**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: 333-171508-08**

**Central Index Key Number of the issuing entity:0001581653**

**GS Mortgage Securities Trust2013-GCJ14**

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

** **

**Central Index Key Number of the depositor: 0001004158**

**GS Mortgage Securities CorporationII**

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

** **

**Central Index Key Number of the sponsor: 0001541502**

**Goldman Sachs Mortgage Company**

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

** **

**Central Index Key Number of the sponsor: 0001555524**

**LoanCore Capital Markets LLC**

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

**(formerly known as Jefferies LoanCore LLC)**

** **

**Central Index Key Number of the sponsor: 0001541001**

**Citigroup Global Markets RealtyCorp.**

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

** **

**Central Index Key Number of the sponsor: 0001576832**

**MC-Five Mile Commercial MortgageFinance LLC**

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

** **

**Central Index Key Number of the sponsor: 0001682511**

**Starwood Mortgage Funding I 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)** | **38-3913698**

**38-3913699**

**38-7103169**

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

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

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

**Wells Fargo Bank, National Association**

**as Certificate Administrator**

**9062 Old Annapolis Road**

**Columbia, MD**

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

**21045**

**(Zip Code)**

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

**(212) 902-1000**

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

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

 

 

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

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

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

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

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

Not applicable.

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

Large acceleratedfiler        o                                                                                                       Acceleratedfiler                                     o

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

                                                                                                                                                       Emerging growthcompany                    o

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

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

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

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

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

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

Not applicable.

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

Not applicable.

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

Not applicable.

**DOCUMENTS INCORPORATED BY REFERENCE**

** **

List hereunder the following documents if incorporated byreference and the Part of the Form 10-K (e.g., Part I, Part II, etc.) intowhich the document is incorporated: (1) Any annual report to security holders;(2) Any proxy or information statement; and (3) Any prospectus filed pursuantto Rule 424(b) or (c) under the Securities Act of 1933. The listed documentsshould be clearly described for identification purposes (e.g., annual report tosecurity holders for fiscal year ended December 24, 1980).

Not applicable.

 

** **

**EXPLANATORY NOTES**

The Exhibit Index describesexhibits provided by certain parties (in their capacities indicated on theExhibit Index) with respect to the 11 West 42nd Street Mortgage Loan and the MallSt. Matthews Mortgage Loan, which constituted approximately 12.1% and 3.2%,respectively, of the asset pool of the issuing entity as of its cut-offdate.  The 11 West 42nd Street Mortgage Loan and the Mall St. MatthewsMortgage Loan are each an asset of the issuing entity and are each part of aloan combination that includes the 11 West 42nd Street Mortgage Loan or theMall St. Matthews Mortgage Loan and one other *pari passu* loan, which isnot an asset of the issuing entity. The other *pari passu* portion of eachloan combination was securitized in the GS Mortgage Securities Trust 2013-GC13transaction, Commission File Number 333-171508-07 (the “GSMS 2013-GC13Transaction”). These loan combinations, including the 11 West 42nd StreetMortgage Loan and the Mall St. Matthews Mortgage Loan, are being serviced andadministered pursuant to the pooling and servicing agreement for the GSMS2013-GC13 Transaction, which is incorporated by reference as Exhibit 4.2 tothis Annual Report on Form 10-K.

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

Wells Fargo Bank, NationalAssociation is the master servicer and certificate administrator of themortgage loans serviced under the Pooling and Servicing Agreement and theprimary servicer of the 11 West 42nd Street Mortgage Loan and the Mall St.Matthews Mortgage Loan. As a result, Wells Fargo 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 Wells Fargo Bank, National Association in the capacities described above arelisted in the Exhibit Index.

LNR Partners, LLC is the specialservicer of the mortgage loans serviced under the Pooling and ServicingAgreement, the 11 West 42nd Street Mortgage Loan and the Mall St. MatthewsMortgage Loan. As a result, LNR Partners, LLC is a “servicer” as defined inItem 1108(a)(2)(iii) of Regulation AB, in the capacities described above,because it is servicing mortgage loans that constituted 10% or more of theassets of the issuing entity as of its cut-off date. The assessments ofcompliance with applicable servicing criteria, accountants’ attestation reportsand servicer compliance statements delivered by LNR Partners, LLC in thecapacities described above are listed in the Exhibit Index.

