**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, 2022or**

**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: 333-195164-01**

**Central Index Key Number of the issuing entity:0001616666**

**WFRBS Commercial Mortgage Trust2014-C22**

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

** **

**Central Index Key Number of the depositor: 0000850779**

**Wells Fargo Commercial MortgageSecurities, Inc.**

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

** **

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

**Wells Fargo Bank, NationalAssociation**

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

** **

**Central Index Key Number of the sponsor: 0000729153**

**NatWest Markets Plc**

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

**(formerly known as TheRoyal Bank of Scotland plc)**

** **

**Central Index Key Number of the sponsor: 0001541615**

**RBS Financial Products Inc.**

**(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)**

**(formerly known as RialtoMortgage Finance, LLC)**

** **

**Central Index Key Number of the sponsor: 0001555501**

**Liberty Island Group I LLC**

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

** **

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

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

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

**(formerly known as NCB,FSB)**

** **

**Central Index Key Number of the sponsor: 0001541214**

**C-III Commercial Mortgage LLC**

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

** **

**Central Index Key Number of the sponsor: 0001542105**

**Basis Real Estate Capital II, LLC**

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

** **

**Central Index Key Number of the sponsor: 0001617874**

**Walker & Dunlop CommercialProperty Funding I WF, LLC**

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

** **

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

**the issuing entity)** | **38-3936323**

**38-3936324**

**38-3936325**

**38-7120279**

**(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:**

**(704) 374-6161**

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                                                                                                       Acceleratedfiler                                     o

Non-acceleratedfiler          ⌧  (Do not check ifa smaller reporting company)                          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 registrant includedin the filing reflect the correction of an error to previously issued financialstatements. 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 Bank of America Plaza Mortgage Loan andthe Columbus Square Portfolio Mortgage Loan, which constituted approximately10.1% and 8.4%, respectively, of the asset pool of the issuing entity as of itscut-off date, are each an asset of the issuing entity and are each part of aloan combination that includes (a) with respect to the Bank of America PlazaMortgage Loan, two other *pari passu* loans, which are not assets of the issuingentity and (b) with respect to the Columbus Square Portfolio Mortgage Loan,three other *pari passu* loans, which are not assets of the issuingentity. These loan combinations, including the Bank of America Plaza MortgageLoan and the Columbus Square Portfolio 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 Stamford Plaza Portfolio Mortgage Loan,which constituted approximately 6.7% of the asset pool of the issuing entity asof its cut-off date.  The Stamford Plaza Portfolio Mortgage Loan is anasset of the issuing entity and is part of a loan combination that includes theStamford Plaza Portfolio Mortgage Loan and three other *pari passu* loans,which are not assets of the issuing entity. A *pari passu* portion of theloan combination was securitized in the GS Mortgage Securities Trust 2014-GC24transaction, Commission File Number 333-191331-05 (the “GSMS 2014-GC24Transaction”). This loan combination, including the Stamford PlazaPortfolio Mortgage Loan, is being serviced and administered pursuant to thepooling and servicing agreement for the GSMS 2014-GC24 Transaction, which isincorporated by reference as Exhibit 4.2 to this Annual Report on Form 10-K.

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

Wells Fargo Bank, NationalAssociation acts as trustee of the Stamford Plaza Portfolio MortgageLoan.  Pursuant to the pooling and servicing agreement for the GSMS2014-GC24 Transaction, the trustee is required to provide an assessment ofcompliance with 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 Stamford Plaza Portfolio Mortgage Loan have delivered one or moreassessments of compliance with respect to Item 1122(d)(2)(iii) of RegulationAB.

