Loan (see Exhibit 33.4)

33.20      Pentalpha Surveillance LLC, as Operating Advisor ofthe Latitude at South Portland Mortgage Loan (see Exhibit 33.5)

33.21      Midland Loan Services, a Division of PNC Bank,National Association, as Primary Servicer of The Showboat Hotel Mortgage Loan

33.22      Rialto Capital Advisors, LLC, as Special Servicer of The Showboat HotelMortgage Loan (Omitted. See Explanatory Notes.)

33.23      Computershare Trust Company, National Association, as Trustee of The ShowboatHotel Mortgage Loan (Omitted. See Explanatory Notes.)

33.24      Computershare Trust Company, National Association,as Custodian of The Showboat Hotel Mortgage Loan (see Exhibit 33.4)

33.25      Park Bridge Lender Services LLC, as OperatingAdvisor of The Showboat Hotel Mortgage Loan

33.26      Midland Loan Services, a Division of PNC Bank,National Association, as Primary Servicer of the Stoney Creek Hotel PortfolioMortgage Loan (see Exhibit 33.21)

33.27      LNR Partners, LLC, as Special Servicer of theStoney Creek Hotel Portfolio Mortgage Loan

33.28      Computershare Trust Company, National Association, as Trustee of the StoneyCreek Hotel Portfolio Mortgage Loan (Omitted. See Explanatory Notes.)

33.29      Computershare Trust Company, National Association,as Custodian of the Stoney Creek Hotel Portfolio Mortgage Loan (see Exhibit33.4)

33.30      Pentalpha Surveillance LLC, as Operating Advisor ofthe Stoney Creek Hotel Portfolio Mortgage Loan (see Exhibit 33.5)

33.31      Midland Loan Services, a Division of PNC Bank,National Association, as Primary Servicer of the Brandywine Strategic OfficePortfolio Mortgage Loan (see Exhibit 33.21)

33.32      Greystone Servicing Company LLC, as SpecialServicer of the Brandywine Strategic Office Portfolio Mortgage Loan

33.33      Computershare Trust Company, National Association, as Trustee of the BrandywineStrategic Office Portfolio Mortgage Loan (Omitted. See Explanatory Notes.)

33.34      Computershare Trust Company, National Association,as Custodian of the Brandywine Strategic Office Portfolio Mortgage Loan (seeExhibit 33.4)

33.35      Park Bridge Lender Services LLC, as OperatingAdvisor of the Brandywine Strategic Office Portfolio Mortgage Loan (see Exhibit33.25)

33.36      Midland Loan Services, a Division of PNC Bank,National Association, as Primary Servicer of the Sentinel Square II MortgageLoan (see Exhibit 33.21)

33.37      Greystone Servicing Company LLC, as SpecialServicer of the Sentinel Square II Mortgage Loan (see Exhibit 33.32)

33.38      Computershare Trust Company, National Association, as Trustee of the SentinelSquare II Mortgage Loan (Omitted. See ExplanatoryNotes.)

33.39      Computershare Trust Company, National Association,as Custodian of the Sentinel Square II Mortgage Loan (see Exhibit 33.4)

33.40      Park Bridge Lender Services LLC, as OperatingAdvisor of the Sentinel Square II Mortgage Loan (see Exhibit 33.25)

33.41      Midland Loan Services, a Division of PNC Bank,National Association, as Primary Servicer of the 575 Broadway Mortgage Loan(see Exhibit 33.21)

33.42      Greystone Servicing Company LLC, as SpecialServicer of the 575 Broadway Mortgage Loan (see Exhibit 33.32)

33.43      Computershare Trust Company, National Association, as Trustee of the 575Broadway Mortgage Loan (Omitted. See Explanatory Notes.)

33.44      Computershare Trust Company, National Association,as Custodian of the 575 Broadway Mortgage Loan (see Exhibit 33.4)

33.45      Park Bridge Lender Services LLC, as OperatingAdvisor of the 575 Broadway Mortgage Loan (see Exhibit 33.25)

33.46      KeyBank National Association, as Primary Servicerof the Oak Street NLP Fund Portfolio Mortgage Loan (see Exhibit 33.1)

33.47      Situs Holdings, LLC, as Special Servicer of the Oak Street NLP Fund PortfolioMortgage Loan (Omitted. See Explanatory Notes.)