U.S. Bank National Association isthe custodian of the 11 West 42nd Street Mortgage Loan and the Mall St.Matthews Mortgage Loan.  As a result, U.S. Bank National Association is aservicing function participant in the capacities described above, because it isservicing mortgage loans that constituted 5% or more of the assets of theissuing entity as of its cut-off date. The assessments of compliance withapplicable servicing criteria and accountants’ attestation reports delivered byU.S. Bank National Association in the capacities described above are listed inthe Exhibit Index.

Trimont Real Estate Advisors, LLC (f/k/a TriMont RealEstate Advisors, Inc.) is the operating advisor of the 11 West 42nd StreetMortgage Loan and the Mall St. Matthews Mortgage Loan.  As a result,Trimont Real Estate Advisors, LLC (f/k/a TriMont Real Estate Advisors, Inc.) isa servicing function participant in the capacities described above, because itis servicing mortgage loans that constituted 5% or more of the assets of theissuing entity as of its cut-off date.  The assessments of compliance withapplicable servicing criteria and accountants’ attestation reports delivered byTrimont Real Estate Advisors, LLC (f/k/a TriMont Real Estate Advisors, Inc.) inthe capacities described above are listed in the Exhibit Index.

Deutsche Bank Trust CompanyAmericas acts as trustee of the mortgage loans serviced under the Pooling andServicing Agreement.  Pursuant to the Pooling and Servicing Agreement, thetrustee is required to provide an assessment of compliance with applicableservicing criteria solely with respect to Item 1122(d)(2)(iii) of Regulation AB(regarding advances of funds or guarantees regarding collections, cash flows ordistributions, and any interest or other fees charged for such advances, aremade, reviewed and approved as specified in the transaction agreements).However, during the reporting period, the trustee did not perform any servicingfunction with respect to the servicing criteria specified in Item1122(d)(2)(iii) of Regulation AB.  The master servicer or the specialservicer, to the extent required, performed the servicing function identifiedwith respect to Item 1122(d)(2)(iii) of Regulation AB, and each such partyincluded Item 1122(d)(2)(iii) of Regulation AB in the assessment of compliancewith applicable servicing criteria and accountant’s attestation report for thesubject transaction.  As a result, this Annual Report on Form 10-K doesnot include an assessment of compliance with applicable servicing criteria ofthe trustee. One or more other servicers of the mortgage loans serviced underthe Pooling and Servicing Agreement have delivered one or more assessments ofcompliance with respect to Item 1122(d)(2)(iii) of Regulation AB.

U.S. Bank National Associationacts as trustee of the 11 West 42nd Street Mortgage Loan and the Mall St.Matthews Mortgage Loan prior to October 17, 2022, and U.S. Bank Trust Company,National Association acts as trustee of the 11 West 42nd Street Mortgage Loanand the Mall St. Matthews Mortgage Loan on and after October 17, 2022. Pursuant to the pooling and servicing agreement for the GSMS 2013-GC13Transaction, 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 servicing functionidentified with respect to Item 1122(d)(2)(iii) of Regulation AB, and each suchparty included Item 1122(d)(2)(iii) of Regulation AB in the assessment ofcompliance with applicable servicing criteria and accountant’s attestationreport for the subject transaction.  As a result, this Annual Report onForm 10-K does not include an assessment of compliance with applicableservicing criteria of the trustee. One or more other servicers of the 11 West42nd Street Mortgage Loan and the Mall St. Matthews Mortgage Loan havedelivered one or more assessments of compliance with respect to Item1122(d)(2)(iii) of Regulation AB.