Wilmington Trust, NationalAssociation acts as trustee of  the mortgage loans serviced under thePooling and Servicing Agreement.  Pursuant to the Pooling and ServicingAgreement, the trustee is required to provide an assessment of compliance withapplicable servicing criteria solely with respect to Item 1122(d)(2)(iii) ofRegulation AB (regarding advances of funds or guarantees regarding collections,cash flows or distributions, and any interest or other fees charged for suchadvances, are made, reviewed and approved as specified in the transactionagreements). However, during the reporting period, the trustee did not performany servicing function with respect to the servicing criteria specified in Item1122(d)(2)(iii) of Regulation AB.  The master servicer or the specialservicer, to the extent required, performed the servicing function identifiedwith respect to Item 1122(d)(2)(iii) of Regulation AB, and each such partyincluded Item 1122(d)(2)(iii) of Regulation AB in the assessment of compliancewith applicable servicing criteria and accountant’s attestation report for thesubject transaction.  As a result, this Annual Report on Form 10-K does notinclude an assessment of compliance with applicable servicing criteria of thetrustee. One or more other servicers of  the mortgage loans serviced underthe Pooling and Servicing Agreement have delivered one or more assessments ofcompliance with respect to Item 1122(d)(2)(iii) of Regulation AB.

This Annual Report on Form 10-Kincludes assessments of compliance with applicable servicing criteria andaccountants’ attestation reports from CoreLogic Solutions, LLC.  Thisentity was engaged by the general master servicer of the Pooling and ServicingAgreement (except with respect to those mortgage loans for which PGIM RealEstate Loan Services, Inc. (formerly known as Prudential Asset Resources, Inc.)is the primary servicer or National Cooperative Bank, N.A. is the masterservicer) and the primary servicer under the Pooling and Servicing Agreement toremit tax payments received from the escrow accounts of borrowers to localtaxing authorities, to report tax amounts due, to verify tax parcelinformation, and to verify non-escrow tax payments. With respect to the reportsprovided as servicing function participant on behalf of Wells Fargo Bank,National Association, these servicing functions are included within theservicing criteria set forth in Items 1122(d)(4)(xi) and 1122(d)(4)(xii) ofRegulation AB.  With respect to the reports provided as servicing functionparticipant on behalf of PGIM Real Estate Loan Services, Inc. (formerly knownas Prudential Asset Resources, Inc.), these servicing functions are includedwithin the servicing criteria set forth in Items 1122(d)(2)(ii),1122(d)(2)(vi), 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, Section301.01 (Item 1101(j)).

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.  SeeCompliance and Disclosure Interpretations, Section 301.01 (Item 1101(j)).

Theassessment of compliance with applicable servicing criteria, accountants’attestation report and servicer compliance statement of the certificateadministrator of the Stamford Plaza Portfolio Mortgage Loan is omitted fromthis Annual Report on Form 10-K as the certificate administrator pursuant tothe related pooling and servicing agreement or trust and servicing agreementdoes not perform any activities that address servicing criteria with respect tothe issuing entity and because it is not a “servicer” that meets the criteriain Item 1108(a)(2)(i) through (iii) of Regulation AB.

With respect to the *pari passu*loan combination that includes the Stamford Plaza Portfolio Mortgage Loan, theservicer compliance statements of Midland Loan Services, a Division of PNCBank, National Association as primary servicer of the Stamford Plaza PortfolioMortgage Loan and LNR Partners, LLC as special servicer of the Stamford PlazaPortfolio Mortgage Loan, listed on the Exhibit Index are omitted from thisAnnual Report on Form 10-K as they are not required by Item 1123 of RegulationAB to be included on this Annual Report on Form 10-K because they are each anunaffiliated party that is not a “servicer” that meets the criteria in Item1108(a)(2)(i) through (iii) of Regulation AB.

**PART I**

**Item 1.  Business.**

Omitted.

**Item 1A.  Risk Factors.**

Omitted.

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

None.

**Item 2.  Properties.**

Omitted.

**Item 3.  Legal Proceedings.**

Omitted.

**Item 4.  Mine Safety Disclosures.**

Not applicable.

**PART II**

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

Omitted.

**Item 6.**

[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.**

 

The Bank of America Plaza MortgageLoan (Mortgage Loan Number 1 on Annex A-1 of the prospectus supplement of theregistrant relating to the issuing entity filed on September 30, 2014 pursuantto Rule 424(b)(5)) constitutes a significant obligor within the meaning of Item1101(k)(2) of Regulation AB as disclosed in the prospectus supplement. Inaccordance with Item 1112(b) of Regulation AB, the most recent unaudited netoperating income of the significant obligor was $32,090,494.87 for the twelve-month period ended December 31, 2022.