33.48      Computershare Trust Company, National Association, as Trustee of the Oak StreetNLP Fund Portfolio Mortgage Loan (Omitted. See Explanatory Notes.)

33.49      Computershare Trust Company, National Association,as Custodian of the Oak Street NLP Fund Portfolio Mortgage Loan (see Exhibit33.4)

33.50      Pentalpha Surveillance LLC, as Operating Advisor ofthe Oak Street NLP Fund Portfolio Mortgage Loan (see Exhibit 33.5)

33.51      Berkadia Commercial Mortgage LLC, as PrimaryServicer of the Scottsdale Fashion Square Mortgage Loan

33.52      KeyBank National Association, as Special Servicerof the Scottsdale Fashion Square Mortgage Loan (see Exhibit 33.1)

33.53      Wilmington Trust, National Association, as Trustee of the Scottsdale FashionSquare Mortgage Loan (Omitted. See Explanatory Notes.)

33.54      Computershare Trust Company, National Association,as Custodian of the Scottsdale Fashion Square Mortgage Loan (see Exhibit 33.4)

33.55      Park Bridge Lender Services LLC, as OperatingAdvisor of the Scottsdale Fashion Square Mortgage Loan (see Exhibit 33.25)

33.56      Midland Loan Services, a Division of PNC Bank,National Association, as Primary Servicer of the Pacific Design Center MortgageLoan (see Exhibit 33.21)

33.57      Argentic Services Company LP, as Special Servicerof the Pacific Design Center Mortgage Loan

33.58      Computershare Trust Company, National Association, as Trustee of the PacificDesign Center Mortgage Loan (Omitted. See Explanatory Notes.)

33.59      Computershare Trust Company, National Association,as Custodian of the Pacific Design Center Mortgage Loan (see Exhibit 33.4)

33.60      Park Bridge Lender Services LLC, as OperatingAdvisor of the Pacific Design Center Mortgage Loan (see Exhibit 33.25)

33.61      Wells Fargo Bank, National Association, as PrimaryServicer of the Rialto Industrial Mortgage Loan

33.62      Argentic Services Company LP, as Special Servicerof the Rialto Industrial Mortgage Loan (see Exhibit 33.57)

33.63      Computershare Trust Company, National Association, as Trustee of the RialtoIndustrial Mortgage Loan (Omitted. See Explanatory Notes.)

33.64      Computershare Trust Company, National Association,as Custodian of the Rialto Industrial Mortgage Loan (see Exhibit 33.4)

33.65      Pentalpha Surveillance LLC, as Operating Advisor ofthe Rialto Industrial Mortgage Loan (see Exhibit 33.5)

33.66      CoreLogic Solutions, LLC, as Servicing FunctionParticipant of the Rialto Industrial Mortgage Loan

33.67      Wells Fargo Bank, National Association, as PrimaryServicer of the 100 Jefferson Road Mortgage Loan (see Exhibit 33.61)

33.68      Argentic Services Company LP, as Special Servicerof the 100 Jefferson Road Mortgage Loan (see Exhibit 33.57)

33.69      Computershare Trust Company, National Association, as Trustee of the 100Jefferson Road Mortgage Loan (Omitted. See Explanatory Notes.)

33.70      Computershare Trust Company, National Association,as Custodian of the 100 Jefferson Road Mortgage Loan (see Exhibit 33.4)

33.71      Pentalpha Surveillance LLC, as Operating Advisor ofthe 100 Jefferson Road Mortgage Loan (see Exhibit 33.5)

33.72      CoreLogic Solutions, LLC, as Servicing FunctionParticipant of the 100 Jefferson Road Mortgage Loan (see Exhibit 33.66)

33.73      Midland Loan Services, a Division of PNC Bank,National Association, as Primary Servicer of the Green Acres Mortgage Loan (seeExhibit 33.21)

33.74      3650 REIT Loan Servicing LLC, as Special Servicerof the Green Acres Mortgage Loan

33.75      Computershare Trust Company, National Association, as Trustee of the GreenAcres Mortgage Loan (Omitted. See Explanatory Notes.)