This Annual Report on Form 10-Kincludes assessments of compliance with applicable servicing criteria andaccountants’ attestation reports from CoreLogic Solutions, LLC.  Thisentity was engaged by the master servicer under the Pooling and ServicingAgreement and the primary servicer of the 11 West 42nd Street Mortgage Loan andthe Mall St. Matthews Mortgage Loan to remit tax payments received from theescrow accounts of borrowers to local taxing authorities, to report tax amountsdue, to verify tax parcel information, and to verify non-escrow tax payments.These servicing functions are included within the servicing criteria set forthin Items 1122(d)(4)(xi) and 1122(d)(4)(xii) of Regulation AB.  Therefore,under the principles-based definition of “servicer” set forth in Item 1101(j)of Regulation AB that looks to the functions that an entity performs, thisvendor is a “servicer” for the purposes of Item 1122 of Regulation AB.  *See*Compliance and Disclosure Interpretations, Section 301.01 (Item 1101(j)).

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

The assessments of compliance withapplicable servicing criteria, accountants’ attestation reports and servicercompliance statements of the certificate administrator of the 11 West 42ndStreet Mortgage Loan and the Mall St. Matthews Mortgage Loan are omitted fromthis Annual Report on Form 10-K as the certificate administrator pursuant tothe related pooling and servicing agreement or trust and servicing agreementdoes not perform any activities that address servicing criteria with respect tothe issuing entity and because they are each not a “servicer” that meets thecriteria in Item 1108(a)(2)(i) through (iii) of Regulation AB.

**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 11 West 42nd Street Mortgage Loan(Control Number 1 on Annex A of the prospectus supplement of the registrantrelating to the issuing entity filed on August 26, 2013 pursuant to Rule424(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 $29,270,983.46 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 nomaterial pending legal proceeding involving the trust or any party related tothe trust, other than routine litigation incidental to the duties of thoserespective parties, and the following, with respect to Deutsche Bank TrustCompany Americas, as Trustee, U.S. Bank National Association, as Trustee,Certificate Administrator and Custodian, and Wells Fargo Bank, NationalAssociation, as Certificate Administrator and Custodian.

DeutscheBank Trust Company Americas (“DBTCA”) and Deutsche Bank National Trust Company(“DBNTC”) have been sued by investors in civil litigation concerning their roleas trustees of certain residential mortgage-backed securities (“RMBS”) trusts. 

 

On June 18, 2014, a group of investors,including funds managed by Blackrock Advisors, LLC, PIMCO-Advisors, L.P., andothers, filed an action against DBNTC and DBTCA in New York State Supreme Courtalleging that DBNTC and DBTCA failed to perform purported duties, as trusteesfor 544 private-label RMBS trusts, to enforce breaches of representations andwarranties as to mortgage loans held by the trusts and to enforce breaches byservicers of their mortgage loan servicing obligations for the trusts. During the course of the litigation, plaintiffs dismissed the case from NewYork State Supreme Court and refiled two separate cases, one in the U.S.District Court for the Southern District of New York (the “*BlackRock*SDNYCase”) and the other in the Superior Court of California, Orange County (the “*BlackRock*California Case”).  Pursuant to a settlement among the parties, the *BlackRock*SDNY Case was dismissed on December 6, 2018, and the *BlackRock*CaliforniaCase was dismissed on January 11, 2019.

 