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

From time totime, CWCapital Asset Management LLC, a Delaware limited liability company(“CWCAM”), is a party to lawsuits and other legal proceedings as part of itsduties as a special servicer (e.g., enforcement of loan obligations) and/orarising in the ordinary course of business. Other than as set forth in thefollowing paragraphs, there are currently no legal proceedings pending, and nolegal proceedings known to be contemplated by governmental authorities, againstCWCAM or of which any of its property is the subject, that are material to thecertificateholders. 

On December 17,2015, U.S. Bank National Association, the trustee under five pooling andservicing agreements for (i) Wachovia Bank Commercial Mortgage Trust 2007-C30,(ii) COBALT CMBS Commercial Trust 2007-C2, (iii) Wachovia Bank CommercialMortgage Trust 2007-C31, (iv) ML-CFC Commercial Mortgage Trust 2007-5 and (v)ML-CFC Commercial Mortgage Trust 2007-6 commenced a proceeding with the SecondJudicial District Court of Ramsey County, Minnesota (the “State Court”) for adeclaratory judgment as to the proper allocation of certain proceeds (“DisputedProceeds”) received by CWCAM in connection with the sale of the Peter Cooper Villageand Stuyvesant Town property in New York, New York securing loans held by thosetrusts.  CWCAM was the special servicer of such property.  Thepetition requests the State Court to instruct the trustee, the trustbeneficiaries, and any other interested parties as to the amount of theDisputed Proceeds, if any, that constitute penalty interest and/or the amountof the Disputed Proceeds, if any, that constitute gain-on-sale proceeds, withrespect to each trust.  On February 24, 2016, CWCAM made a limited appearancewith the State Court to file a motion to dismiss this proceeding based on lackof jurisdiction, mootness, standing and forum non conveniens.  On July 19,2016, the State Court denied CWCAM’s motion to dismiss.  On July 22, 2016,the action was removed to federal court in Minnesota (“Federal Court”). On October 21, 2016, the Federal Court held a hearing on the motion to transferthe action to the United States District Court for the Southern District of NewYork (“SDNY Court”), a motion to remand to state court and a motion to hearCWCAM’s request for reconsideration of the motion to dismiss.  On March14, 2017, the Federal Court reserved the determination on the motion to hearCWCAM’s request for reconsideration of the motion to dismiss, denied the motionto remand the matter to state court and granted the motion to transfer theproceeding to the SDNY Court.  Cross motions for judgment on the pleadingswere filed but the SDNY Court was unable to decide the case based on thepleadings and the SDNY Court ordered discovery.  All fact discovery wascompleted in December, 2018 and expert discovery was completed on March 15,2019.  The parties submitted cross motions for summary judgment, and onMarch 19, 2020, the SDNY Court entered an opinion and order in which it grantedsummary judgment in CWCAM’s favor and held that CWCAM was entitled to theentire amount of penalty interest and that CWCAM’s determination of YieldMaintenance was correct.  In the 127-page opinion, the SDNY Court foundfor CWCAM on every issue presented by the trustee’s petition, namely, that thefunds in dispute constitute penalty interest and yield maintenance, notgain-on-sale proceeds, and that the amount of penalty interest and yieldmaintenance was correctly calculated. An appeal of the SDNY Court’s decisionwas taken on April 29, 2020.  Oral argument on the appeal occurred on June21, 2021.  On July 14, 2022, the Second Circuit entered a decisionaffirming in part and reversing in part the SDNY Court’s decision and remandingto the SDNY Court for further proceedings.  The Second Circuit affirmedthe SDNY’s Court holding that Penalty Interest and Yield Maintenance are paidbefore Gain-On-Sale Proceeds.  The Second Circuit reversed and remandedfor further proceedings that portion of the SDNY Court’s decision related toapproximately $67.2 million in interest on advances.   On January 13,2023, the parties entered into a settlement agreement, in which (among otherthings) they agreed to stipulate that the amount of interest on advances thataccrued on or before June 3, 2014 is $27.5 million, and that CWCAM would paythat amount into escrow for distribution to certificateholders upon the entryof an order by the Court approving the settlement.  U.S. Bank NationalAssociation, as Trustee for the trusts, provided notice of the settlement toall parties in interest via a notice program approved by the Court.  Ahearing on the settlement is scheduled for March 16, 2023.