33.76      Computershare Trust Company, National Association,as Custodian of the Green Acres Mortgage Loan (see Exhibit 33.4)

33.77      BellOak, LLC, as Operating Advisor of the GreenAcres Mortgage Loan

33.78      Midland Loan Services, a Division of PNC Bank,National Association, as Primary Servicer of the Orizon Aerostructures MortgageLoan (see Exhibit 33.21)

33.79      Rialto Capital Advisors, LLC, as Special Servicer of the Orizon AerostructuresMortgage Loan (Omitted. See Explanatory Notes.)

33.80      Computershare Trust Company, National Association, as Trustee of the OrizonAerostructures Mortgage Loan (Omitted. See Explanatory Notes.)

33.81      Computershare Trust Company, National Association,as Custodian of the Orizon Aerostructures Mortgage Loan (see Exhibit 33.4)

33.82      Park Bridge Lender Services LLC, as OperatingAdvisor of the Orizon Aerostructures Mortgage Loan (see Exhibit 33.25)

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

34.1        KeyBank National Association, as Master Servicer

34.2        K-Star Asset Management LLC, as Special Servicer

34.3        Computershare Trust Company, National Association,as Trustee and Certificate Administrator

34.4        Computershare Trust Company, National Association,as Custodian

34.5        Pentalpha Surveillance LLC, as Operating Advisor

34.6        KeyBank National Association, as Primary Servicerof the Gloucester Premium Outlets Mortgage Loan (see Exhibit 34.1)

34.7        K-Star Asset Management LLC, as Special Servicer ofthe Gloucester Premium Outlets Mortgage Loan (see Exhibit 34.2)

34.8        Computershare Trust Company, National Association, as Trustee of the GloucesterPremium Outlets Mortgage Loan (Omitted. See Explanatory Notes.)

34.9        Computershare Trust Company, National Association,as Custodian of the Gloucester Premium Outlets Mortgage Loan (see Exhibit 34.4)

34.10      Pentalpha Surveillance LLC, as Operating Advisor ofthe Gloucester Premium Outlets Mortgage Loan (see Exhibit 34.5)

34.11      KeyBank National Association, as Primary Servicerof the South Lake at Dulles Mortgage Loan (see Exhibit 34.1)

34.12      K-Star Asset Management LLC, as Special Servicer ofthe South Lake at Dulles Mortgage Loan (see Exhibit 34.2)

34.13      Computershare Trust Company, National Association, as Trustee of the South Lakeat Dulles Mortgage Loan (Omitted. See Explanatory Notes.)

34.14      Computershare Trust Company, National Association,as Custodian of the South Lake at Dulles Mortgage Loan (see Exhibit 34.4)

34.15      Pentalpha Surveillance LLC, as Operating Advisor ofthe South Lake at Dulles Mortgage Loan (see Exhibit 34.5)

34.16      KeyBank National Association, as Primary Servicerof the Latitude at South Portland Mortgage Loan (see Exhibit 34.1)

34.17      K-Star Asset Management LLC, as Special Servicer ofthe Latitude at South Portland Mortgage Loan (see Exhibit 34.2)

34.18      Computershare Trust Company, National Association, as Trustee of the Latitudeat South Portland Mortgage Loan (Omitted. See Explanatory Notes.)

34.19      Computershare Trust Company, National Association,as Custodian of the Latitude at South Portland Mortgage Loan (see Exhibit 34.4)

34.20      Pentalpha Surveillance LLC, as Operating Advisor ofthe Latitude at South Portland Mortgage Loan (see Exhibit 34.5)

34.21      Midland Loan Services, a Division of PNC Bank,National Association, as Primary Servicer of The Showboat Hotel Mortgage Loan

34.22      Rialto Capital Advisors, LLC, as Special Servicer of The Showboat HotelMortgage Loan (Omitted. See Explanatory Notes.)

34.23      Computershare Trust Company, National Association, as Trustee of The ShowboatHotel Mortgage Loan (Omitted. See Explanatory Notes.)