On September 27, 2017, DBTCA was addedas a defendant to a case brought by certain special purpose entities includingPhoenix Light SF Limited in the U.S. District Court for the Southern Districtof New York, in which the plaintiffs previously alleged incorrectly that DBNTCserved as trustee for all 43 of the trusts at issue.  On September 27,2017, plaintiffs filed a third amended complaint that names DBTCA as adefendant in addition to DBNTC.  DBTCA serves as trustee for one of the 43trusts at issue.  DBNTC serves as trustee for the other 42 trusts atissue.  Plaintiffs’ third amended complaint brings claims for violation ofthe U.S. Trust Indenture Act of 1939 (“TIA”); breach of contract; breach offiduciary duty; negligence and gross negligence; violation of New York’s StreitAct; and breach of the covenant of good faith.  However, in the thirdamended complaint, plaintiffs acknowledge that, before DBTCA was added to thecase, the court dismissed plaintiffs’ TIA Act claims, negligence and gross negligenceclaims, Streit Act claims, claims for breach of the covenant of good faith, andcertain theories of plaintiffs’ breach of contract claims, and plaintiffs onlyinclude these claims to preserve any rights on appeal.  Plaintiffs allegedamages of “hundreds of millions of dollars.”  On November 13, 2017, DBNTCand DBTCA filed an answer to the third amended complaint.  On December 7,2018, DBNTC and DBTCA filed a motion for summary judgment.  Also onDecember 7, 2018, plaintiffs, jointly with Commerzbank AG (see description ofCommerzbank case below), filed a motion for partial summary judgment.  OnOctober 27, 2021, DBNTC and DBTCA filed a supplemental motion for summaryjudgment relating to plaintiffs’ standing.  On February 8, 2022, the courtissued an order in which it granted DBNTC and DBTCA’s supplemental motion forsummary judgment, granted in part DBNTC and DBTCA’s initial motion for summaryjudgment, and denied plaintiffs’ motion for partial summary judgment.  Asa result of that order, all of plaintiffs’ claims were dismissed withprejudice. On March 10, 2022, plaintiffs filed a notice of appeal to the UnitedStates Court of Appeals for the Second Circuit with respect to the court’sorders on the motions to dismiss and for summary judgment.

 

On November 30, 2017, DBTCA was addedas a defendant to a case brought by Commerzbank AG (“Commerzbank”) in the U.S.District Court for the Southern District of New York, in which Commerzbankpreviously alleged incorrectly that DBNTC served as trustee for all 50 of thetrusts at issue.  On November 30, 2017, Commerzbank filed a second amendedcomplaint that names DBTCA as a defendant in addition to DBNTC.  DBTCAserves as trustee for 1 of the 50 trusts at issue.  DBNTC serves astrustee for the other 49 trusts at issue.  Commerzbank’s second amendedcomplaint brings claims for violation of the TIA; breach of contract; breach offiduciary duty; negligence; violation of the Streit Act; and breach of thecovenant of good faith.  However, in the second amended complaint,Commerzbank acknowledges that, before DBTCA was added to the case, the courtdismissed Commerzbank’s TIA claims for the trusts governed by pooling andservicing agreements, as well as its Streit Act claims and claims for breach ofthe covenant of good faith, and Commerzbank only includes these claims topreserve any rights on appeal.  The second amended complaint alleges thatDBNTC and DBTCA caused Commerzbank to suffer “hundreds of millions of dollarsin losses,” but the complaint does not include a demand for money damages in asum certain.  On January 29, 2018, DBNTC and DBTCA filed an answer to thesecond amended complaint.  On December 7, 2018, DBNTC and DBTCA filed amotion for summary judgment.  Also on December 7, 2018, Commerzbank,jointly with the *Phoenix Light*plaintiffs, filed a motion for partialsummary judgment.  On February 8, 2022, the courtissued an order in which it granted in part DBNTC and DBTCA’s motion forsummary judgment and denied plaintiffs’ motion for partial summaryjudgment.  As a result of that order, many of plaintiffs’ claims andtheories were dismissed with prejudice.  Discovery is ongoing.

 