On December 1,2017, a complaint against CWCAM and others was filed in the United StatesDistrict Court for the Southern District of New York styled as CWCapital CobaltVr Ltd. v. CWCapital Investments LLC, et al., No. 17-cv-9463 (the “OriginalComplaint”). The gravamen of the Original  Complaint alleged breaches of acontract and fiduciary duties by CWCAM’s affiliate, CWCapital Investments LLCin its capacity as collateral manager for the collateralized debt obligationtransaction involving CWCapital Cobalt Vr, Ltd. In total, there are 14 countspled in the Original Complaint. Of those 14, 5 claims were asserted againstCWCAM for aiding and abetting breach of fiduciary duty, conversion and unjustenrichment. On May 23, 2018, the Original Complaint was dismissed for lack ofsubject matter jurisdiction.   On June 28, 2018, CWCapital Cobalt VrLtd. filed a substantially similar complaint in the Supreme Court of the Stateof New York, County of New York styled as CWCapital Cobalt Vr Ltd. v. CWCapitalInvestments LLC, et al., Index No. 653277/2018 (the “New Complaint”).  Thegravamen of the New Complaint is thesameas the previous complaint filed in the United State District Court for theSouthern District of New York.  In total there are 16 counts pled in theNew Complaint. Of those 16 counts, 5 claims were asserted against CWCAM foraiding and abetting breach of fiduciary duty, conversion and unjust enrichment,1 count seeks a declaratory judgement that the plaintiff has the right toenforce the contracts in question and 1 count seeks an injunction requiring thedefendants to recognize the plaintiff as the directing holder for the trusts inquestion. On January 11, 2019, the plaintiff dismissed with prejudice thedeclaratory judgment and injunction counts.  The New Complaint and relatedsummons was not served on the defendants until July 13, 2018 and July 16,2018.  The plaintiff’s motion for a preliminary injunction was denied bythe court on July 31, 2018.  On August 3, 2018, the defendants, includingCWCAM, filed a motion to dismiss the New Complaint in its entirety. On August20, 2019, the court entered an order granting defendants’ motion almost in itsentirety, dismissing 11 of the 16 counts and partially dismissing 2 additionalcounts.  Of the remaining counts, 2 are asserted against CWCAM for aidingand abetting breach of fiduciary duty and unjust enrichment.  On September19, 2019, CWCapital Cobalt Vr Ltd. filed a notice of appeal relating to theAugust 20, 2019 dismissal order and on September 26, 2019, filed an amendedcomplaint against CWCI and CWCAM attempting to address deficiencies relating tocertain of the claims dismissed by the August 20, 2019 order.  CWCI andCWCAM filed its Motion to Dismiss the amended complaint on October 28,2019.  The court heard argument on the Motion to Dismiss the amendedcomplaint on January 22, 2020 and on October 23, 2020, the court granted themotion dismissing the amended claims.  On November 30, 2020, CWCapitalCobalt Vr Ltd filed a notice of appeal relating to the October 23, 2020dismissal order.  On April 27, 2021, the First Department affirmed thedismissal as to claims against CWCAM that were part of the August 20, 2019dismissal, but reversed the dismissal of two counts for breach of theCollateral Management Agreement against CWCI.  CWCI sought leave to filean appeal of the decision. The plaintiff also sought leave to appeal thedismissal of the claims against CWCAM.  Both requests for leave weredenied by the First Department.  On May 15, 2020, CWCI and CWCAM filed amotion to renew its motion to dismiss as to 4 of the remaining counts(including the remaining two counts against CWCAM for aiding and abettingbreach of fiduciary duty and unjust enrichment), based on a decision entered byJudge Failla in a trust instruction proceeding  in the US District Courtfor the Southern District of New York awarding summary judgment in favor ofCWCAM.  On September 7, 2021, the court denied the motion to renew. CWCI and CWCAM filed a notice of appeal, which they perfected by the filing oftheir opening brief on July 1, 2022.  On November 15, 2022, the FirstDepartment affirmed the court’s denial of the motion to renew.  On October1, 2021, CWCI and CWCAM moved to reargue the denial of the motion to renew (oralternatively, the motion to dismiss) with respect to certain of Cobalt’sclaims, including the remaining 2 claims against CWCAM, based on the FirstDepartment’s April 27, 2021 decision.  On March 24, 2022, the court deniedthe relief sought in the motion to reargue.  CWCI and CWCAM have appealedthe court’s decision on the motion to reargue and filed their opening brief onJuly 11, 2022.  The appeal was dismissed as being non-appealable on August30, 2022.  CWCAM believes that it has performed its obligations under therelated pooling and servicing agreements in good faith and the remaining allegationsin the New Complaint are without merit.   