34.24      Computershare Trust Company, National Association,as Custodian of The Showboat Hotel Mortgage Loan (see Exhibit 34.4)

34.25      Park Bridge Lender Services LLC, as OperatingAdvisor of The Showboat Hotel Mortgage Loan

34.26      Midland Loan Services, a Division of PNC Bank,National Association, as Primary Servicer of the Stoney Creek Hotel PortfolioMortgage Loan (see Exhibit 34.21)

34.27      LNR Partners, LLC, as Special Servicer of theStoney Creek Hotel Portfolio Mortgage Loan

34.28      Computershare Trust Company, National Association, as Trustee of the StoneyCreek Hotel Portfolio Mortgage Loan (Omitted. See Explanatory Notes.)

34.29      Computershare Trust Company, National Association,as Custodian of the Stoney Creek Hotel Portfolio Mortgage Loan (see Exhibit34.4)

34.30      Pentalpha Surveillance LLC, as Operating Advisor ofthe Stoney Creek Hotel Portfolio Mortgage Loan (see Exhibit 34.5)

34.31      Midland Loan Services, a Division of PNC Bank,National Association, as Primary Servicer of the Brandywine Strategic OfficePortfolio Mortgage Loan (see Exhibit 34.21)

34.32      Greystone Servicing Company LLC, as SpecialServicer of the Brandywine Strategic Office Portfolio Mortgage Loan

34.33      Computershare Trust Company, National Association, as Trustee of the BrandywineStrategic Office Portfolio Mortgage Loan (Omitted. See Explanatory Notes.)

34.34      Computershare Trust Company, National Association,as Custodian of the Brandywine Strategic Office Portfolio Mortgage Loan (seeExhibit 34.4)

34.35      Park Bridge Lender Services LLC, as OperatingAdvisor of the Brandywine Strategic Office Portfolio Mortgage Loan (see Exhibit34.25)

34.36      Midland Loan Services, a Division of PNC Bank, NationalAssociation, as Primary Servicer of the Sentinel Square II Mortgage Loan (seeExhibit 34.21)

34.37      Greystone Servicing Company LLC, as SpecialServicer of the Sentinel Square II Mortgage Loan (see Exhibit 34.32)

34.38      Computershare Trust Company, National Association, as Trustee of the SentinelSquare II Mortgage Loan (Omitted. See Explanatory Notes.)

34.39      Computershare Trust Company, National Association,as Custodian of the Sentinel Square II Mortgage Loan (see Exhibit 34.4)

34.40      Park Bridge Lender Services LLC, as OperatingAdvisor of the Sentinel Square II Mortgage Loan (see Exhibit 34.25)

34.41      Midland Loan Services, a Division of PNC Bank,National Association, as Primary Servicer of the 575 Broadway Mortgage Loan(see Exhibit 34.21)

34.42      Greystone Servicing Company LLC, as SpecialServicer of the 575 Broadway Mortgage Loan (see Exhibit 34.32)

34.43      Computershare Trust Company, National Association, as Trustee of the 575Broadway Mortgage Loan (Omitted. See Explanatory Notes.)

34.44      Computershare Trust Company, National Association,as Custodian of the 575 Broadway Mortgage Loan (see Exhibit 34.4)

34.45      Park Bridge Lender Services LLC, as OperatingAdvisor of the 575 Broadway Mortgage Loan (see Exhibit 34.25)

34.46      KeyBank National Association, as Primary Servicer ofthe Oak Street NLP Fund Portfolio Mortgage Loan (see Exhibit 34.1)

34.47      Situs Holdings, LLC, as Special Servicer of the Oak Street NLP Fund PortfolioMortgage Loan (Omitted. See Explanatory Notes.)

34.48      Computershare Trust Company, National Association, as Trustee of the Oak StreetNLP Fund Portfolio Mortgage Loan (Omitted. See Explanatory Notes.)

34.49      Computershare Trust Company, National Association,as Custodian of the Oak Street NLP Fund Portfolio Mortgage Loan (see Exhibit34.4)

34.50      Pentalpha Surveillance LLC, as Operating Advisor ofthe Oak Street NLP Fund Portfolio Mortgage Loan (see Exhibit 34.5)

34.51      Berkadia Commercial Mortgage LLC, as PrimaryServicer of the Scottsdale Fashion Square Mortgage Loan

34.52      KeyBank National Association, as Special Servicerof the Scottsdale Fashion Square Mortgage Loan (see Exhibit 34.1)

34.53      Wilmington Trust, National Association, as Trustee of the Scottsdale FashionSquare Mortgage Loan (Omitted. See Explanatory Notes.)