On December 30, 2015, IKBInternational, S.A. in Liquidation and IKB Deutsche Industriebank A.G.(collectively, “IKB”), as an investor in 37 RMBS trusts, filed a summons withnotice in the Supreme Court of the State of New York, New York County, againstDBNTC and DBTCA as trustees of the trusts.  On May 27, 2016, IKB servedits complaint asserting claims for breach of contract, breach of fiduciaryduty, breach of duty to avoid conflicts of interest, violation of the StreitAct, violation of the TIA, violation of Regulation AB, and violation of Section9 of the Uniform Commercial Code.  IKB alleges that DBNTC and DBTCA areliable for over U.S. $268 million in damages.  On October 5, 2016, DBNTCand DBTCA, together with several other trustees defending lawsuits by IKB,filed a joint motion to dismiss.  On January 6, 2017 and June 20, 2017,IKB voluntarily dismissed with prejudice all claims as to seven trusts.  On January 27, 2021, the court granted in part and deniedin part DBNTC and DBTCA’s motion to dismiss.  The court granted the motionto dismiss with respect to IKB’s claims for violations of the Streit Act,Regulation AB, and Section 9 of the Uniform Commercial Code, as well as certainaspects of IKB’s claims for breach of contract, breach of fiduciary duty, andviolation of the TIA.  The court denied the remainder of the motion todismiss.  IKB’s remaining claims for breachof contract, breach of fiduciary duty, breach of duty to avoid conflicts ofinterest, and violation of the TIA will proceed.  On May 10, 2021, DBNTC and DBTCA filed a notice of appealwith the New York Supreme Court Appellate Division, First Department, regardingcertain aspects of the court’s order on the motion to dismiss.  On May 20,2021, IKB filed a notice of cross appeal with respect to other aspects of thatorder.  On August 30, 2022, the New York Supreme Court, AppellateDivision, First Department affirmed in part and reversed in part the court’sorder on the motion to dismiss.  On November 10, 2022, the FirstDepartment granted DBNTC and DBTCA’s motion for leave to appeal to the Court ofAppeals, and denied IKB’s separate motion for reargument and leave to appeal. On June 2, 2021, IKB filed a motion for re-argument regarding certain aspectsof the court’s order on the motion to dismiss, whichthe court denied on August 3, 2021.  On May 13, 2021, DBNTC and DBTCAfiled an answer to the complaint.  On October 28, 2021, the parties fileda stipulation, voluntarily dismissing with prejudice all claims as to sevenadditional trusts.  On December 29, 2021, theparties filed a stipulation, voluntarily dismissing with prejudice all claimsas to one additional trust.  On April 22, 2022, the parties filed astipulation, voluntarily dismissing with prejudice all claims as to 17certificates at issue (including all claims as to 5 trusts), leaving 17 trustsat issue.  Discovery is ongoing.

 

It is DBTCA’s belief that it has nopending legal proceedings (including, based on DBTCA’s present evaluation, thelitigation disclosed in the foregoing paragraphs) that would materially affectits ability to perform its duties under the related servicing agreement.

In the last several years, U.S. BankNational Association (“U.S. Bank”) and other large financial institutions havebeen sued in their capacity as trustee or successor trustee for certainresidential mortgage backed securities ("RMBS") trusts.  Thecomplaints, primarily filed by investors or investor groups against U.S. Bankand similar institutions, allege the trustees caused losses to investors as aresult of alleged failures by the sponsors, mortgage loan sellers and servicersto comply with the governing agreements for these RMBS trusts.  Plaintiffsgenerally assert causes of action based upon the trustees’ purported failuresto enforce repurchase obligations of mortgage loan sellers for alleged breachesof representations and warranties, notify securityholders of purported eventsof default allegedly caused by breaches of servicing standards by mortgage loanservicers and abide by a heightened standard of care following alleged eventsof default.  

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

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

U.S. Bank believes that it has performed its obligations asindenture trustee and special servicer in good faith and in compliance in allmaterial respects with the terms of the agreements governing the DSTs (the“Governing Agreements”), and accordingly that the claims against it in the NCMSLTAction are without merit.  

U.S. Bank has filed a motion seeking dismissal of theoperative complaint in its entirety with prejudice pursuant to Chancery CourtRules 12(b)(1) and 12(b)(6) or, in the alternative, a stay of the case whileother prior filed disputes involving the DSTs and the Student Loans arelitigated.  On November 7, 2018, the Court ruled that the case should bestayed in its entirety pending resolution of the first-filed cases.  OnJanuary 21, 2020, the Court entered an order consolidating for pretrialpurposes the NCMSLT Action and three other lawsuits pending in the DelawareCourt of Chancery concerning the DSTs and the Student Loans (the “ConsolidatedAction”).  U.S. Bank and other parties to the Consolidated Action have briefedand argued motions for judgment on the pleadings pursuant to Chancery CourtRule 12(c) regarding disputed issues of contractual interpretation at issue inone or more of the cases comprising the Consolidated Action, including theNCMSLT Action.  The Court has not yet ruled on these motions or on U.S.Bank’s dismissal motion in the NCMSLT Action.