In December2014, Phoenix Light SF Limited (Phoenix Light) and certain related entitiesfiled a complaint in the United States District Court for the Southern Districtof New York alleging claims against Wells Fargo Bank, N.A., in its capacity astrustee for a number of residential mortgage-backed securities (RMBS) trusts.Complaints raising similar allegations have been filed by Commerzbank AG in theSouthern District of New York and by IKB International and IKB DeutscheIndustriebank in New York state court. In each case, the plaintiffs allege thatWells Fargo Bank, N.A., as trustee, caused losses to investors, and plaintiffsassert causes of action based upon, among other things, the trustee’s allegedfailure to notify and enforce repurchase obligations of mortgage loan sellersfor purported breaches of representations and warranties, notify investors ofalleged events of default, and abide by appropriate standards of care followingalleged events of default. In July 2022, the district court dismissed PhoenixLight’s claims and certain of the claims asserted by Commerzbank AG, andsubsequently entered judgment in each case in favor of Wells Fargo Bank, N.A.In August 2022, Phoenix Light and Commerzbank AG appealed the district court’sdecision to the United States Court of Appeals for the Second Circuit. TheCompany previously settled two class actions filed by institutional investorsand an action filed by the National Credit Union Administration with similarallegations. In addition, Park Royal I LLC and Park Royal II LLC have filedsubstantially similar lawsuits in New York state court alleging Wells FargoBank, N.A., as trustee, failed to take appropriate actions upon learning ofdefective mortgage loan documentation.

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

The information regarding this Item has been previouslyprovided in a prospectus supplement of the Registrant relating to the issuing entityfiled on September 30, 2014 pursuant to Rule 424(b)(5).

**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 ScheduleIII to the Pooling and Servicing Agreement incorporated by reference as Exhibit4.1 to 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 Stamford Plaza Portfolio MortgageLoan, which is being serviced and administered pursuant to the pooling andservicing agreement for the GSMS 2014-GC24 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 GSMS 2014-GC24 Transaction incorporatedby reference as Exhibit 4.2 to this Annual Report on Form 10-K is a chartidentifying the entities participating in a servicing function for the GSMS2014-GC24 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 September 1, 2014, by and among Wells FargoCommercial Mortgage Securities, Inc., as Depositor, Wells Fargo Bank, NationalAssociation, as General Master Servicer, CWCapital Asset Management LLC, asGeneral Special Servicer, NCB, FSB, as NCB Master Servicer, NCB, FSB, as NCBSpecial Servicer, Pentalpha Surveillance LLC, as Trust Advisor, Wells FargoBank, National Association, as Certificate Administrator, as Tax Administratorand as Custodian, and Wilmington Trust, National Association, as Trustee (filedas Exhibit 4.1 to the registrant’s Current Report on Form 8-K/A filed onDecember 16, 2014 under Commission File No. 333-195164-01 and incorporated byreference herein).

4.2          Poolingand Servicing Agreement, dated as of September 1, 2014, by and among GSMortgage Securities Corporation II, as Depositor, Midland Loan Services, aDivision of PNC Bank, National Association, as Master Servicer, LNR Partners,LLC, as Special Servicer, Situs Holdings, LLC, as Operating Advisor, and WellsFargo Bank, National Association, as Certificate Administrator and as Trustee(filed as Exhibit 99.11 to the registrant’s Current Report on Form 8-K/A filedon December 16, 2014 under Commission File No. 333-195164-01 and incorporatedby 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        Wells Fargo Bank, National Association, as GeneralMaster Servicer