34.54      Computershare Trust Company, National Association,as Custodian of the Scottsdale Fashion Square Mortgage Loan (see Exhibit 34.4)

34.55      Park Bridge Lender Services LLC, as OperatingAdvisor of the Scottsdale Fashion Square Mortgage Loan (see Exhibit 34.25)

34.56      Midland Loan Services, a Division of PNC Bank,National Association, as Primary Servicer of the Pacific Design Center MortgageLoan (see Exhibit 34.21)

34.57      Argentic Services Company LP, as Special Servicerof the Pacific Design Center Mortgage Loan

34.58      Computershare Trust Company, National Association, as Trustee of the PacificDesign Center Mortgage Loan (Omitted. See Explanatory Notes.)

34.59      Computershare Trust Company, National Association, asCustodian of the Pacific Design Center Mortgage Loan (see Exhibit 34.4)

34.60      Park Bridge Lender Services LLC, as OperatingAdvisor of the Pacific Design Center Mortgage Loan (see Exhibit 34.25)

34.61      Wells Fargo Bank, National Association, as PrimaryServicer of the Rialto Industrial Mortgage Loan

34.62      Argentic Services Company LP, as Special Servicerof the Rialto Industrial Mortgage Loan (see Exhibit 34.57)

34.63      Computershare Trust Company, National Association, as Trustee of the RialtoIndustrial Mortgage Loan (Omitted. See Explanatory Notes.)

34.64      Computershare Trust Company, National Association,as Custodian of the Rialto Industrial Mortgage Loan (see Exhibit 34.4)

34.65      Pentalpha Surveillance LLC, as Operating Advisor ofthe Rialto Industrial Mortgage Loan (see Exhibit 34.5)

34.66      CoreLogic Solutions, LLC, as Servicing FunctionParticipant of the Rialto Industrial Mortgage Loan

34.67      Wells Fargo Bank, National Association, as PrimaryServicer of the 100 Jefferson Road Mortgage Loan (see Exhibit 34.61)

34.68      Argentic Services Company LP, as Special Servicerof the 100 Jefferson Road Mortgage Loan (see Exhibit 34.57)

34.69      Computershare Trust Company, National Association, as Trustee of the 100Jefferson Road Mortgage Loan (Omitted. See Explanatory Notes.)

34.70      Computershare Trust Company, National Association,as Custodian of the 100 Jefferson Road Mortgage Loan (see Exhibit 34.4)

34.71      Pentalpha Surveillance LLC, as Operating Advisor ofthe 100 Jefferson Road Mortgage Loan (see Exhibit 34.5)

34.72      CoreLogic Solutions, LLC, as Servicing FunctionParticipant of the 100 Jefferson Road Mortgage Loan (see Exhibit 34.66)

34.73      Midland Loan Services, a Division of PNC Bank,National Association, as Primary Servicer of the Green Acres Mortgage Loan (seeExhibit 34.21)

34.74      3650 REIT Loan Servicing LLC, as Special Servicerof the Green Acres Mortgage Loan

34.75      Computershare Trust Company, National Association, as Trustee of the GreenAcres Mortgage Loan (Omitted. See Explanatory Notes.)

34.76      Computershare Trust Company, National Association,as Custodian of the Green Acres Mortgage Loan (see Exhibit 34.4)

34.77      BellOak, LLC, as Operating Advisor of the GreenAcres Mortgage Loan

34.78      Midland Loan Services, a Division of PNC Bank,National Association, as Primary Servicer of the Orizon Aerostructures MortgageLoan (see Exhibit 34.21)

34.79      Rialto Capital Advisors, LLC, as Special Servicer of the Orizon AerostructuresMortgage Loan (Omitted. See Explanatory Notes.)

34.80      Computershare Trust Company, National Association, as Trustee of the OrizonAerostructures Mortgage Loan (Omitted. See Explanatory Notes.)