In December 2014, Phoenix Light SFLimited (Phoenix Light) and certain related entities filed a complaint in theUnited States District Court for the Southern District of New York allegingclaims against Wells Fargo Bank, N.A., in its capacity as trustee for a numberof residential mortgage-backed securities (RMBS) trusts. Complaints raisingsimilar allegations have been filed by Commerzbank AG in the Southern Districtof New York and by IKB International and IKB Deutsche Industriebank in New Yorkstate court. In each case, the plaintiffs allege that Wells Fargo Bank, N.A.,as trustee, caused losses to investors, and plaintiffs assert causes of actionbased upon, among other things, the trustee’s alleged failure to notify andenforce repurchase obligations of mortgage loan sellers for purported breachesof representations and warranties, notify investors of alleged events ofdefault, and abide by appropriate standards of care following alleged events ofdefault. In July 2022, the district court dismissed Phoenix Light’s claims andcertain of the claims asserted by Commerzbank AG, and subsequently enteredjudgment in each case in favor of Wells Fargo Bank, N.A. In August 2022,Phoenix Light and Commerzbank AG appealed the district court’s decision to theUnited States Court of Appeals for the Second Circuit. The Company previouslysettled two class actions filed by institutional investors and an action filedby the National Credit Union Administration with similar allegations. Inaddition, Park Royal I LLC and Park Royal II LLC have filed substantiallysimilar lawsuits in New York state court alleging Wells Fargo Bank, N.A., astrustee, failed to take appropriate actions upon learning of defective mortgageloan 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 issuingentity filed on August 26, 2013 pursuant to Rule 424(b)(5).

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

The reports on assessments of compliance with the servicing criteriafor asset-backed securities and related attestation reports on such assessmentsof compliance with respect to the mortgage loans are attached hereto under Item15 to this Annual Report on Form 10-K. Attached as Exhibit O to the Pooling andServicing Agreement incorporated by reference as Exhibit 4.1 to this AnnualReport on Form 10-K is a chart identifying the entities participating in aservicing function for the 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 11 West 42nd Street Mortgage Loanand the Mall St. Matthews Mortgage Loan, which are being serviced andadministered pursuant to the pooling and servicing agreement for the GSMS2013-GC13 Transaction, are attached hereto under Item 15 to this Annual Reporton Form 10-K. Attached as Exhibit O to the pooling and servicing agreement forthe GSMS 2013-GC13 Transaction incorporated by reference as Exhibit 4.2 to thisAnnual Report on Form 10-K is a chart identifying the entities participating ina servicing function for the GSMS 2013-GC13 Transaction responsible for eachapplicable servicing criteria set forth in Item 1122(d).

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

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

**PART IV**

**Item 15. Exhibit and Financial Statement Schedules**

(a) The following is a list of documents filed as part ofthis Annual Report on Form 10-K:

(1) Not applicable

(2) Not applicable

(3) See below

 

 

4.1          Pooling and Servicing Agreement, dated as of August 1,2013, by and among GS Mortgage Securities Corporation II, as Depositor, WellsFargo Bank, National Association, as Master Servicer, LNR Partners, LLC, asSpecial Servicer, Pentalpha Surveillance LLC, as Operating Advisor, Wells FargoBank, National Association, as Certificate Administrator and Deutsche BankTrust Company Americas, as Trustee (filed as Exhibit 4 to the registrant’sCurrent Report on Form 8-K filed on August 26, 2013 under Commission File No.333-171508-08 and incorporated by reference herein).

4.2          Pooling and Servicing Agreement, dated as of July 1,2013, by and among GS Mortgage Securities Corporation II, as Depositor, WellsFargo Bank, National Association, as Master Servicer, LNR Partners, LLC, asSpecial Servicer, Trimont Real Estate Advisors, Inc., as Operating Advisor, andU.S. Bank National Association, as Certificate Administrator and Trustee (filedas Exhibit 4 to the registrant’s Current Report on Form 8-K filed on July 31,2013 under Commission File No. 333-171508-07 and incorporated by referenceherein).