33.2        National Cooperative Bank, N.A. (f/k/a NCB, FSB),as NCB Master Servicer

33.3        CWCapital Asset Management LLC, as General SpecialServicer

33.4        National Cooperative Bank, N.A. (f/k/a NCB, FSB),as NCB Special Servicer (see Exhibit 33.2)

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

33.6        Wells Fargo Bank, National Association, asCertificate Administrator

33.7        Wells Fargo Bank, National Association, as Custodian

33.8        Pentalpha Surveillance LLC, as Trust Advisor

33.9        CoreLogic Solutions, LLC, as Servicing FunctionParticipant

33.10      PGIM Real Estate Loan Services, Inc. (formerlyknown as Prudential Asset Resources, Inc.), as Primary Servicer

33.11      CoreLogic Solutions, LLC, as Servicing FunctionParticipant for PGIM Real Estate Loan Services, Inc. (formerly known asPrudential Asset Resources, Inc.) (see Exhibit 33.9)

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

33.13       Computershare Trust Company, National Association, asServicing Function Participant for the Custodian

33.14      Wells Fargo Bank, National Association, as PrimaryServicer of the Bank of America Plaza Mortgage Loan (see Exhibit 33.1)

33.15      CWCapital Asset Management LLC, as Special Servicerof the Bank of America Plaza Mortgage Loan (see Exhibit 33.3)

33.16      Wilmington Trust, National Association, as Trustee of the Bank of America PlazaMortgage Loan (Omitted. See Explanatory Notes.)

33.17      Wells Fargo Bank, National Association, asCustodian of the Bank of America Plaza Mortgage Loan (see Exhibit 33.7)

33.18      Pentalpha Surveillance LLC, as Trust Advisor of theBank of America Plaza Mortgage Loan (see Exhibit 33.8)

33.19      CoreLogic Solutions, LLC, as Servicing FunctionParticipant of the Bank of America Plaza Mortgage Loan (see Exhibit 33.9)

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

33.21      Wells Fargo Bank, National Association, as PrimaryServicer of the Columbus Square Portfolio Mortgage Loan (see Exhibit 33.1)

33.22      CWCapital Asset Management LLC, as Special Servicerof the Columbus Square Portfolio Mortgage Loan (see Exhibit 33.3)

33.23      Wilmington Trust, National Association, as Trustee of the Columbus SquarePortfolio Mortgage Loan (Omitted. See Explanatory Notes.)

33.24      Wells Fargo Bank, National Association, asCustodian of the Columbus Square Portfolio Mortgage Loan (see Exhibit 33.7)

33.25      Pentalpha Surveillance LLC, as Trust Advisor of theColumbus Square Portfolio Mortgage Loan (see Exhibit 33.8)

33.26      CoreLogic Solutions, LLC, as Servicing FunctionParticipant of the Columbus Square Portfolio Mortgage Loan (see Exhibit 33.9)

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

33.28      Midland Loan Services, a Division of PNC Bank,National Association, as Primary Servicer of the Stamford Plaza PortfolioMortgage Loan

33.29      LNR Partners, LLC, as Special Servicer of theStamford Plaza Portfolio Mortgage Loan

33.30      Wells Fargo Bank, National Association, as Trustee of the Stamford PlazaPortfolio Mortgage Loan (Omitted. See Explanatory Notes.)

33.31      Wells Fargo Bank, National Association, asCustodian of the Stamford Plaza Portfolio Mortgage Loan (see Exhibit 33.7)

33.32      Situs Holdings, LLC, as Operating Advisor of theStamford Plaza Portfolio Mortgage Loan

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

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

34.1        Wells Fargo Bank, National Association, as GeneralMaster Servicer

34.2        National Cooperative Bank, N.A. (f/k/a NCB, FSB),as NCB Master Servicer

34.3        CWCapital Asset Management LLC, as General SpecialServicer

34.4        National Cooperative Bank, N.A. (f/k/a NCB, FSB),as NCB Special Servicer (see Exhibit 34.2)

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

34.6        Wells Fargo Bank, National Association, asCertificate Administrator

34.7        Wells Fargo Bank, National Association, asCustodian

34.8        Pentalpha Surveillance LLC, as Trust Advisor

34.9        CoreLogic Solutions, LLC, as Servicing FunctionParticipant

34.10      PGIM Real Estate Loan Services, Inc. (formerlyknown as Prudential Asset Resources, Inc.), as Primary Servicer

34.11      CoreLogic Solutions, LLC, as Servicing FunctionParticipant for PGIM Real Estate Loan Services, Inc. (formerly known asPrudential Asset Resources, Inc.) (see Exhibit 34.9)