34.81      Computershare Trust Company, National Association,as Custodian of the Orizon Aerostructures Mortgage Loan (see Exhibit 34.4)

34.82      Park Bridge Lender Services LLC, as OperatingAdvisor of the Orizon Aerostructures Mortgage Loan (see Exhibit 34.25)

35           Servicer compliance statements.

35.1        KeyBank National Association, as Master Servicer

35.2        K-Star Asset Management LLC, as Special Servicer

35.3        Computershare Trust Company, National Association,as Certificate Administrator

35.4        KeyBank National Association, as Primary Servicerof the Gloucester Premium Outlets Mortgage Loan (see Exhibit 35.1)

35.5        K-Star Asset Management LLC, as Special Servicer ofthe Gloucester Premium Outlets Mortgage Loan (see Exhibit 35.2)

35.6        KeyBank National Association, as Primary Servicerof the South Lake at Dulles Mortgage Loan (see Exhibit 35.1)

35.7        K-Star Asset Management LLC, as Special Servicer ofthe South Lake at Dulles Mortgage Loan (see Exhibit 35.2)

35.8        KeyBank National Association, as Primary Servicerof the Latitude at South Portland Mortgage Loan (see Exhibit 35.1)

35.9        K-Star Asset Management LLC, as Special Servicer ofthe Latitude at South Portland Mortgage Loan (see Exhibit 35.2)

35.10      Midland Loan Services, a Division of PNC Bank,National Association, as Primary Servicer of The Showboat Hotel Mortgage Loan

35.11      Rialto Capital Advisors, LLC, as Special Servicer of The Showboat HotelMortgage Loan (Omitted. See Explanatory Notes.)

35.12      Midland Loan Services, a Division of PNC Bank,National Association, as Primary Servicer of the Stoney Creek Hotel PortfolioMortgage Loan (see Exhibit 35.10)

35.13      LNR Partners, LLC, as Special Servicer of theStoney Creek Hotel Portfolio Mortgage Loan

35.14      Midland Loan Services, a Division of PNC Bank,National Association, as Primary Servicer of the Brandywine Strategic OfficePortfolio Mortgage Loan (see Exhibit 35.10)

35.15      Greystone Servicing Company LLC, as SpecialServicer of the Brandywine Strategic Office Portfolio Mortgage Loan

35.16      Midland Loan Services, a Division of PNC Bank,National Association, as Primary Servicer of the Sentinel Square II MortgageLoan (see Exhibit 35.10)

35.17      Greystone Servicing Company LLC, as SpecialServicer of the Sentinel Square II Mortgage Loan (see Exhibit 35.15)

35.18      Midland Loan Services, a Division of PNC Bank,National Association, as Primary Servicer of the 575 Broadway Mortgage Loan(see Exhibit 35.10)

35.19      Greystone Servicing Company LLC, as SpecialServicer of the 575 Broadway Mortgage Loan (see Exhibit 35.15)

35.20      KeyBank National Association, as Primary Servicerof the Oak Street NLP Fund Portfolio Mortgage Loan (see Exhibit 35.1)

35.21      Situs Holdings, LLC, as Special Servicer of the Oak Street NLP Fund PortfolioMortgage Loan (Omitted. See Explanatory Notes.)

35.22      Berkadia Commercial Mortgage LLC, as Primary Servicer of the Scottsdale FashionSquare Mortgage Loan (Omitted. See Explanatory Notes.)  

35.23      KeyBank National Association, as Special Servicerof the Scottsdale Fashion Square Mortgage Loan (see Exhibit 35.1)

35.24      Midland Loan Services, a Division of PNC Bank,National Association, as Primary Servicer of the Pacific Design Center MortgageLoan (see Exhibit 35.10)

35.25      Argentic Services Company LP, as Special Servicerof the Pacific Design Center Mortgage Loan

35.26      Wells Fargo Bank, National Association, as PrimaryServicer of the Rialto Industrial Mortgage Loan

35.27      Argentic Services Company LP, as Special Servicerof the Rialto Industrial Mortgage Loan (see Exhibit 35.25)

35.28      Midland Loan Services, a Division of PNC Bank,National Association, as Primary Servicer of the Green Acres Mortgage Loan (seeExhibit 35.10)

35.29      3650 REIT Loan Servicing LLC, as Special Servicer of the Green Acres MortgageLoan (Omitted. See Explanatory Notes.)