10.1         Mortgage Loan Purchase Agreement, dated as of August 1,2013, between GS Mortgage Securities Corporation II and Goldman Sachs MortgageCompany (filed as Exhibit 10.1 to the registrant’s Current Report on Form 8-Kfiled on August 26, 2013 under Commission File No. 333-171508-08 andincorporated by reference herein)

10.2         Mortgage Loan Purchase Agreement, dated as of August 1,2013, between GS Mortgage Securities Corporation II and Jefferies LoanCore LLC(filed as Exhibit 10.5 to the registrant’s Current Report on Form 8-K filed onAugust 26, 2013 under Commission File No. 333-171508-08 and incorporated by referenceherein)

10.3         Mortgage Loan Purchase Agreement, dated as of August 1,2013, between GS Mortgage Securities Corporation II and Citigroup GlobalMarkets Realty Corp. (filed as Exhibit 10.2 to the registrant’s Current Reporton Form 8-K filed on August 26, 2013 under Commission File No. 333-171508-08and incorporated by reference herein)

10.4         Mortgage Loan Purchase Agreement, dated as of August 1,2013, between GS Mortgage Securities Corporation II and MC-Five Mile CommercialMortgage Finance LLC (filed as Exhibit 10.4 to the registrant’s Current Reporton Form 8-K filed on August 26, 2013 under Commission File No. 333-171508-08and incorporated by reference herein)

10.5         Mortgage Loan Purchase Agreement, dated as of August 1,2013, between GS Mortgage Securities Corporation II and Starwood MortgageFunding I LLC (filed as Exhibit 10.3 to the registrant’s Current Report on Form8-K filed on August 26, 2013 under Commission File No. 333-171508-08 andincorporated by reference herein)

 

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

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

33.1         Wells Fargo Bank, National Association, as MasterServicer

33.2        LNR Partners, LLC, as Special Servicer

33.3        Deutsche Bank Trust Company Americas, as Trustee (Omitted. See ExplanatoryNotes.)

33.4        Wells Fargo Bank, National Association, asCertificate Administrator

33.5        Wells Fargo Bank, National Association, asCustodian

33.6        Pentalpha Surveillance LLC, as Operating Advisor

33.7        CoreLogic Solutions, LLC, as Servicing FunctionParticipant

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

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

33.10      Wells Fargo Bank, National Association, as PrimaryServicer of the 11 West 42nd Street Mortgage Loan (see Exhibit 33.1)

33.11      LNR Partners, LLC, as Special Servicer of the 11West 42nd Street Mortgage Loan (see Exhibit 33.2)

33.12      U.S. Bank National Association, as Trustee of the11 West 42nd Street Mortgage Loan prior to October 17, 2022

33.13      U.S. Bank Trust Company, National Association, asTrustee of the 11 West 42nd Street Mortgage Loan on and after October 17, 2022(see Exhibit 33.12)

33.14      U.S. Bank National Association, as Custodian ofthe 11 West 42nd Street Mortgage Loan (see Exhibit 33.12)

33.15      Trimont Real Estate Advisors, LLC (f/k/a TriMontReal Estate Advisors, Inc.), as Operating Advisor of the 11 West 42nd StreetMortgage Loan

33.16      CoreLogic Solutions, LLC, as Servicing FunctionParticipant of the 11 West 42nd Street Mortgage Loan (see Exhibit 33.7)

33.17      Wells Fargo Bank, National Association, as PrimaryServicer of the Mall St. Matthews Mortgage Loan (see Exhibit 33.1)

33.18      LNR Partners, LLC, as Special Servicer of the MallSt. Matthews Mortgage Loan (see Exhibit 33.2)

33.19       U.S. Bank National Association, as Trustee of theMall St. Matthews Mortgage Loan prior to October 17, 2022 (see Exhibit 33.12)

33.20      U.S. Bank Trust Company, National Association, asTrustee of the Mall St. Matthews Mortgage Loan on and after October 17, 2022(see Exhibit 33.12)

33.21      U.S. Bank National Association, as Custodian ofthe Mall St. Matthews Mortgage Loan (see Exhibit 33.12)

33.22      Trimont Real Estate Advisors, LLC (f/k/a TriMontReal Estate Advisors, Inc.), as Operating Advisor of the Mall St. MatthewsMortgage Loan (see Exhibit 33.15)