34.12       Computershare Trust Company, National Association, asServicing Function Participant for the Certificate Administrator

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

34.14      Wells Fargo Bank, National Association, as PrimaryServicer of the Bank of America Plaza Mortgage Loan (see Exhibit 34.1)

34.15      CWCapital Asset Management LLC, as Special Servicerof the Bank of America Plaza Mortgage Loan (see Exhibit 34.3)

34.16      Wilmington Trust, National Association, as Trustee of the Bank of America PlazaMortgage Loan (Omitted. See Explanatory Notes.)

34.17      Wells Fargo Bank, National Association, asCustodian of the Bank of America Plaza Mortgage Loan (see Exhibit 34.7)

34.18      Pentalpha Surveillance LLC, as Trust Advisor of theBank of America Plaza Mortgage Loan (see Exhibit 34.8)

34.19      CoreLogic Solutions, LLC, as Servicing FunctionParticipant of the Bank of America Plaza Mortgage Loan (see Exhibit 34.9)

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

34.21      Wells Fargo Bank, National Association, as PrimaryServicer of the Columbus Square Portfolio Mortgage Loan (see Exhibit 34.1)

34.22      CWCapital Asset Management LLC, as Special Servicerof the Columbus Square Portfolio Mortgage Loan (see Exhibit 34.3)

34.23      Wilmington Trust, National Association, as Trustee of the Columbus SquarePortfolio Mortgage Loan (Omitted. See Explanatory Notes.)

34.24      Wells Fargo Bank, National Association, asCustodian of the Columbus Square Portfolio Mortgage Loan (see Exhibit 34.7)

34.25      Pentalpha Surveillance LLC, as Trust Advisor of theColumbus Square Portfolio Mortgage Loan (see Exhibit 34.8)

34.26      CoreLogic Solutions, LLC, as Servicing FunctionParticipant of the Columbus Square Portfolio Mortgage Loan (see Exhibit 34.9)

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

34.28      Midland Loan Services, a Division of PNC Bank,National Association, as Primary Servicer of the Stamford Plaza PortfolioMortgage Loan

34.29      LNR Partners, LLC, as Special Servicer of theStamford Plaza Portfolio Mortgage Loan

34.30      Wells Fargo Bank, National Association, as Trustee of the Stamford PlazaPortfolio Mortgage Loan (Omitted. See Explanatory Notes.)

34.31      Wells Fargo Bank, National Association, asCustodian of the Stamford Plaza Portfolio Mortgage Loan (see Exhibit 34.7)

34.32      Situs Holdings, LLC, as Operating Advisor of theStamford Plaza Portfolio Mortgage Loan

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

35           Servicer compliance statements.

35.1        Wells Fargo Bank, National Association, as GeneralMaster Servicer

35.2        National Cooperative Bank, N.A. (f/k/a NCB, FSB),as NCB Master Servicer

35.3        CWCapital Asset Management LLC, as General SpecialServicer

35.4        National Cooperative Bank, N.A. (f/k/a NCB, FSB),as NCB Special Servicer (see Exhibit 35.2)

35.5        Wells Fargo Bank, National Association, asCertificate Administrator

35.6        PGIM Real Estate Loan Services, Inc. (formerlyknown as Prudential Asset Resources, Inc.), as Primary Servicer

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

35.8        Wells Fargo Bank, National Association, as PrimaryServicer of the Bank of America Plaza Mortgage Loan (see Exhibit 35.1)

35.9        CWCapital Asset Management LLC, as Special Servicerof the Bank of America Plaza Mortgage Loan (see Exhibit 35.3)

35.10      Wells Fargo Bank, National Association, as PrimaryServicer of the Columbus Square Portfolio Mortgage Loan (see Exhibit 35.1)

35.11      CWCapital Asset Management LLC, as Special Servicerof the Columbus Square Portfolio Mortgage Loan (see Exhibit 35.3)

35.12      Midland Loan Services, a Division of PNC Bank, National Association, as PrimaryServicer of the Stamford Plaza Portfolio Mortgage Loan (Omitted. SeeExplanatory Notes.) 