35.30      Wells Fargo Bank, National Association, as PrimaryServicer of the 100 Jefferson Road Mortgage Loan (see Exhibit 35.26)

35.31      Argentic Services Company LP, as Special Servicerof the 100 Jefferson Road Mortgage Loan (see Exhibit 35.25)

35.32      Midland Loan Services, a Division of PNC Bank,National Association, as Primary Servicer of the Orizon Aerostructures MortgageLoan (see Exhibit 35.10)

35.33      Rialto Capital Advisors, LLC, as Special Servicer of the Orizon AerostructuresMortgage Loan (Omitted. See Explanatory Notes.)

99.1        MortgageLoan Purchase Agreement, dated as of April 27, 2023, among Barclays CapitalReal Estate Inc., Barclays Capital Holdings Inc. and Barclays CommercialMortgage Securities LLC (filed as Exhibit 99.1 to the registrant’s CurrentReport on Form 8-K filed on April 27, 2023 under Commission File No.333-257737-07 and incorporated by reference herein).

99.2        MortgageLoan Purchase Agreement, dated as of April 27, 2023, among Societe GeneraleFinancial Corporation, Société Générale and Barclays Commercial MortgageSecurities LLC (filed as Exhibit 99.2 to the registrant’s Current Report onForm 8-K filed on April 27, 2023 under Commission File No. 333-257737-07 andincorporated by reference herein).

99.3        MortgageLoan Purchase Agreement, dated as of April 27, 2023, between Argentic RealEstate Finance LLC and Barclays Commercial Mortgage Securities LLC (filed asExhibit 99.3 to the registrant’s Current Report on Form 8-K filed on April 27,2023 under Commission File No. 333-257737-07 and incorporated by referenceherein).

99.4        MortgageLoan Purchase Agreement, dated as of April 27, 2023, between Argentic RealEstate Finance 2 LLC and Barclays Commercial Mortgage Securities LLC (filed asExhibit 99.4 to the registrant’s Current Report on Form 8-K filed on April 27,2023 under Commission File No. 333-257737-07 and incorporated by referenceherein).

99.5        MortgageLoan Purchase Agreement, dated as of April 27, 2023, between German AmericanCapital Corporation and Barclays Commercial Mortgage Securities LLC (filed asExhibit 99.5 to the registrant’s Current Report on Form 8-K filed on April 27,2023 under Commission File No. 333-257737-07 and incorporated by referenceherein).

99.6        MortgageLoan Purchase Agreement, dated as of April 27, 2023, between Bank of Montrealand Barclays Commercial Mortgage Securities LLC (filed as Exhibit 99.6 to theregistrant’s Current Report on Form 8-K filed on April 27, 2023 underCommission File No. 333-257737-07 and incorporated by reference herein).

99.7        MortgageLoan Purchase Agreement, dated as of April 27, 2023, between LMF Commercial, LLCand Barclays Commercial Mortgage Securities LLC (filed as Exhibit 99.7 to theregistrant’s Current Report on Form 8-K filed on April 27, 2023 underCommission File No. 333-257737-07 and incorporated by reference herein).

99.8        MortgageLoan Purchase Agreement, dated as of April 27, 2023, between Starwood MortgageCapital LLC and Barclays Commercial Mortgage Securities LLC (filed as Exhibit99.8 to the registrant’s Current Report on Form 8-K filed on April 27, 2023under Commission File No. 333-257737-07 and incorporated by reference herein).

99.9        MortgageLoan Purchase Agreement, dated as of April 27, 2023,betweenKeyBank National Association and Barclays Commercial Mortgage Securities LLC(filed as Exhibit 99.9 to the registrant’s Current Report on Form 8-K filed onApril 27, 2023 under Commission File No. 333-257737-07 and incorporated byreference 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.

Barclays Commercial MortgageSecurities LLC(Depositor)

/s/ DanielVinson

DanielVinson, Chief Executive Officer

(senior officer in charge ofsecuritization of the depositor)

Date: March 15, 2024