33.23      CoreLogic Solutions, LLC, as Servicing FunctionParticipant of the Mall St. Matthews Mortgage Loan (see Exhibit 33.7)

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

34.1        Wells Fargo Bank, National Association, as MasterServicer

34.2        LNR Partners, LLC, as Special Servicer

34.3        Deutsche Bank Trust Company Americas, as Trustee (Omitted. See ExplanatoryNotes.)

34.4        Wells Fargo Bank, National Association, asCertificate Administrator

34.5        Wells Fargo Bank, National Association, asCustodian

34.6        Pentalpha Surveillance LLC, as Operating Advisor

34.7        CoreLogic Solutions, LLC, as Servicing FunctionParticipant

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

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

34.10      Wells Fargo Bank, National Association, as PrimaryServicer of the 11 West 42nd Street Mortgage Loan (see Exhibit 34.1)

34.11      LNR Partners, LLC, as Special Servicer of the 11West 42nd Street Mortgage Loan (see Exhibit 34.2)

34.12      U.S. Bank National Association, as Trustee of the11 West 42nd Street Mortgage Loan prior to October 17, 2022

34.13      U.S. Bank Trust Company, National Association, asTrustee of the 11 West 42nd Street Mortgage Loan on and after October 17, 2022(see Exhibit 34.12)

34.14      U.S. Bank National Association, as Custodian ofthe 11 West 42nd Street Mortgage Loan (see Exhibit 34.12)

34.15      Trimont Real Estate Advisors, LLC (f/k/a TriMontReal Estate Advisors, Inc.), as Operating Advisor of the 11 West 42nd StreetMortgage Loan

34.16      CoreLogic Solutions, LLC, as Servicing FunctionParticipant of the 11 West 42nd Street Mortgage Loan (see Exhibit 34.7)

34.17      Wells Fargo Bank, National Association, as Primary Servicerof the Mall St. Matthews Mortgage Loan (see Exhibit 34.1)

34.18      LNR Partners, LLC, as Special Servicer of the MallSt. Matthews Mortgage Loan (see Exhibit 34.2)

34.19      U.S. Bank National Association, as Trustee of theMall St. Matthews Mortgage Loan prior to October 17, 2022 (see Exhibit 34.12)

34.20      U.S. Bank Trust Company, National Association, as Trusteeof the Mall St. Matthews Mortgage Loan on and after October 17, 2022 (seeExhibit 34.12)

34.21      U.S. Bank National Association, as Custodian ofthe Mall St. Matthews Mortgage Loan (see Exhibit 34.12)

34.22      Trimont Real Estate Advisors, LLC (f/k/a TriMontReal Estate Advisors, Inc.), as Operating Advisor of the Mall St. MatthewsMortgage Loan (see Exhibit 34.15)

34.23      CoreLogic Solutions, LLC, as Servicing FunctionParticipant of the Mall St. Matthews Mortgage Loan (see Exhibit 34.7)

35           Servicer compliance statements.

35.1        Wells Fargo Bank, National Association, as MasterServicer

35.2        LNR Partners, LLC, as Special Servicer

35.3        Wells Fargo Bank, National Association, asCertificate Administrator

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

35.5        Wells Fargo Bank, National Association, as PrimaryServicer of the 11 West 42nd Street Mortgage Loan (see Exhibit 35.1)

35.6        LNR Partners, LLC, as Special Servicer of the 11West 42nd Street Mortgage Loan (see Exhibit 35.2)

35.7        Wells Fargo Bank, National Association, as PrimaryServicer of the Mall St. Matthews Mortgage Loan (see Exhibit 35.1)

35.8        LNR Partners, LLC, as Special Servicer of the MallSt. Matthews Mortgage Loan (see Exhibit 35.2)

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

(c)    Not Applicable.

 

**SIGNATURES**

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

GS Mortgage Securities CorporationII(Depositor)

/s/ ScottEpperson

ScottEpperson, Chief Executive Officer

(senior officer in charge ofsecuritization of the depositor)

Date: March 17, 2023