35.13      LNR Partners, LLC, as Special Servicer of the Stamford Plaza Portfolio MortgageLoan (Omitted. See Explanatory Notes.)

99.1        MortgageLoan Purchase Agreement, dated as of September 5, 2014, between Wells FargoCommercial Mortgage Securities, Inc. and Wells Fargo Bank, National Association(filed as Exhibit 99.1 to the registrant’s Current Report on Form 8-K/A filedon December 16, 2014 under Commission File No. 333-195164-01 and incorporatedby reference herein)

99.2        MortgageLoan Purchase Agreement, dated as of September 5, 2014, between Wells FargoCommercial Mortgage Securities, Inc. and The Royal Bank of Scotland plc (filedas Exhibit 99.2 to the registrant’s Current Report on Form 8-K/A filed onDecember 16, 2014 under Commission File No. 333-195164-01 and incorporated byreference herein)

99.3        MortgageLoan Purchase Agreement, dated as of September 5, 2014, between Wells FargoCommercial Mortgage Securities, Inc. and RBS Financial Products Inc. (filed asExhibit 99.3 to the registrant’s Current Report on Form 8-K/A filed on December16, 2014 under Commission File No. 333-195164-01 and incorporated by referenceherein)

99.4        MortgageLoan Purchase Agreement, dated as of September 5, 2014, between Wells FargoCommercial Mortgage Securities, Inc. and Rialto Mortgage Finance, LLC (filed asExhibit 99.4 to the registrant’s Current Report on Form 8-K/A filed on December16, 2014 under Commission File No. 333-195164-01 and incorporated by referenceherein)

99.5        MortgageLoan Purchase Agreement, dated as of September 5, 2014, among Wells FargoCommercial Mortgage Securities, Inc., Liberty Island Group I LLC and LibertyIsland Group LLC (filed as Exhibit 99.5 to the registrant’s Current Report onForm 8-K/A filed on December 16, 2014 under Commission File No. 333-195164-01and incorporated by reference herein)

99.6        MortgageLoan Purchase Agreement, dated as of September 5, 2014, between Wells FargoCommercial Mortgage Securities, Inc. and NCB, FSB (filed as Exhibit 99.6 to theregistrant’s Current Report on Form 8-K/A filed on December 16, 2014 underCommission File No. 333-195164-01 and incorporated by reference herein)

99.7        MortgageLoan Purchase Agreement, dated as of September 5, 2014, between Wells FargoCommercial Mortgage Securities, Inc. and C-III Commercial Mortgage LLC (filedas Exhibit 99.7 to the registrant’s Current Report on Form 8-K/A filed onDecember 16, 2014 under Commission File No. 333-195164-01 and incorporated byreference herein)

99.8        MortgageLoan Purchase Agreement, dated as of September 5, 2014, among Wells FargoCommercial Mortgage Securities, Inc., Basis Real Estate Capital II, LLC andBasis Investment Group LLC (filed as Exhibit 99.8 to the registrant’s CurrentReport on Form 8-K/A filed on December 16, 2014 under Commission File No.333-195164-01 and incorporated by reference herein)

99.9        MortgageLoan Purchase Agreement, dated as of September 5, 2014, among Wells FargoCommercial Mortgage Securities, Inc., Walker & Dunlop Commercial PropertyFunding I WF, LLC and Walker & Dunlop Commercial Property Funding, LLC(filed as Exhibit 99.9 to the registrant’s Current Report on Form 8-K/A filedon December 16, 2014 under Commission File No. 333-195164-01 and incorporatedby reference herein)

99.10      PrimaryServicing Agreement, dated as of September 1, 2014, between Wells Fargo Bank,National Association and Prudential Asset Resources, Inc. (filed as Exhibit99.10 to the registrant’s Current Report on Form 8-K/A filed on December 16,2014 under Commission File No. 333-195164-01 and incorporated by referenceherein)

(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.

Wells Fargo Commercial MortgageSecurities, Inc.(Depositor)

/s/ AnthonySfarra

AnthonySfarra, President

(senior officer in charge ofsecuritization of the depositor)

Date: March 17, 2023